JELD-WEN Holding, Inc. 10-K

Item 9A - Controls and Procedures Disclosure Controls and Procedures The Company maintains disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act, which are designed to ensure that information required to be disclosed by the Company in reports that it files or submits under the Exchange Act, including this Report, are recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms. These disclosure controls and procedures include controls and procedures designed to ensure that information required to be disclosed by the Company under the Exchange Act is accumulated and communicated to the Company’s management, including its CEO and CFO, as appropriate to allow timely decisions regarding required disclosure. The Company’s management, including the Company’s CEO and CFO, conducted an evaluation of the effectiveness of the Company’s disclosure controls and procedures as of the end of the period covered by this Report and, based on that evaluation, the CEO and CFO concluded that the Company’s disclosure controls and procedures were effective as of December 31, 2024. Changes in Internal Control over Financial Reporting There were no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that occurred during the Company’s most recently completed quarter ended December 31, 2024, that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting. Management’s Report on Internal Control over Financial Reporting The Company’s management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rules 13a-15(f) and 15d-15(f). The Company conducted an evaluation under the supervision and with the participation of the Company’s management, including the Company’s CEO and CFO, of the effectiveness of the Company’s internal control over financial reporting. The Company’s management used the framework in Internal Control-Integrated Framework (2013) issued by the Committee of Sponsoring Organizations (COSO) to perform this evaluation. Based on this evaluation, management has concluded that our internal control over financial reporting was effective as of December 31, 2024. The effectiveness of our internal control over financial reporting as of December 31, 2024, has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their report appearing under Item 8 - Financial Statements and Supplementary Data . 58 Back to to p Item 9B - Other Information During the three months ended December 31, 2024, no director or officer (as defined in Rule 16a-1(f) of the Exchange Act) of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K. Item 9C - Disclosures Regarding Foreign Jurisdictions that Prevent Inspections Not applicable. 59 Back to to p PART III Item 10 - Directors, Executive Officers and Corporate Governance The information required by this item with respect to our executive officers appears in Part I of this Form 10-K under the heading, “Executive Officers of the Registrant”. Except as provided below, the other information required by this item is incorporated by reference to the Company’s definitive Proxy Statement for its 2025 Annual Meeting of Stockholders to be held on April 24, 2025, which will be filed with the SEC within 120 days of the Company’s fiscal year end covered by this Form 10-K (“Proxy Statement”). Our Board has adopted a securities trading and disclosure policy governing the purchase, sale, and/or other dispositions of our securities by our directors, officers, and employees that we believe is reasonably designed to promote compliance with insider trading laws, rules, and regulations, and the exchange listing standards applicable to us. In addition, it is our policy to comply with applicable securities and state laws, including insider trading laws, when engaging in transactions in our securities. A copy of our securities trading and disclosure policy is filed as Exhibit 19.1 to this Form 10-K. Item 11 - Executive Compensation The information required by this item is incorporated by reference to the Proxy Statement, except as to information required pursuant to Item 402(v) of SEC Regulation S-K relating to pay versus performance. Item 12 - Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters Equity Compensation Plan Information The following table sets forth information with respect to shares of our Common Stock that may be issued under our existing equity compensation plans, as of December 31, 2024: (a) (b) (c) Plan Category Number of Securities to be Issued Upon Exercise of Outstanding Options, Warrants, and Rights Weighted Average Exercise Price of Outstanding Options, Warrants, and Rights (1) Number of Securities Remaining Available for Future Issuance Under Equity Compensation Plans (Excluding Securities Reflected in Column (a)) Equity compensation plans approved by security holders 3,622,222 (2) $20.94 2,863,602 (3) Equity compensation plans not approved by security holders — — — Total 3,622,222 $20.94 2,863,602 (1) Excludes RSUs and PSUs, which have no exercise price. (2) Consists of shares underlying 1,296,666 stock options, 1,790,096 RSUs, and 535,460 PSUs outstanding under the 2011 Stock Incentive Plan and 2017 Omnibus Equity Plan. (3) The number of securities remaining for future issuances includes only shares available under the 2017 Omnibus Equity Plan. The other information required by this item is incorporated by reference to the Proxy Statement. Item 13 - Certain Relationships and Related Transactions, and Director Independence The information required by this item is incorporated by reference to the Proxy Statement. Item 14 - Principal Accounting Fees and Services The information required by this item is incorporated by reference to the Proxy Statement. 60 Back to to p PART IV Item 15 - Exhibits and Financial Statement Schedules 1. Financial Statements The financial statements are set forth under Item 8 - Financial Statements and Supplementary Data of this Form 10-K. 2. Financial Statement Schedules All financial statements and schedules are omitted because they are not applicable, not required, or the information is included in the financial statements or the notes thereto. 3. Exhibits The exhibits listed on the accompanying Exhibit Index are filed or incorporated by reference as part of this Form 10-K and such Exhibit Index is incorporated herein by reference. Exhibit No. Exhibit Description Form File No. Exhibit Filing Date 2.1 Asset Purchase Agreement, dated October 11, 2024, by and between JELD-WEN, Inc., WG Towanda LLC and Woodgrain Inc., effective December 13, 2024. 8-K 001-38000 2.1 December 19, 2024 3.1 Second Amended and Restated Certificate of Incorporation of JELD-WEN Holding, Inc. 8-K 001-38000 3.1 May 4, 2022 3.2 Fourth Amended and Restated Bylaws of JELD-WEN Holding, Inc. 8-K 001-38000 3.1 February 9, 2024 4.1 Description of Securities. 10-K 001-38000 4.1 February 22, 2022 4.2 Indenture, dated as of December 14, 2017, among JELD-WEN, Inc., the guarantors party thereto and Wilmington Trust, National Association, as Trustee (including for m of Note). 8-K 001-38000 4.1 December 14, 2017 4.3 First Supplemental Indenture, dated as of December 21, 2018, among American Building Supply, Inc., J B L Hawaii, Limited and Wilmington Trust, National Association, as Trustee. 8-K 001-38000 4.1 December 27, 2018 4.4 Second Supplemental Indenture, dated as of September 24, 2020, among Milliken Millwork, Inc., VPI Quality Windows, Inc., subsidiaries of JELD-WEN, Inc. and Wilmington Trust, National Association, as Trustee. 10-Q 001-38000 4.2 November 3, 2020 4.5 Third Supplemental Indenture, dated as of December 31, 2020, among JELD-WEN, Inc., the guarantors party thereto and Wilmington Trust, National Association, as Trustee. 10-K 001-38000 4.9 February 23, 2021 4.6 Indenture, dated as of August 22, 2024, among JELD-WEN Holding, Inc., the guarantors party thereto and Truist Bank, as trustee (including form of Notes). 8-K 001-38000 4.1 August 22, 2024 4.7 Guarantor Joinder Agreement, dated as of September 24, 2020, to the Term Loan Credit Agreement, dated as of October 15, 2014 (as amended on July 1, 2015, November 1, 2016, March 7, 2017, December 14, 2017, September 20, 2019) among Milliken Millwork, Inc., VPI Quality Windows, Inc., and Bank of America, N.A., as Administrative Agent. 10-Q 001-38000 4.3 November 3, 2020 4.8 Borrower Joinder Agreement, dated as of September 24, 2020, to the Revolving Credit Agreement, dated as of October 15, 2014 (as amended on July 1, 2015, November 1, 2016, December 14, 2017, December 21, 2018 and December 31, 2019) among Milliken Millwork, Inc., VPI Quality Windows, Inc., and Wells Fargo Bank, National Association, as Administrative Agent. 10-Q 001-38000 4.4 November 3, 2020 10.1 Credit Agreement, among JELD-WEN Holding, Inc., JELD-WEN, Inc., JELD-WEN of Canada, Ltd., the other guarantors party thereto, Wells Fargo Bank, National Association, and the lenders party thereto, dated October 15, 2014. S-1 333-211761 10.1 June 1, 2016 10.2 Amendment No. 1 to Credit Agreement, among JELD-WEN Holding, Inc., JELD-WEN, Inc., JELD-WEN of Canada, Ltd., the subsidiary guarantors party thereto, Wells Fargo Bank, National Association, and the lenders party thereto, dated July 1, 2015. S-1 333-211761 10.1.1 June 1, 2016 10.3 Amendment No. 2 to Credit Agreement, among JELD-WEN Holding, Inc., JELD-WEN, Inc., JELD-WEN of Canada, Ltd., Karona, Inc., the subsidiary guarantors party thereto, Wells Fargo Bank, National Association, and the lenders party thereto, dated November 1, 2016. S-1/A 333-211761 10.1.2 November 17, 2016 61 Back to to p Exhibit No. Exhibit Description Form File No. Exhibit Filing Date 10.4 Amendment No. 3 to Credit Agreement, among JELD-WEN, Inc., JELD-WEN Holding, Inc., JELD-WEN of Canada, Ltd., the other borrowers party thereto, the subsidiary guarantors party thereto, the lenders party thereto, Wells Fargo Bank, National Association, as administrative agent, issuing bank and swingline lender and the other parties thereto, dated as of December 14, 2017. 8-K 001-38000 10.1 December 15, 2017 10.5 Amendment No. 4, dated as of December 21, 2018, among JELD-WEN, Inc., American Building Supply, Inc., J B L Hawaii, Limited, the other borrowers party thereto, the subsidiary guarantors party thereto, the lenders party thereto and Wells Fargo Bank, National Association, as administrative agent. 8-K 001-38000 10.1 December 27, 2018 10.6 Amendment No. 5, dated as of December 31, 2019, among JELD-WEN Holding, Inc., JELD-WEN, Inc., JELD-WEN of Canada, Ltd., the other borrowers and subsidiary guarantors party thereto, Wells Fargo Bank, National Association, as administrative agent, and the lenders party thereto . 8-K 001-38000 10.1 January 6, 2020 10.7 Amendment No. 6, dated as of July 28, 2021, among JELD-WEN Holding, Inc., JELD_WEN, Inc., the subsidiary guarantors party thereto, and Bank of America, N.A., as administrative agent. 10-Q 001-38000 10.2 August 2, 2021 10.8 Amendment No. 7 to Credit Agreement, dated as of June 15, 2023, among JELD-WEN Holding, Inc., JELD-WEN, Inc., JELD-WEN of Canada, Ltd., the other borrowers and subsidiary guarantors party thereto, Wells Fargo Bank, National Association, as administrative agent, and the lenders party thereto 8-K 001-38000 10.1 June 16, 2023 10.9 Term Loan Credit Agreement, among JELD-WEN Holding, Inc., JELD-WEN, Inc., Onex BP Finance LP, the other guarantors party thereto, Bank of America, N.A. and the lenders party thereto, dated October 15, 2014. S-1 333-211761 10.2 June 1, 2016 10.10 Amendment No. 1 to Term Loan Credit Agreement, among JELD-WEN Holding, Inc., JELD-WEN, Inc., Onex BP Finance LP, the subsidiary guarantors party thereto, Bank of America, N.A., and the lenders party thereto, dated July 1, 2015. S-1 333-211761 10.2.1 June 1, 2016 10.11 Amendment No. 2 to Term Loan Credit Agreement, among JELD-WEN Holding, Inc., JELD-WEN, Inc. the subsidiary guarantors party thereto, Onex BP Finance LP, Bank of America, N.A., and the lenders party thereto, dated November 1, 2016. S-1/A 333-211761 10.2.2 November 17, 2016 10.12 Amendment No. 3 to Term Loan Credit Agreement, among JELD-WEN Holding, Inc., JELD-WEN, Inc. the subsidiary guarantors party thereto, Onex BP Finance LP, Bank of America, N.A., and the lenders party thereto, dated March 7, 2017. 8-K 001-38000 10.1 March 8, 2017 10.13 Amendment No. 4, by and among JELD-WEN, Inc., JELD-WEN Holding, Inc., the subsidiary guarantors party thereto, the lenders party thereto, Bank of America, N.A., as administrative agent and the other parties thereto, dated as of December 14, 2017. 8-K 001-38000 10.2 December 15, 2017 10.14 Amendment No. 5, dated as of September 20, 2019, among JELD-WEN Holding, Inc., JELD-WEN, Inc., the subsidiary guarantors party thereto, the lenders party thereto and Bank of America, N.A., as administrative agent. 8-K 001-38000 10.1 September 20, 2019 10.15 Amendment No. 6, dated as of July 28, 2021, among JELD-WEN Holding, Inc., JELD-WEN, Inc., JELD-WEN of Canada, Ltd., the other borrowers and subsidiary guarantors party thereto, Wells Fargo Bank, National Association, as administrative agent, and the lenders party thereto. 10-Q 001-38000 10.3 August 2, 2021 10.16 Amendment No. 7 to Term Loan Credit Agreement, dated as of June 16, 2023, among JELD-WEN Holding, Inc., JELD-WEN, Inc., the other guarantors party thereto, the lenders party thereto, Bank of America, N.A., as administrative agent, and the other parties thereto. 8-K 001-38000 10.2 June 16, 2023 10.17 Amendment No. 8 to Term Loan Credit Agreement, dated as of January 19, 2024, among JELD-WEN Holding, Inc., JELD-WEN, Inc., the other guarantors party thereto, the lenders party thereto, Bank of America, N.A., as administrative agent, and the other parties thereto. 8-K 001-38000 10.1 January 19, 2024 10.18 Share Sale Agreement, dated April 17, 2023, by and between JW International Holdings, Inc. and Aristotle Holding III Pty Limited 8-K 001-38000 2.1 April 18, 2023 10.19+ JELD-WEN Holding, Inc. 2017 Omnibus Equity Plan. 10-K 001-38000 10.18 February 22, 2022 10.20+ Amendment to Form of Nonqualified Stock Option Agreement under JELD-WEN Holding, Inc. 2017 Omnibus Equity Plan. 10-Q 001-38000 10.2 April 30, 2021 10.21+ Form of Restricted Stock Unit Award Agreement under JELD-WEN Holding, Inc. 2017 Omnibus Plan. 10-K 001-38000 10.20 February 22, 2022 62 Back to to p Exhibit No. Exhibit Description Form File No. Exhibit Filing Date 10.22+ Form of Performance Share Unit Award Agreement under JELD-WEN Holding, Inc. 2017 Omnibus Plan. 10-K 001-38000 10.21 February 22, 2022 10.23+ Form of Nonqualified Stock Option Agreement under JELD-WEN Holding, Inc. 2017 Omnibus Plan. 10-K 001-38000 10.26 February 20, 2024 10.24+ Form of Restricted Stock Unit Award Agreement under JELD-WEN Holding, Inc. 2017 Omnibus Plan. 10-K 001-38000 10.27 February 20, 2024 10.25+ Form of Performance Share Unit Award Agreement under JELD-WEN Holding, Inc. 2017 Omnibus Plan. 10-K 001-38000 10.28 February 20, 2024 10.26*+ Form of Nonqualified Stock Option Agreement Under JELD-WEN Holding, Inc. 2017 Omnibus Plan (2025 and after grants). 10.27*+ Form of Restricted Stock Unit Agreement Under JELD-WEN Holding, Inc. 2017 Omnibus Plan (2025 and after grants). 10.28*+ Form of Performance Share Unit Agreement Under JELD-WEN Holding, Inc. 2017 Omnibus Plan (2025 and after grants). 10.29+ JELD-WEN Holding, Inc. 2025 Management Incentive Plan. 8-K 001-38000 10.1 February 11, 2025 10.30+ Form of Indemnification Agreement. S-1 333-211761 10.25 June 1, 2016 10.31+ Form of Separation Agreement between JELD-WEN Holding, Inc. and executive officers. 10-Q 001-38000 10.1 September 24, 2022 10.32+ Amendment to Executive Employment Agreement between JELD-WEN, Holding, Inc. and Kevin C. Lilly, effective August 3, 2022. 10-Q 001-38000 10.2 September 24, 2022 10.33*+ Separation and Release Agreement with Kevin Lilly, effective January 3, 2025. 10.34+ Form of Executive Employment Agreement between JELD-WEN Holding, Inc. and executive officers. 10-Q 001-38000 10.1 August 5, 2020 10.35+ The JELD-WEN Deferred Compensation Plan, effective April 1, 2022 8-K 001-38000 10.1 February 18, 2022 19.1 Securities Trading and Disclosure Policy 10-K 001-38000 19.1 February 20, 2024 21.1* List of subsidiaries of JELD-WEN Holding, Inc. 22.1* Subsidiary Guarantors and Issuers of Guaranteed Securities. 23.1* Consent of PricewaterhouseCoopers LLP, independent registered public accounting firm. 24.1* Power of Attorney (included on the signature page of this Annual Report on Form 10-K). 31.1* Certification of Periodic Report by Chief Executive Officer under Section 302 of the Sarbanes-Oxley Act of 2002 . 31.2* Certification of Periodic Report by Chief Financial Officer under Section 302 of the Sarbanes-Oxley Act of 2002. 32.1* Certification of Chief Executive Officer and Chief Financial Officer Pursuant to 18 U.S.C. Section 1350 as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. 97.1 JELD-WEN Holding, Inc. Incentive Compensation Clawback Policy 10-K 001-38000 97.1 February 20, 2024 101.INS* Inline XBRL Instance Document. 101.SCH* Inline XBRL Taxonomy Extension Schema Document. 101.CAL* Inline XBRL Taxonomy Extension Calculation Linkbase Document. 101.DEF* Inline XBRL Taxonomy Extension Definition Linkbase Document. 101.LAB* Inline XBRL Taxonomy Extension Label Linkbase Document. 101.PRE* Inline XBRL Taxonomy Extension Presentation Linkbase Document. 104 Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101). * Filed herewith. + Indicates management contract or compensatory plan. Item 16 - Form 10-K Summary None. 63 Back to to p SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this Form 10-K to be signed on its behalf by the undersigned, thereunto duly authorized. JELD-WEN HOLDING, INC. (Registrant) By: /s/ Samantha L. Stoddard Samantha L. Stoddard Executive Vice President and Chief Financial Officer Date: February 20, 2025 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Samantha L. Stoddard and James S. Hayes, jointly and severally, his or her attorney-in-fact, with the power of substitution, for him or her in any and all capacities, to sign any amendments to this Annual Report on Form 10-K and to file the same, with exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, hereby ratifying and confirming all that each of said attorneys-in-fact, or his or her substitute or substitutes, may do or cause to be done by virtue hereof. Pursuant to the requirements of the Securities and Exchange Act of 1934, this Annual Report on Form 10-K has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. 64 Back to to p Signature Title Date /s/ William J. Christensen Chief Executive Officer and Director (Principal Executive Officer) February 20, 2025 William J. Christensen /s/ Samantha L. Stoddard Chief Financial Officer (Principal Financial Officer) February 20, 2025 Samantha L. Stoddard /s/ Michael A. Leon Chief Accounting Officer (Principal Accounting Officer) February 20, 2025 Michael A. Leon /s/ David G. Nord Chair February 20, 2025 David G. Nord /s/ Antonella B. Franzen Director February 20, 2025 Antonella B. Franzen /s/ Catherine A. Halligan Director February 20, 2025 Catherine A. Halligan /s/ Michael F. Hilton Director February 20, 2025 Michael F. Hilton /s/ Tracey I. Joubert Director February 20, 2025 Tracey I. Joubert /s/ Cynthia G. Marshall Director February 20, 2025 Cynthia G. Marshall /s/ Bruce M. Taten Director February 20, 2025 Bruce M. Taten /s/ Roderick C. Wendt Director February 20, 2025 Roderick C. Wendt /s/ Steven E. Wynne Director February 20, 2025 Steven E. Wynne 65 Back to to p Index to Consolidated Financial Statements Report of Independent Registered Public Accounting Firm (PCAOB ID No. 238 ) F- 2 Consolidated Statements of Operations for the Years Ended December 31, 2024, 2023 and 2022 F- 4 Consolidated Statements of Comprehensive (Loss) Income for the Years Ended December 31, 2024, 2023 and 2022 F- 5 Consolidated Balance Sheets as of December 31, 2024 and 2023 F- 6 Consolidated Statements of Equity for the Years Ended December 31, 2024, 2023 and 2022 F- 7 Consolidated Statements of Cash Flows for the Years Ended December 31, 2024, 2023 and 2022 F- 8 Notes to Consolidated Financial Statements F- 10 Note 1. Description of Company and Summary of Significant Accounting Policies F- 10 Note 2. Discontinued Operations F- 16 Note 3. Accounts Receivable F- 17 Note 4. Inventories F- 18 Note 5. Property and Equipment, Net F- 18 Note 6. Goodwill F- 19 Note 7. Intangible Assets, Net F- 20 Note 8. Leases F- 20 Note 9. Accrued Payroll and Benefits F- 22 Note 10. Accrued Expenses and Other Current Liabilities F- 22 Note 11. Warranty Liability F- 23 Note 12. Long-Term Debt F- 23 Note 13. Deferred Credits and Other Liabilities F- 25 Note 14. Segment Information F- 26 Note 15. Income Taxes F- 30 Note 16 . Capital Stock F- 34 Note 17. Earnings Per Share F- 34 Note 18. Stock Compensation F- 35 Note 19. Restructuring and Asset-Related Charges F- 37 Note 20. Held for Sale F- 40 Note 21. Interest Expense, Net F- 41 Note 22. Other Income, Net F- 42 Note 23. Derivative Financial Instruments F- 42 Note 24. Fair Value of Financial Instruments F- 44 Note 25. Commitments and Contingencies F- 45 Note 26. Employee Retirement and Pension Benefits F- 49 Note 27. Supplemental Cash Flow Information F- 54 F-1 Back to to p Report of Independent Registered Public Accounting Firm To the Board of Directors and Shareholders of JELD-WEN Holding, Inc. Opinions on the Financial Statements and Internal Control over Financial Reporting We have audited the accompanying consolidated balance sheets of JELD-WEN Holding, Inc. and its subsidiaries (the "Company") as of December 31, 2024 and 2023, and the related consolidated statements of operations, of comprehensive (loss) income, of equity and of cash flows for each of the three years in the period ended December 31, 2024, including the related notes (collectively referred to as the "consolidated financial statements"). We also have audited the Company's internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2024 and 2023, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2024 in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO. Basis for Opinions The Company's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in Management’s Report on Internal Control over Financial Reporting appearing under Item 9A. Our responsibility is to express opinions on the Company’s consolidated financial statements and on the Company's internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects. Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions. Definition and Limitations of Internal Control over Financial Reporting A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. F-2 Back to to p Critical Audit Matters The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that (i) relates to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates. Interim and Annual Goodwill Impairment Assessments – Europe and North America Reporting Units As described in Notes 1 and 6 to the consolidated financial statements, the Company’s consolidated goodwill balance was $315.2 million as of December 31, 2024, and the goodwill associated with the Europe and North America reporting units were $134.1 million and $181.0 million, respectively. Management tests goodwill for impairment on an annual basis during the fourth quarter and between annual tests if indicators of potential impairment exist. During the third quarter of 2024, management determined that a triggering event occurred requiring an interim goodwill impairment test for the Europe reporting unit as of September 28, 2024. Based upon the results of the interim impairment assessment, management concluded the carrying value of the Europe reporting unit exceeded its fair value and recorded a goodwill impairment charge of $63.4 million. Management performed the annual impairment assessments during the fourth quarter and quantitatively determined that the fair value of the North America reporting unit exceeded its net carrying amount and no goodwill impairment existed. Management estimates the fair value of reporting units using a combination of the income and market approaches. Under the income approach, the fair value of a reporting unit is based on a discounted cash flow analysis that contains significant assumptions and estimates including revenue growth rates, expected EBITDA margins, discount rates, capital expenditures, income tax rates, and terminal growth rates. The principal considerations for our determination that performing procedures relating to the interim goodwill impairment assessment for the Europe reporting unit and the annual goodwill impairment assessment for the North America reporting unit is a critical audit matter are (i) the significant judgment by management when developing the fair value estimates of the Europe and North America reporting units; (ii) a high degree of auditor judgment, subjectivity, and effort in performing procedures and evaluating management’s significant assumptions related to (a) revenue growth rates, expected EBITDA margins, discount rates, and terminal growth rates for the Europe and North America reporting units and (b) the capital expenditures and income tax rates for the Europe reporting unit; and (iii) the audit effort involved the use of professionals with specialized skill and knowledge. Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to management’s goodwill impairment assessments, including controls over the valuation of the Europe and North America reporting units. These procedures included, among others (i) testing management’s process for developing the fair value estimates of the Europe and North America reporting units; (ii) evaluating the appropriateness of the discounted cash flow analyses used by management; (iii) testing the completeness and accuracy of underlying data used in the discounted cash flow analyses; and (iv) evaluating the reasonableness of the significant assumptions used by management related to (a) revenue growth rates, expected EBITDA margins, discount rates, and terminal growth rates for the Europe and North America reporting units and (b) the capital expenditures and income tax rates for the Europe reporting unit. Evaluating management’s assumptions related to (a) revenue growth rates and expected EBITDA margins for the Europe and North America reporting units and (b) the capital expenditures and income tax rates for the Europe reporting unit involved evaluating whether the assumptions used by management were reasonable considering (i) the current and past performance of the Europe and North America reporting units; (ii) the consistency with external market and industry data; and (iii) whether these assumptions were consistent with evidence obtained in other areas of the audit. Professionals with specialized skill and knowledge were used to assist in evaluating (i) the appropriateness of the discounted cash flow analyses and (ii) the reasonableness of assumptions related to the discount rates and terminal growth rates. /s/ PricewaterhouseCoopers LLP Charlotte, North Carolina February 20, 2025 We have served as the Company’s auditor since 2000. F-3 Back to top Item 1 - Financial Statements JELD-WEN HOLDING, INC. CONSOLIDATED STATEMENTS OF OPERATIONS Year Ended December 31, (amounts in thousands, except share and per share data) 2024 2023 2022 Net revenues $ 3,775,592 $ 4,304,334 $ 4,543,808 Cost of sales 3,086,618 3,471,713 3,757,888 Gross margin 688,974 832,621 785,920 Selling, general and administrative 652,527 655,280 654,077 Goodwill impairment ( Note 6 ) 94,801 — 54,885 Restructuring and asset-related charges ( Note 19 ) 68,092 35,741 17,622 Operating (loss) income ( 126,446 ) 141,600 59,336 Interest expense, net 67,237 72,258 82,505 Loss on extinguishment and refinancing of debt ( Note 12 ) 1,908 6,487 — Other income, net ( Note 22 ) ( 24,773 ) ( 25,719 ) ( 53,433 ) (Loss) income from continuing operations before taxes ( 170,818 ) 88,574 30,264 Income tax expense ( Note 15 ) 16,762 63,339 18,041 (Loss) income from continuing operations, net of tax ( 187,580 ) 25,235 12,223 (Loss) gain on sale of discontinued operations, net of tax ( Note 2 ) ( 1,440 ) 15,699 — Income from discontinued operations, net of tax ( Note 2 ) — 21,511 33,504 Net (loss) income $ ( 189,020 ) $ 62,445 $ 45,727 Weighted average common shares outstanding ( Note 17 ) : Basic 84,989,963 84,995,515 86,374,499 Diluted 84,989,963 85,874,035 87,075,176 Net (loss) income per share from continuing operations Basic $ ( 2.21 ) $ 0.30 $ 0.14 Diluted $ ( 2.21 ) $ 0.29 $ 0.14 Net (loss) income per share from discontinued operations Basic $ ( 0.02 ) $ 0.44 $ 0.39 Diluted $ ( 0.02 ) $ 0.43 $ 0.38 Net (loss) income per share Basic $ ( 2.22 ) $ 0.73 $ 0.53 Diluted $ ( 2.22 ) $ 0.73 $ 0.53 Net income per share may not sum due to rounding. The accompanying notes are an integral part of these Consolidated Financial Statements. F-4 Back to top JELD-WEN HOLDING, INC. CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME Year Ended December 31, (amounts in thousands) 2024 2023 2022 Net (loss) income $ ( 189,020 ) $ 62,445 $ 45,727 Other comprehensive (loss) income, net of tax: Foreign currency translation adjustments, net of tax (benefit) expense of $( 34 ), $ 2,301 and $ 1,502 , respectively. ( 37,336 ) 45,859 ( 71,811 ) Foreign currency hedge adjustments, net of tax expense of $ 23 , $ 0 and $ 0 , respectively. 314 — — Interest rate hedge adjustments, net of tax (benefit) expense of $( 35 ), $( 4,076 ) and $ 3,268 , respectively. ( 103 ) ( 12,159 ) 9,668 Defined benefit pension plans, net of tax expense of $ 2,462 , $ 3,287 and $ 4,104 , respectively. 2,940 13,624 13,255 Total other comprehensive (loss) income, net of tax ( 34,185 ) 47,324 ( 48,888 ) Comprehensive (loss) income $ ( 223,205 ) $ 109,769 $ ( 3,161 ) The accompanying notes are an integral part of these Consolidated Financial Statements. F-5 Back to top JELD-WEN HOLDING, INC. CONSOLIDATED BALANCE SHEETS (amounts in thousands, except share and per share data) December 31, 2024 December 31, 2023 ASSETS Current assets Cash and cash equivalents $ 150,337 $ 288,312 Restricted cash 710 835 Accounts receivable, net ( Note 3 ) 388,415 516,674 Inventories ( Note 4 ) 460,107 481,451 Other current assets 73,413 71,507 Assets held for sale ( Note 20 ) 126,912 135,563 Total current assets 1,199,894 1,494,342 Property and equipment, net ( Note 5 ) 681,439 644,242 Deferred tax assets ( Note 15 ) 143,284 150,453 Goodwill ( Note 6 ) 315,167 390,170 Intangible assets, net ( Note 7 ) 101,987 123,910 Operating lease assets, net ( Note 8 ) 126,256 146,931 Other assets 52,142 30,077 Total assets $ 2,620,169 $ 2,980,125 LIABILITIES AND EQUITY Current liabilities Accounts payable $ 264,947 $ 269,322 Accrued payroll and benefits ( Note 9 ) 89,600 132,550 Accrued expenses and other current liabilities ( Note 10 ) 224,209 233,796 Current maturities of long-term debt ( Note 12 ) 30,927 36,177 Liabilities held for sale ( Note 20 ) 15,308 7,064 Total current liabilities 624,991 678,909 Long-term debt ( Note 12 ) 1,152,449 1,190,075 Unfunded pension liability ( Note 26 ) 21,615 26,502 Operating lease liability ( Note 8 ) 105,499 121,993 Deferred credits and other liabilities ( Note 13 ) 89,854 104,831 Deferred tax liabilities ( Note 15 ) 5,699 7,170 Total liabilities 2,000,107 2,129,480 Commitments and contingencies ( Note 25 ) Shareholders’ equity Preferred Stock, par value $ 0.01 per share, 90,000,000 shares authorized; no shares issued and outstanding — — Common Stock: 900,000,000 shares authorized, par value $ 0.01 per share, 84,653,408 and 85,309,220 shares issued and outstanding, respectively 846 853 Additional paid-in capital 769,064 752,171 (Accumulated deficit) retained earnings ( 20,353 ) 192,931 Accumulated other comprehensive loss ( 129,495 ) ( 95,310 ) Total shareholders’ equity 620,062 850,645 Total liabilities and shareholders’ equity $ 2,620,169 $ 2,980,125 The accompanying notes are an integral part of these Consolidated Financial Statements. F-6 Back to top JELD-WEN HOLDING, INC. CONSOLIDATED STATEMENTS OF EQUITY December 31, 2024 December 31, 2023 December 31, 2022 (amounts in thousands, except share and per share amounts) Shares Amount Shares Amount Shares Amount Preferred stock, $ 0.01 par value per share — $ — — $ — — $ — Common stock, $ 0.01 par value per share Balance at beginning of period 85,309,220 $ 853 84,347,712 $ 843 90,193,550 $ 902 Shares issued for exercise/vesting of share-based compensation awards 1,030,848 10 1,069,969 11 1,128,181 11 Shares repurchased ( 1,600,000 ) ( 16 ) — — ( 6,848,356 ) ( 69 ) Shares surrendered for tax obligations for employee share-based transactions ( 86,660 ) ( 1 ) ( 108,461 ) ( 1 ) ( 125,663 ) ( 1 ) Balance at period end 84,653,408 $ 846 85,309,220 $ 853 84,347,712 $ 843 Additional paid-in capital Balance at beginning of period $ 752,844 $ 735,526 $ 720,124 Shares issued for exercise/vesting of share-based compensation awards 2,868 552 1,998 Shares surrendered for tax obligations for employee share-based transactions ( 1,440 ) ( 1,637 ) ( 2,764 ) Amortization of share-based compensation 15,465 18,403 16,168 Balance at period end 769,737 752,844 735,526 Employee stock notes Balance at beginning of period ( 673 ) ( 673 ) ( 673 ) Net issuances, payments and accrued interest on notes — — — Balance at period end ( 673 ) ( 673 ) ( 673 ) Balance at period end $ 769,064 $ 752,171 $ 734,853 (Accumulated deficit) retained earnings Balance at beginning of period $ 192,931 $ 130,486 $ 215,611 Shares repurchased ( 24,264 ) — ( 130,852 ) Net (loss) income ( 189,020 ) 62,445 45,727 Balance at period end $ ( 20,353 ) $ 192,931 $ 130,486 Accumulated other comprehensive loss Balance at beginning of period $ ( 95,310 ) $ ( 142,634 ) $ ( 93,746 ) Foreign currency adjustments ( 37,336 ) 45,859 ( 71,811 ) Unrealized gain on foreign currency hedges 314 — — Unrealized (loss) gain on interest rate hedges ( 103 ) ( 12,159 ) 9,668 Net actuarial pension gain 2,940 13,624 13,255 Balance at period end $ ( 129,495 ) $ ( 95,310 ) $ ( 142,634 ) Total shareholders’ equity at period end $ 620,062 $ 850,645 $ 723,548 The accompanying notes are an integral part of these Consolidated Financial Statements F-7 Back to top JELD-WEN HOLDING, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS Year Ended December 31, (amounts in thousands) 2024 2023 2022 OPERATING ACTIVITIES Net (loss) income $ ( 189,020 ) $ 62,445 $ 45,727 Adjustments to reconcile net income to cash provided by operating activities: Depreciation and amortization 125,786 140,192 131,754 Deferred income taxes ( 16,984 ) 31,735 ( 4,394 ) Net gain on sale of business, property and equipment ( 13,752 ) ( 10,472 ) ( 7,969 ) Goodwill impairment 94,801 — 54,885 Adjustment to carrying value of assets 22,715 7,862 2,375 Amortization of deferred financing costs 2,411 2,614 3,150 Loss on extinguishment and refinancing of debt 1,246 6,487 — Loss on foreign currency translation adjustment related to the substantial liquidation of a foreign subsidiary 4,809 — — Gain on sale of discontinued operations, net of tax — ( 23,982 ) — Share-based compensation expense 15,465 18,403 16,168 Amortization of U.S. pension expense — 480 1,798 Recovery of cost from receipts on impaired notes ( 1,389 ) ( 3,514 ) ( 13,953 ) Other items, net ( 5,295 ) ( 7,439 ) 24,597 Net change in operating assets and liabilities: Accounts receivable 102,275 10,862 ( 79,692 ) Inventories 9,423 119,560 ( 73,575 ) Other assets ( 1,551 ) 11,595 ( 4,875 ) Accounts payable and accrued expenses ( 32,483 ) ( 21,548 ) ( 58,615 ) Change in short-term and long-term tax liabilities ( 12,243 ) ( 92 ) ( 7,044 ) Net cash provided by operating activities 106,214 345,188 30,337 INVESTING ACTIVITIES Purchases of property and equipment ( 161,906 ) ( 98,332 ) ( 83,217 ) Proceeds from sale of business, property and equipment 20,671 16,751 11,871 Purchase of intangible assets ( 11,811 ) ( 12,550 ) ( 9,003 ) Proceeds (payments) related to the sale of JW Australia (1) — 365,555 — Recovery of cost from receipts on impaired notes 1,389 3,514 13,953 Cash received for notes receivable 46 261 94 Cash received from insurance proceeds 1,655 5,115 — Purchase of securities for deferred compensation plan ( 3,381 ) ( 1,140 ) ( 728 ) Net cash (used in) provided by investing activities ( 153,337 ) 279,174 ( 67,030 ) FINANCING ACTIVITIES Change in long-term debt and payments of debt extinguishment costs ( 55,178 ) ( 561,338 ) 12,729 Common stock issued for exercise of options 2,878 563 2,009 Common stock repurchased ( 24,280 ) — ( 131,987 ) Payments to tax authorities for employee share-based compensation ( 1,441 ) ( 1,638 ) ( 2,765 ) Payments related to the sale of JW Australia ( 2,612 ) ( 744 ) — Net cash used in financing activities ( 80,633 ) ( 563,157 ) ( 120,014 ) Effect of foreign currency exchange rates on cash ( 10,344 ) 7,074 ( 19,315 ) Net (decrease) increase in cash and cash equivalents ( 138,100 ) 68,279 ( 176,022 ) Cash, cash equivalents and restricted cash, beginning 289,147 220,868 396,890 Cash, cash equivalents and restricted cash, ending $ 151,047 $ 289,147 $ 220,868 Balances included in the Consolidated Balance Sheets: F-8 Back to top Cash, cash equivalents, and restricted cash $ 151,047 $ 289,147 $ 165,938 Cash and cash equivalents included in current assets of discontinued operations — — 54,930 Cash and cash equivalents at end of period $ 151,047 $ 289,147 $ 220,868 Refer to Note 27 - Supplemental Cash Flow for more information. Cash flows from discontinued operations through the divestiture date of July 2, 2023, are included in the above amounts and explained in Note 1 — Description of Company and Summary of Significant Accounting Policies and Note 2 — Discontinued Operations. (1) Includes proceeds from the sale of JW Australia, net of the $ 73.9 million of cash divested. The accompanying notes are an integral part of these Consolidated Financial Statements. F-9 Back to top JELD-WEN HOLDING, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Note 1. Description of Company and Summary of Significant Accounting Policies Nature of Business – JELD-WEN Holding, Inc., along with its subsidiaries, is a vertically integrated global manufacturer and distributor of windows, doors, and other building products that derives substantially all its revenues from the sale of its door and window products. Unless otherwise specified or the context otherwise requires, all references in these notes to “JELD-WEN,” “we,” “us,” “our,” or the “Company” are to JELD-WEN Holding, Inc. and its subsidiaries. We have facilities primarily located in the U.S., Canada, and Europe. Our products are marketed primarily under the JELD-WEN brand name in the U.S. and Canada and under JELD-WEN and a variety of acquired brand names in Europe. Our revenues are affected by the level of new housing starts, residential and non-residential building construction, and repair and remodeling activity in each of our markets. Our sales typically follow seasonal new construction and repair and remodeling industry patterns. The peak season for home construction and remodeling in many of our markets generally corresponds with the second and third calendar quarters, and therefore, sales volume is typically higher during those quarters. Our first and fourth quarter sales volumes are generally lower due to reduced repair and remodeling activity and reduced activity in the building and construction industry as a result of colder and more inclement weather in certain areas of our geographic end markets. Basis of Presentation – The accompanying consolidated financial statements have been prepared in accordance with GAAP and pursuant to the rules and regulations of the SEC. All intercompany balances and transactions have been eliminated in consolidation. On April 17, 2023, we entered into a Share Sale Agreement with Aristotle Holding III Pty Limited, a subsidiary of Platinum Equity Advisors, LLC, to sell JW Australia. On July 2, 2023, we completed the sale. The net assets and operations of the disposal group met the criteria to be classified as “discontinued operations” and are reported as such in all periods presented unless otherwise noted. The consolidated statements of cash flows include cash flows from discontinued operations through the divestiture date of July 2, 2023. Refer to Note 2 - Discontinued Operations for more information. All U.S. dollar and other currency amounts, except per share amounts, are presented in thousands unless otherwise noted. Share Repurchases – On July 28, 2022, the Board of Directors reduced our previous repurchase authorization of $ 400.0 million to a total aggregate value of $ 200.0 million with no expiration date. As of December 31, 2024, $ 175.7 million was remaining under the repurchase program. During the years ended December 31, 2024 and 2022, we paid $ 24.3 million and $ 132.0 million to repurchase 1,600,000 and 6,848,356 shares of our Common Stock, respectively. We did not repurchase shares of our Common Stock during the year ended December 31, 2023. Refer to Note 16 - Capital Stock for more information. Fiscal Year – We operate on a fiscal calendar year, and each interim quarter is comprised of two 4-week periods and one 5-week period, with each week ending on a Saturday. Our fiscal year always begins on January 1 and ends on December 31. As a result, our first and fourth quarters may have more, or fewer days included than a traditional 91-day fiscal quarter. Use of Estimates – The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates, assumptions, and allocations that affect amounts reported in the consolidated financial statements and related notes. Significant items that are subject to such estimates and assumptions include, but are not limited to, long-lived assets including goodwill and other intangible assets, employee benefit obligations, income tax uncertainties, contingent assets and liabilities, provisions for bad debt, inventory, warranty liabilities, legal claims, valuation of derivatives, environmental remediation, and claims relating to self-insurance. Actual results could differ due to the uncertainty inherent in the nature of these estimates. CARES Act – In March 2020, the United States government enacted the CARES Act to provide certain relief as a result of the COVID-19 pandemic. The CARES Act provided for tax relief, along with other stimulus measures, including a provision that allowed employers to defer the remittance of the employer portion of social security tax relating to 2020. The Company deferred $ 20.9 million of the employer portion of social security tax in 2020, all of which was paid in the year ended December 31, 2022. The CARES Act also included a provision for an ERC designed to encourage businesses to retain employees during the COVID-19 pandemic. During the years ended December 31, 2024 and 2022 no ERC was recorded. During the year ended December 31, 2023, we recorded an ERC from the U.S. government of $ 6.1 million in other income, net in the accompanying consolidated statements of operations. The balance is included in other current assets in the accompanying consolidated balance sheets as of December 31, 2024 and 2023. F-10 Back to top Segment Reporting – Our reportable segments are organized and managed principally by geographic region: North America and Europe. We report all other business activities in Corporate and unallocated costs. We consider the following factors in determining the reportable segments: the nature of business activities, the management structure accountable directly to the CODM, the discrete financial information regularly provided to the CODM, and information presented to the Board of Directors and investors. The CODM is the CEO. No operating segments have been aggregated for our presentation of reportable segments. Cash and Cash Equivalents – We consider all highly-liquid investments purchased with an original or remaining maturity at the date of purchase of ninety days or less to be cash equivalents. Our cash management system is designed to maintain zero bank balances at certain banks. Checks written and not presented to these banks for payment are reflected as book overdrafts and are a component of accounts payable. Restricted Cash – Restricted cash consists primarily of cash required to meet certain bank guarantees. Accounts Receivable – Accounts receivable are recorded at their net realizable value. Our customers are primarily retailers, distributors, and contractors. Two customers, The Home Depot and Lowe’s Companies, each accounted for more than 10% of the consolidated accounts receivable, net balance as of December 31, 2024 and 2023. We maintain allowances for credit losses resulting from the inability of our customers to make required payments. We estimate the allowance for credit losses based on quantitative and qualitative factors associated with the credit risk of our accounts receivable, including historical credit collections within each region where we have operations. If the financial condition of a customer deteriorates or other circumstances occur that result in an impairment of a customer’s ability to make payments, we record additional allowances as needed. We write off uncollectible trade accounts receivable against the allowance for credit losses when collection efforts have been exhausted and/or any legal action taken by us has concluded. Inventories – Inventories in the accompanying consolidated balance sheets are valued at the lower of cost or net realizable value and are determined by the FIFO or average cost methods. We record provisions to write down obsolete and excess inventory to its estimated net realizable value. The process for evaluating obsolete and excess inventory requires us to evaluate historical inventory usage and expected future production needs. Accelerating the disposal process or incorrect estimates may cause actual results to differ from the estimates at the time such inventory is disposed or sold. We classify certain inventories that are available for sale directly to external customers or used in the manufacturing of a finished good within raw materials. Notes Receivable – Notes receivable are recorded at their net realizable value. The balance consists primarily of installment notes and affiliate notes. The allowance for credit losses is based upon credit risks, historical loss trends, and specific reviews of delinquent notes. We write off uncollectible note receivables against the allowance for credit losses when collection efforts have been exhausted and/or any legal action taken by us has been concluded. Current maturities and interest, net of short-term allowance are reported as other current assets. Customer Displays – Customer displays include all costs to manufacture, ship, and install the displays of our products in retail store locations. Capitalized display costs are included in other assets and are amortized over the life of the product lines, typically 1 to 3 years. For the years ended December 31, 2024, 2023 and 2022, amortization associated with customer displays were $ 5.8 million, $ 3.9 million and $ 1.4 million, respectively, and are included in SG&A expense in the accompanying consolidated statements of operations. Cloud Computing Arrangements –We capitalize qualified cloud computing implementation costs associated with the application development stage and subsequently amortize these costs over the term of the hosting agreement and stated renewal period, if it is reasonably certain we will renew, typically 3 to 5 years. Capitalized costs are included in other assets on the consolidated balance sheet and amortization is included in SG&A expense in the accompanying consolidated statement of operations. Property and Equipment – Property and equipment are recorded at cost. The cost of major additions and betterments are capitalized and depreciated using the straight-line method over their estimated useful lives. Replacements, maintenance, and repairs that do not improve or extend the useful lives of the related assets or adapt the property to a new or different use are expensed as incurred. Interest over the construction period is capitalized as a component of cost of constructed assets. Upon sale or retirement of property or equipment, cost and related accumulated depreciation are removed from the accounts and any gain or loss is charged to income and included in SG&A expense in the accompanying statements of operations. Leasehold improvements are amortized over the shorter of the useful life of the improvement, the lease term, or the life of the building. Depreciation is generally provided over the following estimated useful service lives: Land improvements 10 - 20 years Buildings and improvements 10 - 45 years Machinery and equipment 3 - 20 years F-11 Back to top Intangible Assets – Definite lived intangible assets are amortized based on the pattern of economic benefit over the following estimated useful lives: Trademarks and trade names 10 - 40 years Software 3 - 10 years Patents, licenses and rights 5 - 25 years Customer relationships 5 - 20 years The lives of definite lived intangible assets are reviewed and reduced if necessary, whenever changes in their planned use occur. Legal and registration costs related to internally developed patents and trademarks are capitalized and amortized over the lesser of their expected useful life or the legal patent life. The carrying value of intangible assets is reviewed by management to assess the recoverability of the assets when facts and circumstances indicate that the carrying value may not be recoverable. The recoverability test requires us to first compare undiscounted cash flows expected to be generated by that definite lived intangible asset or asset group to its carrying amount. If the carrying amounts of the definite lived intangible assets are not recoverable on an undiscounted cash flow basis, an impairment charge is recognized to the extent that the carrying amount exceeds its fair value. Fair value is determined through various valuation techniques. We capitalize certain qualified internal use software costs during the application development stage and subsequently amortize these costs over the estimated useful life of the asset. Costs incurred during the preliminary project stage and post-implementation operation stage are expensed as incurred. Long-Lived Assets – Long-lived assets, other than goodwill, are reviewed for impairment whenever events or changes in circumstances indicate the carrying amount of such assets or asset groups may not be recoverable. If a triggering event is identified, we perform an impairment test by reviewing the expected undiscounted cash flows generated from the anticipated use and eventual disposition of the asset group compared to the carrying value of the asset group. If the expected undiscounted cash flows are less than the carrying value of the asset group, then an impairment charge is required to reduce the carrying value of the asset group to fair value. Long-lived assets currently available for sale and expected to be sold within one year are classified as assets held for sale. Leases – We lease certain warehouses, distribution centers, office spaces, land, vehicles, and equipment. We determine if an arrangement is a lease at inception. A contract contains a lease if the contract conveys the right to control the use of identified property, plant, or equipment (an identified asset) for a period of time in exchange for consideration. Amounts associated with operating leases are included in ROU assets, net, accrued expense and other current liabilities and operating lease liability in our consolidated balance sheet. Amounts associated with finance leases are included in property and equipment, net, current maturities of long-term debt, and long-term debt in our consolidated balance sheet. ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. ROU assets and liabilities are recognized at the lease commencement date based on the estimated present value of lease payments over the lease term. If the lease does not provide an implicit rate, we use our incremental borrowing rate based on the information available at the lease commencement date in determining the present value of lease payments. The incremental borrowing rate for operating leases that commenced in the period is determined by using the prior quarter end’s incremental borrowing rates. We have elected not to recognize an ROU asset and lease liability for leases with an initial term of twelve months or less as well as any lease covering immaterial assets. We recognize lease expense for these leases on a straight-line basis over the lease term. Variable lease payments that are dependent on usage, output, or may vary for other reasons, are excluded from lease payments in the measurement of the ROU asset and lease liability and accordingly are recognized as lease expense in the period the obligation for those payments is incurred. We combine lease and non-lease components for all agreements, except for building leases. Certain leases include renewal and/or termination options, with renewal terms that can extend the lease term from 1 to 20 years or more, and the exercise of lease renewal options under these leases is at our sole discretion. These options are included in the lease term used to determine ROU assets and corresponding liabilities when we are reasonably certain we will exercise the option. The depreciable life of assets and leasehold improvements are limited by the expected lease term. Our lease agreements do not contain any material residual value guarantees or material restrictive covenants. F-12 Back to top Goodwill – Goodwill is tested for impairment on an annual basis during the fourth quarter and between annual tests if indicators of potential impairment exist. Current accounting guidance provides an entity with the option to perform a qualitative assessment to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If we do not perform a qualitative assessment, or if we determine that it is more likely than not that the fair value of the reporting unit is less than its carrying amount, we perform a quantitative goodwill impairment test. Prior to 2023, the estimated fair values of reporting units were derived using only an income approach (implied fair value measured on a non-recurring basis using Level 3 inputs). Beginning in 2023, the estimated fair values of our reporting units were derived using a combination of income and market approaches, both of which yielded substantially equivalent indications of fair value. Absent an indication of fair value from a potential buyer or similar specific transactions, we believe that the use of these methods provides a reasonable estimate of a reporting unit’s fair value. Fair value computed by these models is arrived at using several factors and inputs. There are inherent uncertainties, however, related to fair value models, the inputs, factors and our judgment in applying them to this analysis. Nonetheless, we believe that the combination of these methods provides a reasonable approach to estimate the fair values of our reporting units. Under the income approach, the fair value of a reporting unit is based on a discounted cash flow analysis of management's short-term and long-term forecast of operating performance. This analysis contains significant assumptions and estimates including revenue growth rates, expected EBITDA margins, discount rates, capital expenditures, income tax rates, and terminal growth rates. Under the market approach, we utilized a guideline company method in which the fair value of the reporting unit is based on weighting the financial multiples of comparable companies and applying a control premium. Changes in assumptions or estimates used in our goodwill impairment testing could materially affect the determination of the fair value of a reporting unit, and therefore, could eliminate the excess of fair value over carrying amount of a reporting unit and, in some cases, could result in impairment. Such changes in assumptions could be caused by items such as prolonged deterioration in economic conditions, a further decline in projected future cash flows, loss of one or more significant customers, failure to control cost increases above what can be recouped in sale price increase, or increases in the discount rates. These types of changes would negatively affect our profits, revenues, and growth over the long term and such a decline could significantly affect the fair value assessment of our reporting units and cause our goodwill to become impaired. W e identified two reporting units: North America and Europe. In determining our reporting units, we considered (i) whether an operating segment or a component of an operating segment was a business, (ii) whether discrete financial information was available, and (iii) whether the financial information is regularly reviewed by management of the operating segment. Deferred Revenue – We record deferred revenue when we collect pre-payments from customers for performance obligations we expect to fulfill through future performance of a service or delivery of a product. We classify our deferred revenue based on our estimate as to when we expect to satisfy the related performance obligations. Deferred revenues are included in accrued expenses and other current liabilities in the accompanying consolidated balance sheets. Warranty Accrual – Warranty terms range primarily from one year to lifetime on certain window and door components. Warranties are normally limited to replacement or service of defective components for the original customer. Some warranties are transferable to subsequent owners and are generally limited to ten years from the date of manufacture or require pro-rata payments from the customer. A provision for estimated warranty costs is recorded at the time of sale based on historical experience and we periodically adjust these provisions to reflect actual experience. Restructuring – Costs to exit or restructure certain activities of our internal operations are accounted for as one-time termination and exit costs as required by the provisions of FASB ASC 420, Exit or Disposal Cost Obligations , and are accounted for separately from any business combination. A liability for costs associated with an exit or disposal activity is recognized and measured at its fair value in our consolidated statements of operations in the period in which the liability is incurred. When estimating the fair value of restructuring activities, assumptions are applied, which can differ materially from actual results. This may require us to revise our initial estimates, which may materially affect our results of operations and financial position in the period the revision is made. F-13 Back to top Derivative Financial Instruments – Derivative financial instruments are used to manage interest rate risk associated with our borrowings, exposures to certain commodities associated with our material costs and foreign currency exposures related to transactions denominated in currencies other than the U.S. dollar, or in the case of our non-U.S. companies, transactions denominated in a currency other than their functional currency. All derivatives are recorded as assets or liabilities in the consolidated balance sheets at their respective fair values. As of December 31, 2024, 2023 and 2022, we had netting provisions in certain agreements with our counterparties. We have elected to not offset the fair values of derivative assets and liabilities executed with the same counterparty that are generally subject to enforceable netting agreements. Changes in a derivative’s fair value are recognized in earnings unless specific hedge criteria are met, and we elect hedge accounting prior to entering into the hedge. If a derivative is designated as a fair value hedge, the changes in fair value of both the derivative and the hedged item attributable to the hedged risks are recognized in the same line item in the results of operations. If the derivative is designated as a cash flow or net investment hedge, changes in the fair value related to the derivatives considered highly effective are initially recorded in accumulated other comprehensive income (loss) and subsequently classified to the consolidated statements of operations when the hedged item impacts earnings, and in the same line item on the consolidated statements of operations as the impact of the hedge transaction. Cash flows from all derivative instruments, including those not designated as hedging instruments, are classified in the same category as the cash flows from the item being hedged. At the inception of a fair value, cash flow hedge or net investment hedge we formally document the hedge relationship and the risk management objective for undertaking the hedge. In addition, for derivatives that qualify for hedge accounting, we assess, both at inception of the hedge and on an ongoing basis, whether the derivative financial instrument is and will continue to be highly effective in offsetting cash flows or fair value of the hedged item and whether it is probable that the hedged forecasted transaction will occur. Changes in the fair value of derivatives that do not qualify for hedge accounting, or fail to meet the criteria, thereafter, are also recognized in the consolidated statements of operations. Refer to Note 24 - Fair Value of Financial Instruments for more information on the fair value of our derivative assets and liabilities. Revenue Recognition – Revenue is recognized when obligations under the terms of a contract with our customer are satisfied. Generally, this occurs with the transfer of control of our products or services. The transfer of control to the customer occurs at a point in time, usually upon satisfaction of the shipping terms within the contract. Revenue is measured as the amount of consideration we expect to receive in exchange for transferring goods or providing services. The taxes we collect are concurrent with revenue-producing activities (e.g., sales tax, value-added tax, and other taxes) are excluded from revenue. Shipping and handling costs are treated as fulfillment costs and are not considered a separate performance obligation. Shipping and handling costs charged to customers and the related expenses are reported in revenues and cost of sales for all customers. The expected costs associated with our base warranties and field service actions continue to be recognized as expense when the products are sold. Refer to Note 11 - Warranty Liability for more information. Since payment is due at or shortly after the point of sale, the contract asset is classified as a receivable. We do not adjust the promised amount of consideration for the effects of a significant financing component when we expect, at contract inception, that the period between our transfer of a promised product or service to a customer and when the customer pays for that product or service will be one year or less. We do not typically include extended payment terms in our contracts with customers. Incidental items that are immaterial in the context of the contract are recognized as expense. We disaggregate revenues based on geographical location. Refer to Note 14 - Segment Information for more information on disaggregated revenue. Advertising Costs – All costs of advertising our products and services are charged to expense as incurred. For the years ended December 31, 2024, 2023 and 2022, advertising and promotion expenses were $ 27.9 million, $ 30.1 million and $ 27.1 million, respectively, and are included in SG&A expense in the accompanying consolidated statements of operations. Net Interest Expense and Extinguishment of Debt Costs – We record debt extinguishment costs separately from interest expense, net within the consolidated statements of operations. Foreign Currency Translation and Adjustments – Typically, our foreign subsidiaries maintain their accounting records in their local currency. All the assets and liabilities of these subsidiaries (including long-term assets, such as goodwill) are converted to U.S. dollars at the exchange rate in effect at the balance sheet date, income and expense accounts are translated at average rates for the period, and shareholder’s equity accounts are translated at historical rates. The effects of translating financial statements of foreign operations into our reporting currency are recognized as a cumulative translation adjustment in consolidated other comprehensive income (loss). This balance is net of tax, where applicable. The effects of translating financial statements of foreign operations in which the U.S. dollar is their functional currency are included in the consolidated statements of operations. The effects of translating intercompany debt are recorded in the consolidated statements of operations unless the debt is of a long-term investment nature in which case gains and losses are recorded in consolidated other comprehensive income (loss). F-14 Back to top Foreign currency transaction gains or losses are credited or charged to income as incurred. Income Taxes – Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on the deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. We evaluate both the positive and negative evidence that is relevant in assessing whether we will realize the deferred tax assets. A valuation allowance is recorded when it is more likely than not that some of the deferred tax assets will not be realized. The tax effects from an uncertain tax position can be recognized in the consolidated financial statements, only if the position is more likely than not to be sustained, based on the technical merits of the position and the jurisdiction taxes of the Company. We recognize the financial statement benefit of a tax position only after determining that the relevant tax authority would more likely than not sustain the position following an audit and the tax related to the position would be due to the entity and not the owners. For tax positions meeting the more likely than not threshold, the amount recognized in the consolidated financial statements is the largest benefit that has a greater than 50 percent likelihood of being realized, upon ultimate settlement with the relevant tax authority. We apply this accounting standard to all tax positions for which the statute of limitations remains open. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs. We file a consolidated federal income tax return in the U.S. and various states. For financial statement purposes, we calculate the provision for federal income taxes using the separate return method. Certain subsidiaries file separate tax returns in certain countries and states. Any U.S. federal, state, and foreign income taxes refundable and payable are reported in other current assets and accrued expenses and other current liabilities in our consolidated balance sheet. We have non-current taxes receivable or payable at December 31, 2024 - see Note 15 - Income Taxes for more information. We do not have any non-current taxes receivable or payable at December 31, 2023. We record interest and penalties on amounts due to tax authorities as a component of income tax expense in the consolidated statements of operations. We have elected to account for the impact of GILTI in the period in which it is incurred. Contingent Liabilities – Contingent liabilities arising from claims, assessments, litigation, fines, penalties, and other sources require significant judgment in determining the probability of loss and the amount of the potential loss. Each quarter, we review significant new claims and litigation for the probability of an adverse outcome. Estimates are recorded as liabilities when it is probable that a liability has been incurred, and the amount of the loss is reasonably estimable. Disclosure is required when there is a reasonable possibility that the ultimate loss will materially exceed the recorded provision. Contingent liabilities are often resolved over long time periods. Estimating probable losses requires analysis of multiple forecasts that often depend on judgments about potential actions by third parties, such as regulators, and the estimated loss can change materially as individual claims develop. Legal costs incurred in connection with loss contingencies are expensed as incurred. Employee Retirement and Pension Benefits – We have a defined benefit plan available to certain U.S. hourly employees and several other defined benefit plans located outside of the U.S. that are country specific. The most significant of these plans is in the U.S., which is no longer open to new employees. Amounts relating to these plans are recorded based on actuarial calculations, which use various assumptions, such as discount rates and expected return on assets. Refer to Note 26 - Employee Retirement and Pension Benefits for more information. Recently Adopted Accounting Standards – In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting , which provides optional expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships, and other transactions affected by the discontinuation of LIBOR or by another reference rate expected to be discontinued. In January 2021, the FASB issued ASU No. 2021-01, Reference Rate Reform (Topic 848): Scope , to clarify the scope of ASU No. 2020-04. In December 2022, the FASB issued ASU No. 2022-06, Deferral of the Sunset Date of Topic 848, which extended the relief provisions under Topic 848 through December 31, 2024. In May 2020, we elected the expedient within ASC 848 which allowed us to assume that our hedged interest payments were probable to occur regardless of any expected modifications in their terms related to reference rate reform. In addition, ASC 848 allowed for the option to change the method of assessing effectiveness upon a change in critical terms of the derivative or the hedged transactions and upon the end of relief under ASC 848. We elected to assess effectiveness as documented in the original hedge documentation and apply the practical expedients related to probability to assume that the reference rate on a hypothetical derivative matched the reference rate on the hedging instrument. In June 2023, we executed amendments to our Term Loan Facility, ABL Facility and interest rate derivative agreements to replace LIBOR with a Term SOFR based rate. These contract amendments did not have a material impact on our consolidated financial statements. Refer to Note 12 - Long-Term Debt and Note 23 - Derivative Financial Instruments for more information. F-15 Back to top In November 2023, the FASB issued ASU 2023-07, Improvements to Reportable Segment Disclosures . ASU 2023-07 requires disclosure of significant segment expenses that are regularly provided to the CODM and included within the segment measure of profit or loss, an amount and description of the composition for other segment items to reconcile to segment profit or loss, and the title and position of the entity’s CODM. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. We adopted this guidance effective January 1, 2024, for annual reporting and applied the amendments retrospectively to all prior periods presented in the Consolidated Financial Statements. The amendments for interim periods will be adopted in our fiscal year beginning on January 1, 2025. Refer to Note 14 - Segment Information for more information. Recent Accounting Standards Not Yet Adopted – In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures . ASU 2023-09 expands disclosures in an entity’s income tax rate reconciliation table and regarding cash taxes paid both in the U.S. and foreign jurisdictions. The guidance is effective for annual periods beginning after December 15, 2024, with early adoption permitted, and should be applied either prospectively to financial statements issued for reporting dates after the effective date or retrospectively to any or all prior periods presented in the financial statements. We have not elected to early adopt this standard. We are currently evaluating the impact of this guidance on the Company’s disclosures. In November 2024, the FASB issued ASU 2024-03, Expense Disaggregation Disclosures: Disaggregation of Income Statement Expenses . ASU 2024-03 requires disclosure of certain costs and expenses on a fiscal and interim basis in the notes to the financial statements. ASU 2024-03 is effective for annual reporting periods in fiscal years beginning after December 15, 2026, and interim reporting periods within fiscal years beginning after December 15, 2027, with early adoption permitted, and should be applied either prospectively to financial statements issued for reporting dates after the effective date or retrospectively to any or all prior periods presented in the financial statements. We are currently evaluating the impact of this guidance on the Company’s disclosures. We have considered the applicability and impact of all ASUs. We have assessed ASUs not listed above and determined that they were either not applicable or were not expected to have a material impact on our financial statements. Note 2. Discontinued Operations On April 17, 2023, we entered into a Share Sale Agreement with Aristotle Holding III Pty Limited, a subsidiary of Platinum Equity Advisors, LLC, to sell JW Australia, for a purchase price of approximately AUD $ 688 million. On July 2, 2023, we completed the sale, receiving net cash proceeds of approximately $ 446 million, including $ 3.3 million of cash received from the settlement of certain forward contracts. Refer to Note 23 - Derivative Financial Instruments for more information. In the year ended December 31, 2023, we recorded a net gain on sale of discontinued operations of $ 15.7 million related to the July 2, 2023, sale of JW Australia. The net gain on sale includes $ 30.3 million of cumulative translation adjustments l osses and $ 1.0 million of accumulated net actuarial pension losses reclassified from other comprehensive income. The net gain on sale also includes a $ 10.2 million loss recorded in the fourth quarter of 2023 in estimated taxes directly related to the sale transaction and return to provision true ups for the period in which we owned JW Australia. We recorded a $ 1.4 million loss on sale of discontinued operations in the year ended December 31, 2024, related to settlement of an outstanding tax liability for JW Australia. This divestiture qualified as a discontinued operation as of April 17, 2023, since it represents a strategic shift for us and has a major effect on our consolidated results of operations. Accordingly, the results of operations for the JW Australia reportable segment, together with certain costs related to the sale, have been classified as discontinued operations within the consolidated statements of operations for all periods presented. After the completion of the sale, we entered into an agreement to provide certain transition services to JW Australia, including providing information technology post-closing services, purchases under a supply agreement, and reimbursement for certain costs to upgrade specific IT systems up to a capped amount. As of December 31, 2024, we had a liability of $ 3.2 million relating to these matters, which was included in accrued expenses and other current liabilities in our consolidated balance sheet. As of December 31, 2023, our liability relating to these matters was $ 8.2 million, of which $ 6.1 million was included in accrued expenses and other current liabilities, and the remaining was included in deferred credits and other liabilities in the accompanying consolidated balance sheet. F-16 Back to top Components of amounts reflected in the consolidated statements of operations related to discontinued operations are presented in the table, as follows: Year Ended December 31, (amounts in thousands) 2023 2022 Net revenues $ 301,876 $ 611,048 Cost of sales 211,575 451,542 Gross margin 90,301 159,506 Selling, general and administrative 62,263 112,015 Restructuring and asset-related charges — 611 Operating income 28,038 46,880 Interest income, net ( 685 ) ( 445 ) Other income, net ( 2,274 ) ( 1,448 ) Income from discontinued operations before taxes 30,997 48,773 Income tax expense 9,486 15,269 Income from discontinued operations, net of tax $ 21,511 $ 33,504 The cash flows related to discontinued operations have not been segregated and are included in the consolidated statements of cash flows through the divestiture date of July 2, 2023. The following table presents cash flow and non-cash information related to discontinued operations: Year Ended December 31, (amounts in thousands) 2023 2022 Depreciation and amortization $ 5,196 $ 18,622 Capital expenditures 6,229 7,746 Share-based incentive compensation 926 1,591 Provision for bad debt 5,062 392 Note 3. Accounts Receivable We sell our manufactured products to a large number of customers, primarily in the residential housing construction and remodel sectors, broadly dispersed across many domestic and foreign geographic regions. We assess the credit risk relating to our accounts receivable based on quantitative and qualitative factors, including historical credit collections within each region where we have operations. We perform ongoing credit evaluations of our customers to minimize credit risk. We do not usually require collateral for accounts receivable, but do require advance payment, guarantees, a security interest in the products sold to a customer, and/or letters of credit in certain situations. Customer accounts receivable converted to notes receivable are collateralized by inventory or other collateral. Two customers, The Home Depot and Lowe’s Companies, each accounted for more than 10% of the consolidated accounts receivable, net balance as of December 31, 2024 and 2023. The following is a roll forward of our allowance for credit losses: Year Ended December 31, (amounts in thousands) 2024 2023 2022 Balance as of January 1, $ ( 11,265 ) $ ( 15,429 ) $ ( 9,472 ) Charges to (expense) income ( 110 ) 1,870 ( 7,287 ) Write-offs 1,253 2,466 941 Currency translation 517 ( 172 ) 389 Balance at period end $ ( 9,605 ) $ ( 11,265 ) $ ( 15,429 ) F-17 Back to top Note 4. Inventories Inventories are stated at the lower of cost or net realizable value. Finished goods and work-in-process inventories include material, labor, and manufacturing overhead costs. (amounts in thousands) December 31, 2024 December 31, 2023 Raw materials $ 380,277 $ 404,360 Work in process 19,763 21,141 Finished goods 82,615 84,954 Inventory valuation reserves ( 22,548 ) ( 29,004 ) Total inventories $ 460,107 $ 481,451 To conform with the current period presentation, certain amounts in prior period information have been reclassified. Note 5. Property and Equipment, Net (amounts in thousands) December 31, 2024 December 31, 2023 Land improvements $ 30,614 $ 30,350 Buildings 463,273 459,516 Machinery and equipment 1,380,424 1,386,819 Total depreciable assets 1,874,311 1,876,685 Less: Accumulated depreciation 1,309,706 1,322,129 564,605 554,556 Land 26,399 28,262 Construction in progress 90,435 61,424 Total property and equipment, net $ 681,439 $ 644,242 We recorded accelerated depreciation of our plant and equipment of $ 15.0 million, $ 7.4 million and $ 0.7 million during the years ended December 31, 2024, 2023 and 2022, respectively, within restructuring and asset-related charges in the accompanying consolidated statements of operations. Refer to Note 19 - Restructuring and Asset-Related Charges for more information. Additionally, we recorded accelerated depreciation of $ 9.1 million during the year ended December 31, 2023, from reviews of North America equipment capacity optimization. These charges were recorded within cost of sales in the accompanying consolidated statements of operations. The effect on our carrying value of property and equipment due to currency translations for foreign property and equipment, net, was a decrease of $ 13.6 million and an increase of $ 7.9 million as of December 31, 2024 and 2023, respectively. Depreciation expense was recorded as follows: Year Ended December 31, (amounts in thousands) 2024 2023 2022 Cost of sales $ 81,874 $ 89,396 $ 80,235 Selling, general and administrative 4,687 5,191 5,376 Total depreciation expense $ 86,561 $ 94,587 $ 85,611 F-18 Back to top Note 6. Goodwill The following table summarizes the changes in goodwill by reportable segment: (amounts in thousands) North America Europe Total Reportable Segments Gross carrying amount at December 31, 2022 $ 182,269 $ 258,345 $ 440,614 Currency translation 143 10,167 10,310 Gross carrying amount at December 31, 2023 182,412 268,512 450,924 Sale of business ( 900 ) — ( 900 ) Currency translation ( 487 ) ( 17,876 ) ( 18,363 ) Gross carrying amount at December 31, 2024 $ 181,025 $ 250,636 $ 431,661 Accumulated impairment losses at December 31, 2022 $ — $ ( 58,661 ) $ ( 58,661 ) Currency translation — ( 2,093 ) ( 2,093 ) Accumulated impairment losses at December 31, 2023 — ( 60,754 ) ( 60,754 ) Impairment (1) — ( 63,445 ) ( 63,445 ) Currency translation — 7,705 7,705 Accumulated impairment losses at December 31, 2024 $ — $ ( 116,494 ) $ ( 116,494 ) Balance, net of impairment at December 31, 2024 $ 181,025 $ 134,142 $ 315,167 (1) During the fourth quarter of 2024, we recognized a $ 31.4 million impairment charge related to the court-ordered divestiture of Towanda. As of December 31, 2024, 2023 and 2022, the assets and liabilities of Towanda qualify as held for sale and are not included in the above reportable segments amount. Refer to Note 20 - Held for Sale for more information. During the third quarter of 2022, management identified various qualitative and quantitative factors which collectively indicated a triggering event had occurred within our North America and Europe reporting units. These factors included the macroeconomic environment in each region including increasing interest rates, persistent inflation, and operational inefficiencies attributable to ongoing global supply chain disruptions, the continuing geopolitical environment in Europe associated with the conflict between Russia and Ukraine, and foreign exchange fluctuations. These factors have negatively impacted our business performance. Based upon the results of our interim impairment analysis, we concluded that the carrying value of our Europe reporting unit exceeded its fair value, and we recorded a goodwill impairment charge of $ 54.9 million, for the year ended December 31, 2022, representing a partial impairment of goodwill assigned to the Europe reporting unit. In addition, we determined our North America reporting unit was not impaired. As previously disclosed, following our 2023 annual impairment test for our Europe reporting unit, we concluded that while no impairment existed, the fair value of our reporting unit exceeded its carrying value by approximately 3 %. During the third quarter of 2024, the Company updated its financial forecast for the Europe reportable segment to reflect anticipated macroeconomic conditions of prolonged elevated interest rates leading to reduced revenue growth expectations. The end of the third fiscal quarter also marks the conclusion of our generally heavier seasonal sales period and our European net sales were negatively impacted by weaker market demand. Accordingly, the Company determined that a triggering event occurred requiring an interim goodwill impairment test for its European reporting unit as of September 28, 2024. Based upon the results of our interim impairment assessment, we concluded the carrying value of our Europe reporting unit exceeded its fair value, and we recorded a goodwill impairment charge of $ 63.4 million, representing a partial impairment of goodwill assigned to the Europe reporting unit. Following this partial impairment, the reporting unit’s carrying amount equaled the fair value. We performed our annual impairment assessments during the fourth quarter. The Company elected to perform a qualitative analysis as of the fourth quarter for the Europe reporting unit. Our analysis did not determine that it was more likely than not that the carrying value of the Europe reporting unit exceeded the fair value. During the fourth quarter, we quantitatively determined that the fair value of our North America reporting unit exceeded its net carrying amount and no goodwill impairment existed. We determined that the fair value of our North America reporting unit would have to decline by less than 10 % to be considered impaired. F-19 Back to top Note 7. Intangible Assets, Net The cost and accumulated amortization values of our intangible assets were as follows: December 31, 2024 (amounts in thousands) Cost Accumulated Amortization Net Book Value Customer relationships and agreements $ 119,674 $ ( 90,073 ) $ 29,601 Software 76,048 ( 30,021 ) 46,027 Trademarks and trade names 31,384 ( 12,113 ) 19,271 Patents, licenses and rights 12,627 ( 5,539 ) 7,088 Total amortizable intangibles $ 239,733 $ ( 137,746 ) $ 101,987 December 31, 2023 (amounts in thousands) Cost Accumulated Amortization Net Book Value Customer relationships and agreements $ 123,713 $ ( 84,281 ) $ 39,432 Software 113,429 ( 58,424 ) 55,005 Trademarks and trade names 32,148 ( 10,802 ) 21,346 Patents, licenses and rights 12,666 ( 4,539 ) 8,127 Total amortizable intangibles $ 281,956 $ ( 158,046 ) $ 123,910 We recorded accelerated amortization of $ 14.1 million during the years ended December 31, 2024 and 2023, for an ERP that we are no longer utilizing after we completed our related obligations under the JW Australia Transition Services Agreement during the first quarter of 2024. The expense was recorded within SG&A expense in the accompanying consolidated statements of operations. The effect on our carrying value of intangible assets due to currency translations for foreign intangible assets was a decrease of $ 1.2 million and an increase of $ 0.7 million as of December 31, 2024 and 2023, respectively. Amortization expense was recorded as follows: Year Ended December 31, (amounts in thousands) 2024 2023 2022 Amortization expense $ 33,383 $ 36,523 $ 26,141 Estimated future amortization expense: (amounts in thousands) 2025 $ 19,015 2026 18,039 2027 17,565 2028 16,372 2029 13,034 Thereafter 17,962 Total $ 101,987 Note 8. Leases We lease certain warehouses, distribution centers, office spaces, land, vehicles, and equipment. F-20 Back to top The Company’s ROU assets and lease liabilities were as follows: (amounts in thousands) Balance Sheet Location December 31, 2024 December 31, 2023 Assets: Operating Operating lease assets, net $ 126,256 $ 146,931 Finance Property and equipment, net (1) 9,726 6,994 Total ROU assets $ 135,982 $ 153,925 Liabilities: Current: Operating Accrued expense and other current liabilities $ 32,738 $ 32,477 Finance Current maturities of long-term debt 2,296 2,407 Noncurrent: Operating Operating lease liability 105,499 121,993 Finance Long-term debt 7,517 4,801 Total lease liability $ 148,050 $ 161,678 (1) Finance lease assets are recorded net of accumulated depreciation of $ 5.0 million and $ 5.1 million as of December 31, 2024 and 2023, respectively. During the year ended December 31, 2024, we obtained $ 24.0 million in ROU assets in exchange for operating lease liabilities, primarily relating to real estate. We obtained $ 52.5 million in ROU assets in exchange for operating lease liabilities, primarily relating to real estate during the year ended December 31, 2023. During the years ended December 31, 2024 and 2023, we obtained $ 5.6 million and $ 5.4 million in ROU assets, respectively, in exchange for finance lease liabilities. We recorded accelerated amortization on our ROU assets of $ 7.2 million, $ 0.5 million and $ 0.9 million during the years ended December 31, 2024, 2023 and 2022, respectively, within restructuring and asset-related charges in the accompanying consolidated statements of operations. Refer to Note 19 - Restructuring and Asset-Related Charges for more information. The components of lease expense were as follows: Year Ended December 31, (amounts in thousands) 2024 2023 2022 Operating $ 43,031 $ 41,942 $ 42,616 Short term 10,497 13,324 13,816 Variable 7,546 6,571 7,287 Low value 2,198 1,600 1,723 Finance 536 313 139 Total lease expense $ 63,808 $ 63,750 $ 65,581 December 31, 2024 December 31, 2023 Weighted average remaining lease terms (in years): Operating 5.3 5.7 Finance 4.7 4.1 Weighted average discount rate: Operating 5.9 % 5.6 % Finance 6.4 % 6.4 % F-21 Back to top As of December 31, 2024, future minimum lease payment obligations under operating and finance leases are as follows for each of the periods ending December 31: (amounts in thousands) Operating Leases (1) Finance Leases Total 2025 $ 42,673 $ 2,846 $ 45,519 2026 32,735 2,552 35,287 2027 26,903 2,383 29,286 2028 20,926 1,706 22,632 2029 14,858 952 15,810 Thereafter 27,168 868 28,036 Total lease payments 165,263 11,307 176,570 Less: Interest 27,026 1,494 28,520 Present value of lease liability $ 138,237 $ 9,813 $ 148,050 (1) Operating lease payments include $ 5.7 million related to options to extend lease terms that are reasonably certain of being exercised. Note 9. Accrued Payroll and Benefits Accrued payroll and benefits consisted of the following: (amounts in thousands) December 31, 2024 December 31, 2023 Accrued payroll $ 28,451 $ 30,018 Accrued vacation 26,877 31,510 Other accrued benefits 14,042 10,072 Accrued payroll taxes 11,240 13,898 Accrued bonuses and commissions 7,877 45,742 Non-U.S. defined contributions and other accrued benefits 1,113 1,310 Total accrued payroll and benefits $ 89,600 $ 132,550 Note 10. Accrued Expenses and Other Current Liabilities Accrued expenses and other current liabilities consisted of the following: (amounts in thousands) December 31, 2024 December 31, 2023 Accrued sales and advertising rebates $ 74,043 $ 82,732 Current portion of operating lease liability (Note 8) 32,738 32,477 Non-income related taxes 19,952 20,072 Current portion of warranty liability (Note 11) 18,394 22,819 Current portion of accrued claim costs relating to self-insurance programs 15,254 14,079 Accrued freight 15,174 18,963 Accrued expenses 10,783 15,758 Accrued interest payable 9,846 1,401 Current portion of restructuring accrual ( Note 19 ) 7,605 3,375 Accrued income taxes payable 7,433 9,252 Deferred revenue and customer deposits 5,404 7,189 Legal claims provision ( Note 25 ) 4,678 2,683 Current portion of derivative liability (Note 23) 2,905 2,996 Total accrued expenses and other current liabilities $ 224,209 $ 233,796 The accrued sales and advertising rebates, accrued interest payable, accrued freight, and non-income related taxes can significantly fluctuate period-over-period due to timing of payments. F-22 Back to top Note 11. Warranty Liability Warranty terms range from one year to lifetime on certain window and door components. Warranties are normally limited to servicing or replacing defective components for the original customer. Product defects arising within six months of sale are classified as manufacturing defects and are not included in the current period expense below. Some warranties are transferable to subsequent owners and are either limited to 10 years from the date of manufacture or require pro rata payments from the customer. Estimated warranty costs based on historical experience are recorded as a provision at the time of sale. The provision is adjusted periodically to reflect actual experience. An analysis of our warranty liability is as follows: (amounts in thousands) December 31, 2024 December 31, 2023 December 31, 2022 Balance as of January 1 $ 53,247 $ 52,389 $ 53,367 Current period charges 25,719 30,667 28,935 Experience adjustments 634 599 772 Payments ( 31,482 ) ( 30,810 ) ( 29,834 ) Currency translation ( 829 ) 402 ( 851 ) Balance at period end 47,289 53,247 52,389 Current portion ( 18,394 ) ( 22,819 ) ( 21,215 ) Long-term portion $ 28,895 $ 30,428 $ 31,174 The most significant component of our warranty liability was in the North America segment. As of December 31, 2024, the warranty liability in the North America segment totaled $ 40.9 million, after discounting future estimated cash flows at rates between 4.60 % and 4.63 %. Without discounting, the liability would have increased by approximately $ 3.7 million. Note 12. Long-Term Debt Our long-term debt, net of original issue discount and unamortized debt issuance costs, consisted of the following: December 31, 2024 December 31, 2024 December 31, 2023 (amounts in thousands) Interest Rate Senior Notes 4.88 % - 7.00 % $ 750,000 $ 600,000 Term Loan Facility 6.69 % (1) 380,888 536,250 Finance leases and other financing arrangements 1.00 % - 8.95 % (1) 61,071 74,460 Mortgage notes — 22,070 Total Debt 1,191,959 1,232,780 Unamortized debt issuance costs and original issue discounts ( 8,583 ) ( 6,528 ) Current maturities of long-term debt ( 30,927 ) ( 36,177 ) Long-term debt $ 1,152,449 $ 1,190,075 (1) Term Loan B and certain finance leases and other financing arrangements are subject to variable interest rates. Summaries of our significant changes to outstanding debt agreements as of December 31, 2024, are as follows: Senior Secured Notes and Senior Notes In December 2017, we issued $ 800.0 million of Senior Notes in two tranches: $ 400.0 million bearing interest at 4.63 % and maturing in December 2025, and $ 400.0 million bearing interest at 4.88 % and maturing in December 2027 in a private placement for resale to qualified institutional buyers pursuant to Rule 144A under the Securities Act. In May 2020, we issued $ 250.0 million of Senior Secured Notes bearing interest at 6.25 % and maturing in May 2025 in a private placement for resale to qualified institutional buyers pursuant to Rule 144A under the Securities Act. The proceeds were net of fees and expenses associated with debt issuance, including an underwriting fee of 1.25 %. Interest is payable semiannually, in arrears, each May and November. On August 3, 2023, we redeemed all $ 250.0 million of our 6.25 % Senior Secured Notes and $ 200.0 million of our 4.63 % Senior Notes. The Company recognized a pre-tax loss of $ 6.5 million on the redemption in the third quarter of 2023, consisting of $ 3.9 million in call premium and $ 2.6 million in accelerated amortization of debt issuance costs. F-23 Back to top In August 2024, we issued $ 350.0 million of Senior Notes bearing interest at 7.00 % and maturing September 2032 in a private placement for resale to qualified institutional buyers pursuant to Rule 144A under the Securities Act. The proceeds were net of fees and expenses associated with debt issuance including an underwriting fee of 1.25 %. We incurred debt issuance costs of $ 5.5 million which will be amortized to interest expense over the life of the notes using the effective interest method. Interest is payable semiannually, in arrears, each March and September. In September 2024, we utilized a portion of the proceeds from the issuance of our 7.00 % Senior Notes described above to redeem the remaining $ 200.0 million of our 4.63 % Senior Notes. The Company recognized a pre-tax loss of $ 0.5 million on the redemption in the third quarter of 2024, consisting entirely in accelerated amortization of debt issuance costs. Term Loan Facility U.S. Facility - Initially executed in October 2014, we amended the Term Loan Facility in July 2021 to, among other things, extend the maturity date from December 2024 to July 2028 and provide additional covenant flexibility. Pursuant to the amendment, certain existing and new lenders advanced $ 550.0 million of replacement term loans, the proceeds of which were used to prepay in full the amount outstanding under the previously existing term loans. The replacement term loans originally bore interest at LIBOR (subject to a floor of 0.00 %) plus a margin of 2.00 % to 2.25 % depending on JWI’s corporate credit ratings. In addition, the amendment also modified certain other terms and provisions of the Term Loan Facility and adds language to address the replacement of LIBOR with a SOFR basis upon the June 30, 2023, cessation of the publication of LIBOR. Voluntary prepayments of the replacement term loans are permitted at any time, in certain minimum principal amounts, but were subject to a 1.00 % premium during the first six months. The amendment requires 0.25 % of the initial principal to be repaid quarterly until maturity. As a result of this amendment, we recognized debt extinguishment costs of $ 1.3 million, which included $ 1.0 million of unamortized debt issuance costs and original discount fees. In June 2023, we amended the Term Loan Facility to replace LIBOR with a Term SOFR based rate as the successor benchmark rate and made certain other technical amendments and related conforming changes. All other material terms and conditions were unchanged. In January 2024, we amended the Term Loan Facility to lower the applicable margin for replacement term loans, remove certain provisions no longer relevant to the parties, and make certain other technical amendments and related conforming changes. Pursuant to the amendment, replacement term loans bear interest at SOFR plus a margin of 1.75 % to 2.00 % depending on JWI’s corporate credit ratings, compared to a margin of 2.00 % to 2.25 % under the previous amendment. All other material terms and conditions of the Term Loan Agreement were unchanged. As a result of this amendment, we recognized debt extinguishment and refinancing costs of $ 1.4 million, which included $ 0.8 million of unamortized debt issuance costs and original discount fees. In August 2024, we utilized a portion of the proceeds received from our issuance of $ 350.0 million of Senior Notes to repay $ 150.0 million of the outstanding balance of our Term Loan Facility. As of December 31, 2024, the outstanding principal balance, net of original issue discount, was $ 380.5 million. In May 2020, we entered into interest rate swap agreements with a weighted average fixed rate of 0.395 % paid against one-month LIBOR floored at 0.00 % with outstanding notional amounts aggregating to $ 370.0 million corresponding to that amount of the debt outstanding under our Term Loan Facility. In June 2023, the interest rate swap agreements were amended to convert to a SOFR basis on June 30, 2023, resulting in a weighted average fixed rate of 0.317 % paid against one-month USD-SOFR CME Term floored at ( 0.10 )%. The interest rate swap agreements were designated as cash flow hedges of a portion of the interest obligations on our Term Loan Facility borrowings and matured in December 2023. Refer to Note 23 - Derivative Financial Instruments for more information on our derivative assets and liabilities. In February 2024, we entered into interest rate collar agreements with a cap rate of 4.50 % paid against one-month USD-SOFR CME Term floored at 3.982 % and 3.895 % with outstanding notional amounts aggregating to $ 100.0 million corresponding to that amount of the debt outstanding under our Term Loan Facility. The interest rate collar agreements were designated as cash flow hedges of a portion of the interest obligations on our Term Loan Facility borrowings and mature in February 2026. Refer to Note 23 - Derivative Financial Instruments for more information on our derivative assets and liabilities. Revolving Credit Facility ABL Facility - Initially executed in 2014, extensions of credit under our ABL Facility are limited by a borrowing base calculated based on specified percentages of the value of eligible accounts receivable and inventory, subject to certain reserves and other adjustments. We pay a fee of 0.25 % on the unused portion of the commitments. The ABL Facility has a minimum fixed charge coverage ratio that we are obligated to comply with under certain circumstances. The ABL Facility has various non-financial covenants, including restrictions on liens, indebtedness, dividends, customary representations and warranties, and customary events of defaults and remedies. F-24 Back to top In July 2021, we amended the ABL Facility to, among other things, extend the maturity date from December 2022 to July 2026, increase the aggregate commitment to $ 500.0 million, provide additional covenant flexibility, conform certain terms and provisions to the Term Loan Facility, and amend the interest rate grid applicable to the loans thereunder by adding language to address the replacement of LIBOR with a SOFR basis upon the June 30, 2023 cessation of the publication of LIBOR. Pursuant to the amendment, the amount allocated to U.S. borrowers was increased to $ 465.0 million. The amount allocated to Canadian borrowers was maintained at $ 35.0 million. Borrowings under the ABL Facility bore, at the borrower’s option, interest at either a base rate plus a margin of 0.25 % to 0.50 % depending on excess availability or LIBOR (subject to a floor of 0.00 %) plus a margin of 1.25 % to 1.50 % depending on excess availability. All other material terms and conditions were unchanged. In June 2023, we amended the ABL Facility to replace LIBOR with a Term SOFR based rate as the successor benchmark rate and made certain other technical amendments and related conforming changes. All other material terms and conditions were unchanged. As of December 31, 2024, we had no outstanding borrowings, $ 2.8 million in letters of credit and $ 416.4 million available under the ABL Facility. Mortgage Notes – In December 2007, we entered into thirty-year mortgage notes secured by land and buildings in Denmark with principal payments which began in 2018. In October 2024, we repaid the entire remaining principal balance of the mortgage notes of DKK 142.5 million ($ 20.7 million). Finance leases and other financing arrangements – In addition to finance leases, we include loans secured by equipment in this category. As of December 31, 2024, we had $ 61.1 million outstanding in this category, with maturities ranging from 2024 to 2031. As of December 31, 2024, we were in compliance with the terms of all our Credit Facilities and the indentures governing the Senior Notes. The future maturities of debt, excluding unamortized debt issuance costs and original issue discounts as of December 31, 2024, are as follows: (amounts in thousands) 2025 $ 30,927 2026 18,479 2027 414,994 2028 371,227 2029 3,377 Note 13. Deferred Credits and Other Liabilities Included in deferred credits and other liabilities is the long-term portion of the following liabilities: (amounts in thousands) December 31, 2024 December 31, 2023 Warranty liability (Note 11) $ 28,895 $ 30,428 Uncertain tax positions (Note 15) 23,545 36,804 Workers' compensation claims accrual 20,783 21,875 Environmental contingencies (Note 25) 11,500 11,500 Other liabilities 5,095 4,224 Long term derivative liability (Note 23) 36 — Total deferred credits and other liabilities $ 89,854 $ 104,831 F-25 Back to top Note 14. Segment Information We report our segment information in the same way management internally organizes the business to assess performance and make decisions regarding allocation of resources in accordance with ASC 280-10 - Segment Reporting . Management, inclusive of the CODM, reviews net revenues and Adjusted EBITDA from continuing operations to evaluate segment performance and allocate resources. We define Adjusted EBITDA from continuing operations as income (loss) from continuing operations, net of tax, adjusted for the following items: income tax expense (benefit); depreciation and amortization; interest expense (income), net; and certain special items consisting of non-recurring net legal and professional expenses and settlements; goodwill impairment; restructuring and asset-related charges; M&A related costs; net (gain) loss on sale of business, property, and equipment; loss on extinguishment and refinancing of debt; share-based compensation expense; pension settlement charges; non-cash foreign exchange transaction/translation (gain) loss; and other special items. We use Adjusted EBITDA from continuing operations because we believe this measure assists investors and analysts in comparing our operating performance across reporting periods on a consistent basis by excluding items that we do not believe are indicative of our core operating performance. For each of our segments, our CODM uses Adjusted EBITDA to measure operational performance by comparing historical, actual and forecasted amounts on a regular basis, and to allocate resources in the annual budget and forecasting process. Adjusted EBITDA is also a significant performance measure in our annual incentive compensation. We have two reportable segments, organized and managed principally in geographic regions: North America and Europe. We report all other business activities in Corporate and unallocated costs. The Company’s two reportable segments are defined as follows: North America – Within our North America segment, the Company supplies windows and doors for residential and commercial markets, serving both new construction and repair & remodel projects. These products reach builders, repair and replacement contractors, architects, and homebuilders through direct and indirect channels, including dealer and distribution networks. Europe – Within our Europe Segment, the Company manufactures and supplies to retailers, merchants, house-builders and construction companies’ interior doors, doorsets and door kits, in wood and steel, with both standard and high-performance features. Factors considered in determining the two reportable segments include the nature of business activities, the management structure accountable directly to the CODM, the discrete financial information regularly provided to the CODM, and information presented to the Board of Directors and investors. The CODM is the CEO. No operating segments have been aggregated for our presentation of reportable segments. F-26 Back to top The following tables set forth certain information relating to our segments’ operations: Year Ended December 31, 2024 (amounts in thousands) North America Europe Total Revenues from external customers $ 2,708,371 $ 1,067,221 $ 3,775,592 Intersegment net revenues 130 7,664 7,794 Total segment net revenues $ 2,708,501 $ 1,074,885 $ 3,783,386 Reconciliation of Revenue Elimination of intersegment net revenues ( 7,794 ) Total consolidated net revenues $ 3,775,592 Less: Adjusted cost of sales $ 2,232,991 $ 848,021 $ 3,081,012 Adjusted selling, general and administrative 301,739 179,053 480,792 Other segment items (1) ( 80,430 ) ( 27,566 ) ( 107,996 ) Adjusted EBITDA from continuing operations $ 254,071 $ 67,713 $ 321,784 Total Reportable Segment Adjusted EBITDA $ 321,784 Less: Depreciation and amortization 125,786 Interest expense, net 67,237 Corporate and unallocated costs 46,536 Special items: Net legal and professional expenses and settlements 62,722 Goodwill impairment 94,801 Restructuring and asset-related charges 68,092 M&A related costs 15,296 Net gain on sale of business, property, and equipment ( 13,752 ) Loss on extinguishment and refinancing of debt 1,908 Share-based compensation expense 15,465 Non-cash foreign exchange transaction/translation gain ( 3,101 ) Other special items 11,612 Loss from continuing operations, before tax $ ( 170,818 ) (1) Other segment items included depreciation and amortization which are included as a component of the significant expense categories regularly provided to the CODM above but are not included in the measure of segment profit, as well as other items which are excluded from the categories regularly provided to the CODM, which included: North America - Refund of deposits for antidumping and countervailing duties on wood mouldings and millwork products purchased from China from 2022 to 2023 and pension expense. Europe - Foreign currency losses, pension expense and energy subsidies. Year Ended December 31, 2024 (amounts in thousands) North America Europe Corporate and Unallocated Costs Total Consolidated Depreciation and amortization $ 73,528 $ 30,702 $ 21,556 $ 125,786 Capital expenditures 127,358 39,786 6,573 173,717 Segment assets 1,614,239 702,053 303,877 2,620,169 F-27 Back to top Year Ended December 31, 2023 (amounts in thousands) North America Europe Total Revenues from external customers $ 3,123,056 $ 1,181,278 $ 4,304,334 Intersegment net revenues 214 5,840 6,054 Total segment net revenues $ 3,123,270 $ 1,187,118 $ 4,310,388 Reconciliation of Revenue Elimination of intersegment net revenues ( 6,054 ) Total consolidated net revenues $ 4,304,334 Less: Adjusted cost of sales $ 2,520,427 $ 950,962 $ 3,471,389 Adjusted selling, general and administrative 308,333 184,168 492,501 Other segment items (1) ( 87,893 ) ( 35,307 ) ( 123,200 ) Adjusted EBITDA from continuing operations $ 382,189 $ 81,455 $ 463,644 Total Reportable Segment Adjusted EBITDA $ 463,644 Less: Depreciation and amortization 134,996 Interest expense, net 72,258 Corporate and unallocated costs 83,205 Special items: Net legal and professional expenses and settlements 28,184 Restructuring and asset-related charges 35,741 M&A related costs 6,575 Net gain on sale of business, property, and equipment ( 10,523 ) Loss on extinguishment and refinancing of debt 6,487 Share-based compensation expense 17,477 Pension settlement charge 4,349 Non-cash foreign exchange transaction/translation loss 595 Other special items ( 4,274 ) Income from continuing operations, before tax $ 88,574 (1) Other segment items included depreciation and amortization which are included as a component of the significant expense categories regularly provided to the CODM above but are not included in the measure of segment profit, as well as other items which are excluded from the categories regularly provided to the CODM, which include: North America - Refund of deposits for antidumping and countervailing duties on wood mouldings and millwork products purchased from China from 2020 to 2022, ERC from the U.S. government and pension expense. Europe - Energy subsidies, foreign currency gains and pension expense. Year Ended December 31, 2023 (amounts in thousands) North America Europe Corporate and Unallocated Costs Total Consolidated Depreciation and amortization $ 79,900 $ 30,185 $ 24,911 $ 134,996 Capital expenditures 72,582 25,630 6,441 104,653 Segment assets 1,694,201 944,963 340,961 2,980,125 F-28 Back to top Year Ended December 31, 2022 (amounts in thousands) North America Europe Total Revenues from external customers $ 3,259,353 $ 1,284,455 $ 4,543,808 Intersegment net revenues 813 341 1,154 Total segment net revenues $ 3,260,166 $ 1,284,796 $ 4,544,962 Reconciliation of Revenue Elimination of intersegment net revenues ( 1,154 ) Total consolidated net revenues $ 4,543,808 Less: Adjusted cost of sales $ 2,690,184 $ 1,060,552 $ 3,750,736 Adjusted selling, general and administrative 295,513 191,602 487,115 Other segment items (1) ( 79,229 ) ( 42,024 ) ( 121,253 ) Adjusted EBITDA from continuing operations $ 352,885 $ 74,325 $ 427,210 Total Reportable Segment Adjusted EBITDA $ 427,210 Less: Depreciation and amortization 113,132 Interest expense, net 82,505 Corporate and unallocated costs 78,363 Special items: Net legal and professional expenses and settlements ( 287 ) Goodwill impairment 54,885 Restructuring and asset-related charges 17,622 M&A related costs 9,752 Net gain on sale of business, property, and equipment ( 8,036 ) Share-based compensation expense 14,577 Non-cash foreign exchange transaction/translation loss 12,437 Other special items 21,996 Income from continuing operations, before tax $ 30,264 (1) Other segment items included depreciation and amortization which are included as a component of the significant expense categories regularly provided to the CODM above but are not included in the measure of segment profit, as well as other items which are excluded from the categories regularly provided to the CODM, which include: North America - Pension gain, credit for overpayments of utility expenses and facility rental income. Europe - Pension expense, foreign currency losses and cash received from government pandemic assistance programs in Europe as a result of COVID-19. Year Ended December 31, 2022 (amounts in thousands) North America Europe Corporate and Unallocated Costs Total Consolidated Depreciation and amortization $ 69,427 $ 31,139 $ 12,566 $ 113,132 Capital expenditures 59,023 19,095 6,356 84,474 Segment assets 1,718,379 947,974 333,516 2,999,869 F-29 Back to top Net revenues by locality are as follows: Year Ended December 31, (amounts in thousands) 2024 2023 2022 Net revenues by location of external customer U.S. $ 2,474,170 $ 2,841,921 $ 2,978,492 Europe 1,065,250 1,180,075 1,280,364 Canada 217,502 260,897 258,629 South America (including Mexico) 16,763 20,212 22,656 Africa and other 1,907 1,229 3,667 Total $ 3,775,592 $ 4,304,334 $ 4,543,808 Geographic information regarding property, plant, and equipment which exceed 10% of consolidated property, plant, and equipment is as follows: Year Ended December 31, (amounts in thousands) 2024 2023 2022 North America: U.S. $ 452,644 $ 412,195 $ 422,428 Other 31,070 33,836 29,587 Total North America 483,714 446,031 452,015 Europe 181,088 180,822 170,346 Corporate: U.S. and other 16,637 17,389 19,643 Total property and equipment, net $ 681,439 $ 644,242 $ 642,004 Note 15. Income Taxes Income before taxes, is comprised of the following: Year Ended December 31, (amounts in thousands) 2024 2023 2022 Domestic (loss) income $ ( 133,002 ) $ 11,217 $ 63,130 Foreign (loss) income ( 37,816 ) 77,357 ( 32,866 ) Total (loss) income before taxes $ ( 170,818 ) $ 88,574 $ 30,264 Our foreign (loss) income is historically driven by our subsidiaries in Canada, Germany, Denmark, and United Kingdom. Significant components of the provision for income taxes are as follows: Year Ended December 31, (amounts in thousands) 2024 2023 2022 Federal $ 231 $ ( 2,464 ) $ 407 State 732 1,753 1,103 Foreign 32,783 40,452 19,558 Current taxes 33,746 39,741 21,068 Federal ( 16,227 ) 4,220 14,075 State 668 7,757 ( 4,854 ) Foreign ( 1,425 ) 11,621 ( 12,248 ) Deferred taxes ( 16,984 ) 23,598 ( 3,027 ) Total provision for income taxes $ 16,762 $ 63,339 $ 18,041 F-30 Back to top Reconciliation of the U.S. federal statutory income tax rate to our effective tax rate is as follows: Year Ended December 31, 2024 2023 2022 (amounts in thousands) Amount % Amount % Amount % Statutory rate $ ( 35,860 ) 21.0 % $ 18,601 21.0 % $ 6,355 21.0 % State income tax, net of federal benefit ( 3,093 ) 1.8 % 1,959 2.2 % 2,154 7.1 % Foreign source dividends and deemed inclusions 945 ( 0.6 )% 1,906 2.2 % ( 237 ) ( 0.8 )% Valuation allowance 24,595 ( 14.4 )% 32,666 36.9 % ( 11,256 ) ( 37.2 )% Nondeductible expenses 5,883 ( 3.4 )% 2,661 3.0 % 2,097 6.9 % Goodwill impairment 20,163 ( 11.8 )% — — % 12,735 42.1 % Equity based compensation 1,245 ( 0.7 )% 4,086 4.6 % 2,486 8.2 % Foreign tax rate differential ( 3,770 ) 2.2 % ( 488 ) ( 0.6 )% ( 1,365 ) ( 4.5 )% Tax rate differences and credits 1,078 ( 0.6 )% 3,675 4.1 % 3,469 11.5 % Uncertain tax positions ( 889 ) 0.5 % ( 174 ) ( 0.2 )% 2,966 9.8 % Tax effect on sale of business (1) 4,099 ( 2.4 )% — — % — — % Prior year provision to return adjustments 1,451 ( 0.8 )% ( 571 ) ( 0.6 )% ( 789 ) ( 2.6 )% Other 915 ( 0.6 )% ( 982 ) ( 1.1 )% ( 574 ) ( 1.9 )% Effective tax rate $ 16,762 ( 9.8 )% $ 63,339 71.5 % $ 18,041 59.6 % (1) Tax effect on sale of business during the year ended December 31, 2024, primarily relates to the sale of our business in St. Kitts. During the year ended December 31, 2024, we recognized an expense of $ 24.6 million from the increase to valuation allowances on foreign and state NOL and credit carryforwards, $ 20.2 million of tax expense attributable to nondeductible goodwill impairment, $ 7.1 million of tax expense attributed to nondeductible expenses, and $ 4.5 million of tax expense attributed to the expiration of U.S. attributes partially offset by $ 2.7 million of tax benefit attributable to research and development credits. During the year ended December 31, 2023, we recognized an expense of $ 32.7 million from the increase to valuation allowances on foreign and state NOL and credit carryforwards, $ 6.7 million of tax expense attributed to nondeductible expenses, and $ 7.2 million of tax expense attributed to the expiration of federal and state tax credit carryforwards partially offset by $ 3.8 million of tax benefit attributable to research and development credits. During the year ended December 31, 2022, we recognized benefit of $ 9.9 million from the reduction to state NOL and state credits valuation allowance, and $ 1.9 million of tax benefit attributable to research and development tax credits, partially offset by $ 12.7 million tax expense attributable to nondeductible goodwill impairment. F-31 Back to top Deferred income taxes are provided for the temporary differences between the financial reporting basis and tax basis of our assets, liabilities, and operating loss carryforwards. Significant deferred tax assets and liabilities are as follows: (amounts in thousands) December 31, 2024 December 31, 2023 Net operating loss and tax credit carryforwards $ 189,202 157,790 Operating lease liabilities 36,127 24,210 Employee benefits and compensation 20,096 $ 24,894 Accrued liabilities and other 26,146 46,944 Inventory 5,418 7,255 Allowance for credit losses 3,092 3,789 Investments and marketable securities 283 522 Capitalized research and development expenses 39,329 31,782 Gross deferred tax assets 319,693 297,186 Valuation allowance ( 78,136 ) ( 54,786 ) Deferred tax assets 241,557 242,400 Depreciation and amortization ( 68,188 ) ( 74,328 ) Operating lease assets ( 33,437 ) ( 22,442 ) Investment in subsidiaries ( 2,347 ) ( 2,347 ) Deferred tax liabilities ( 103,972 ) ( 99,117 ) Net deferred tax assets $ 137,585 $ 143,283 Balance sheet presentation: Non-current assets $ 143,284 $ 150,453 Non-current liabilities ( 5,699 ) ( 7,170 ) Net deferred tax assets $ 137,585 $ 143,283 At December 31, 2024 and 2023 the Company had NOL in various federal, state, and foreign jurisdictions of approximately $ 1,152.4 million and $ 1,130.2 million, respectively, which begin to expire in 2025. $ 252.6 million of such NOL carryforwards do not expire. In addition, the Company had tax credit carryforwards of $ 44.3 million and $ 40.3 million at December 31, 2024 and 2023, respectively, which begin to expire in 2025. Valuation Allowance – The realization of deferred tax assets is based on historical tax positions and estimates of future taxable income. We evaluate both the positive and negative evidence that we believe is relevant in assessing whether we will realize the deferred tax assets. We consider historical taxable income, the scheduled reversal of deferred tax liabilities (including the effect in available carryback and carryforward periods), projected taxable income, and tax-planning strategies in making this assessment. A valuation allowance is recorded when it is more likely than not that some portion of the deferred tax assets will not be realized. To fully utilize the NOLs and tax credits carryforwards, we will need to generate sufficient future taxable income in each respective jurisdiction before the expiration of the deferred tax assets governed by the applicable tax code. Based on the level of historical taxable income and projections for future taxable income over the periods for which the deferred tax assets are deductible, management believes that it is more likely than not that we will realize the benefits of these deductible differences, net of existing valuation allowances at December 31, 2024. The amount of the deferred tax asset considered realizable, however, could be reduced or increased in the near term if estimates of future taxable income during the carryforward periods are reduced or exceeded. Subsequently recognized tax benefits related to the valuation allowance for deferred tax assets as of December 31, 2024, will be allocated to consolidated statement of operations. We had a valuation allowance of $ 78.1 million and $ 54.8 million as of December 31, 2024 and 2023, respectively. The increase was primarily driven by an increase of $ 19.2 million and an increase of $ 5.3 million against our foreign and state net operating loss carryforwards, respectively. We had a valuation allowance of $ 54.8 million and $ 21.0 million as of December 31, 2023 and 2022, respectively. The increase was primarily driven by an increase of $ 30.0 million and $ 2.7 million against our foreign and state net operating loss carryforwards, respectively. F-32 Back to top The following is the activity in our valuation allowance: (amounts in thousands) 2024 2023 2022 Balance as of January 1, $ ( 54,786 ) $ ( 21,048 ) $ ( 31,825 ) Valuation allowances established ( 7 ) 11 ( 28 ) Changes to existing valuation allowances ( 24,462 ) ( 32,830 ) ( 31 ) Release of valuation allowances 15 1 9,918 Currency translation 1,104 ( 920 ) 918 Balance at period end $ ( 78,136 ) $ ( 54,786 ) $ ( 21,048 ) Earnings of Foreign Subsidiaries – The Company continually evaluates its global cash needs. During 2021, the Company removed its indefinite reinvestment assertion on a majority of unremitted earnings and certain other aspects of outside basis differences in its foreign subsidiaries. Deferred tax expense of $ 5.0 million was recorded for withholding and income taxes which would be owed if earnings were remitted to the U.S. parent. In 2023, the Co mpany completed its sale of the Australasia business and correspondingly reduced its deferred tax liability related to the Australasia unremitted earnings in 2023. As of December 31, 2024, we have $ 2.3 million of deferred tax liability remaining on our balance sheet. The Company continued to make an indefinite reinvestment assertion on other aspects of the outside basis difference in foreign subsidiaries that would attract a tax cost in excess of the Company’s cost of capital. The Company repatriated $ 71.3 million and $ 21.8 million from certain foreign jurisdictions for the years ended December 31, 2024 and 2023, respectively. The Company is asserting that its future earnings, in excess of previously taxed earnings, are permanently reinvested as of December 31, 2024. The Company continues to make an indefinite reinvestment assertion on other aspects of the outside basis differences in foreign subsidiaries that would attract a significant cost of capital. No additional deferred tax expense is recorded on prospective earnings. We hold a combined book-over-tax outside basis difference of $ 187.5 million and $ 245.1 million as of December 31, 2024 and 2023, respectively, in our investment in foreign subsidiaries on a continuing operations basis and may incur up to $ 22.1 million of local country income and withholding taxes in case of distribution of unremitted earnings. Dual-Rate Jurisdiction – Estonia and Latvia tax the corporate profits of resident corporations at different rates depending upon whether the profits are distributed. The undistributed profits of resident corporations are exempt from taxation while any distributed profits are subject to a 20 % - 22 % corporate income tax rate. The liability for the tax on distributed profits is recorded as an income tax expense in the period in which a dividend is declared. The balance of retained earnings of our Estonian subsidiary which, if distributed, would be subject to this tax was $ 87.3 million and $ 85.0 million as of December 31, 2024 and 2023, respectively. The balance of retained earnings of our Latvian subsidiary which, if distributed, would be subject to this tax was $ 32.6 million and $ 32.8 million as of December 31, 2024 and 2023, respectively. Tax Payments and Balances – We made tax payments of $ 48.1 million, $ 48.8 million and $ 46.8 million during the years ended December 31, 2024, 2023 and 2022, respectively, primarily for foreign liabilities. We received tax refunds of $ 2.0 million, $ 0.7 million and $ 1.9 million during the years ended December 31, 2024, 2023 and 2022, respectively. Total receivables for tax refunds are recorded in other current assets in the accompanying balance sheets and totaled $ 15.3 million and $ 14.2 million at December 31, 2024 and 2023, respectively. Foreign payables for taxes are recorded in accrued income taxes payable in the accompanying balance sheets and totaled $ 7.4 million and $ 9.3 million at December 31, 2024 and 2023, respectively. We have $ 18.9 million of non-current taxes receivable as of December 31, 2024. We do not have any non-current taxes receivable as of December 31, 2023. We do not have any non-current taxes payable as of December 31, 2024 and 2023. Accounting for Uncertain Tax Positions – A reconciliation of the beginning and ending amounts of unrecognized tax benefits excluding interest and penalties is as follows: (amounts in thousands) 2024 2023 2022 Balance as of January 1, $ 38,900 $ 29,300 $ 26,825 Increase for tax positions taken during the prior period 8,899 14,320 4,565 Decrease for tax positions taken during the prior period ( 742 ) — — Decrease for settlements with taxing authorities ( 2,267 ) ( 7,347 ) ( 1,527 ) Increase for tax positions taken during the current period 973 1,472 709 Decrease due to statute expiration ( 307 ) ( 159 ) ( 75 ) Currency translation ( 1,673 ) 1,314 ( 1,197 ) Balance at period end - unrecognized tax benefit $ 43,783 $ 38,900 $ 29,300 F-33 Back to top Unrecognized tax benefits were $ 43.8 million, $ 38.9 million and $ 29.3 million at December 31, 2024, 2023 and 2022, respectively. The increase is primarily related to management’s assessment of a potential liability as a result of ongoing tax audit discussions in Europe as well as uncertainty on prior years’ research and development tax credits in the U.S. The unrecognized tax benefit recorded in the current year is partially offset by an increase in deferred tax assets expected to be recovered should these liabilities be assessed. Interest and penalties related to UTPs are reported as a component of tax expense and included in the total UTP balance within deferred credits and other liabilities in the accompanying consolidated balance sheets. There were amounts accrued associated with interest and penalties of $ 3.7 million, $ 6.7 million and $ 9.8 million at December 31, 2024, 2023 and 2022, respectively. There were benefits of $ 6.6 million, $ 12.3 million and $ 18.1 million included in the balance of unrecognized tax benefits as of December 31, 2024, 2023 and 2022, respectively, that would affect the effective tax rate if recognized. Such benefits, if recognized, would be subject to a realizability assessment to the extent they increase our tax attributes. We cannot reasonably estimate the conclusion of certain non-U.S. income tax examinations and its outcome at this time. We operate in numerous U.S., state, and foreign tax jurisdictions and are generally open to examination for tax years 2012 and forward. As of December 31, 2024, the Company has subsidiaries in various state and foreign jurisdictions under audit for tax years 2011 through 2022. Note 16. Capital Stock Preferred Stock - Our Board of Directors is authorized to issue Preferred Stock from time to time in one or more series and with such rights, privileges, and preferences as the Board of Directors shall from time to time determine. We have not issued any shares of Preferred Stock. Common Stock - Common Stock includes the basis of shares outstanding plus amounts recorded as additional paid-in capital. Shares outstanding exclude the shares issued to the Employee Benefit Trust that are considered similar to treasury shares and total 193,941 shares at December 31, 2024 and 2023 with a total original issuance value of $ 12.4 million. We record share repurchases on their trade date and reduce shareholders’ equity and increase accounts payable. Repurchased shares are retired, and the excess of the repurchase price over the par value of the shares is charged to retained earnings. On July 28, 2022, the Board of Directors reduced our previous repurchase authorization of $ 400.0 million to a total aggregate value of $ 200.0 million with no expiration date. As of December 31, 2024, $ 175.7 million was remaining under the repurchase program. During the years ended December 31, 2024, and 2022, we repurchased 1,600,000 and 6,848,356 shares of our Common Stock at an average price of $ 15.18 and $ 19.12 , respectively. We did not repurchase shares of our Common Stock during the year ended December 31, 2023. Note 17. Earnings Per Share The basic and diluted income per share calculations were determined based on the following share data : Year Ended December 31, 2024 2023 2022 Weighted average outstanding shares of Common Stock basic 84,989,963 84,995,515 86,374,499 Restricted stock units, performance share units and options to purchase Common Stock — 878,520 700,677 Weighted average outstanding shares of Common Stock diluted 84,989,963 85,874,035 87,075,176 For the year ended December 31, 2024, we had net losses from operations. As a result, no potentially dilutive securities were included in the denominator for computing diluted loss per share as their inclusion would have been antidilutive. The following table provides the securities that could potentially dilute basic earnings per share in the future but were not included in the computation of diluted income per share as their inclusion would be anti-dilutive: Year Ended December 31, 2024 2023 2022 Common Stock options 1,295,477 1,374,312 1,652,320 Restricted stock units 1,033,944 66,882 738,528 Performance share units 120,824 265,465 133,467 F-34 Back to top Note 18. Stock Compensation In connection with our IPO, the Board adopted, and our shareholders approved, the Omnibus Equity Plan. Under the Omnibus Equity Plan, equity awards may be made in respect of 9,900,000 shares of our Common Stock and may be granted in the form of options, restricted stock, RSUs, stock appreciation rights, dividend equivalent rights, share awards, and performance-based awards (including performance share units and performance-based restricted stock). Share-based compensation expense included in SG&A expenses totaled $ 15.5 million, $ 17.5 million and $ 14.6 million in December 31, 2024, 2023 and 2022, respectively. As of December 31, 2024, there was $ 11.3 million of total unrecognized compensation expense related to non-vested share-based compensation arrangements. This cost is expected to be recognized over the remaining weighted-average vesting period of 1.4 years. Stock Options – Generally, stock option awards vest ratably each year on the anniversary date over a three-year period, have an exercise term of 10 years, and any vested options must be exercised within 90 days of the employee leaving the Company. The compensation cost of option awards is charged to expense based upon the graded-vesting method over the vesting periods applicable to the option awards. The graded-vesting method provides for vesting of portions of the overall awards at interim dates and results in greater expense in earlier years than the straight-line method. When options are granted, we calculate the fair value of common and Class B-1 Common Stock options using multiple Black-Scholes option valuation models. Expected volatilities are based upon a selection of public guideline companies. The risk-free rate was based upon U.S. Treasury rates. Key assumptions used in the valuation models were as follows: Year Ended December 31, 2024 2023 2022 Expected volatility 56.10 % - 60.17 % 55.06 % - 58.73 % 51.33 % - 60.06 % Expected dividend yield rate 0.00 % 0.00 % 0.00 % Weighted average term (in years) 5.5 - 6.5 5.5 - 6.5 5.5 - 6.5 Weighted average grant date fair value $ 7.47 - $ 10.87 $ 7.43 - $ 7.57 $ 5.69 - $ 11.96 Risk free rate 4.04 % - 4.34 % 3.67 % - 3.81 % 1.91 % - 3.51 % The following table represents stock option activity: Shares Weighted Average Exercise Price Per Share Aggregate Intrinsic Value (millions) Weighted Average Remaining Contract Term in Years Outstanding as of January 1, 2022 2,162,022 $ 23.31 Granted 534,631 18.18 Exercised ( 157,167 ) 11.89 Forfeited ( 822,542 ) 25.99 Balance as of December 31, 2022 1,716,944 $ 21.48 Granted 262,809 13.28 Exercised ( 66,170 ) 8.58 Forfeited ( 460,764 ) 22.00 Balance as of December 31, 2023 1,452,819 $ 20.42 Granted 375,312 18.37 Exercised ( 220,602 ) 13.03 Forfeited ( 310,863 ) 21.00 Balance as of December 31, 2024 1,296,666 $ 20.94 $ — 6.1 Exercisable as of December 31, 2024 860,744 $ 23.25 $ — 4.7 F-35 Back to top RSUs – RSUs are subject to the continued service of the recipient through the vesting date, which is generally from issuance. RSUs granted vest ratably each year on the anniversary date generally over a three-year period rather than at the end of the three-year period. Once vested, the recipient will receive one share of Common Stock for each RSU. The grant-date fair value per share used for RSUs was determined using the closing price of our Common Stock on the NYSE on the date of the grant. We apply this grant-date fair value per share to the total number of shares that we anticipate will fully vest and amortize the fair value to compensation expense over the vesting period using the straight-line method. The following table represents RSU activity: Shares Weighted Average Grant-Date Fair Value Per Share Outstanding as of January 1, 2022 1,826,392 $ 23.37 Granted 1,540,246 20.32 Vested ( 768,341 ) 22.31 Forfeited ( 600,785 ) 23.14 Balance as of December 31, 2022 1,997,512 $ 21.50 Granted 1,568,729 13.37 Vested ( 1,003,799 ) 22.33 Forfeited ( 337,800 ) 18.42 Balance as of December 31, 2023 2,224,642 $ 15.86 Granted 1,043,317 18.04 Vested ( 808,679 ) 17.44 Forfeited ( 669,184 ) 16.27 Balance as of December 31, 2024 1,790,096 $ 16.27 PSUs – PSUs are subject to continued employment of the recipient through the vesting date, which is on the third anniversary of the grant. Once vested, the recipient will receive one share of Common Stock for each vested PSU. For PSUs issued prior to 2021, the number of PSUs that vest is determined by a payout factor consisting of equally weighted performance measures of Adjusted EBITDA and Free Cash Flow, each as reported over the applicable three-year performance period and is adjusted based upon a market condition measured by our TSR over the applicable three-year performance period as compared to the TSR of the Russell 3000 index. For PSUs issued in 2021 and thereafter, the number of PSUs that vest is determined by a payout factor consisting of equally weighted pre-set three-year performance targets on ROIC and TSR. The fair value of the award is estimated using a Monte Carlo simulation approach in a risk-neutral framework to model future stock price movements based on historical volatility, risk free rates of return, and correlation matrix. F-36 Back to top The following table represents PSU activity for the awarded shares at target performance measures: Shares Weighted Average Grant-Date Fair Value Per Share Outstanding as of January 1, 2022 704,263 $ 25.39 Granted 158,587 29.24 Vested ( 202,673 ) 22.20 Forfeited ( 380,361 ) 27.79 Balance as of December 31, 2022 279,816 $ 26.61 Granted 307,273 28.67 Forfeited ( 329,293 ) 26.98 Balance as of December 31, 2023 257,796 $ 28.59 Granted 433,735 22.27 Vested ( 1,567 ) 30.70 Forfeited ( 154,504 ) 25.59 Balance as of December 31, 2024 535,460 $ 24.33 Note 19. Restructuring and Asset-Related Charges We engage in restructuring activities focused on improving productivity and operating margins. Restructuring costs primarily relate to costs associated with workforce reductions, plant consolidations and closures, and changes to the management structure to align with our operations. Other restructuring associated costs primarily consist of equipment relocation and facility restoration costs. Asset-related charges consist of accelerated depreciation and amortization of assets due to changes in asset useful lives. The following table summarizes the restructuring and asset-related charges for the periods indicated: (amounts in thousands) North America Europe Corporate and Unallocated Costs Total Consolidated Year Ended December 31, 2024 Restructuring severance and employee-related charges $ 14,146 $ 16,347 $ 1,350 $ 31,843 Other restructuring associated costs, net 8,158 5,376 — 13,534 Asset-related charges 20,513 2,006 196 22,715 Other restructuring associated costs and asset-related charges, net 28,671 7,382 196 36,249 Total restructuring and asset-related charges, net $ 42,817 $ 23,729 $ 1,546 $ 68,092 Year Ended December 31, 2023 Restructuring severance and employee-related charges $ 11,156 $ 6,074 $ 796 $ 18,026 Other restructuring associated costs, net 10,189 ( 684 ) — 9,505 Asset-related charges 7,862 348 — 8,210 Other restructuring associated costs and asset-related charges, net 18,051 ( 336 ) — 17,715 Total restructuring and asset-related charges, net $ 29,207 $ 5,738 $ 796 $ 35,741 Year Ended December 31, 2022 Restructuring severance and employee-related charges $ 6,842 $ 3,773 $ 3,223 $ 13,838 Other restructuring associated costs, net — 1,253 156 1,409 Asset-related charges 496 1,016 863 2,375 Other restructuring associated costs and asset-related charges, net 496 2,269 1,019 3,784 Total restructuring and asset-related charges, net $ 7,338 $ 6,042 $ 4,242 $ 17,622 F-37 Back to top The following is a summary of the restructuring accruals recorded and charges incurred: (amounts in thousands) 2024 2023 2022 Balance as of January 1 $ 3,375 $ 5,021 $ 153 Current period charges, net 45,377 27,531 15,247 Payments ( 40,879 ) ( 29,367 ) ( 10,273 ) Currency translation ( 268 ) 190 ( 106 ) Balance at period end $ 7,605 $ 3,375 $ 5,021 Restructuring accruals are expected to be paid within the next 12 months and are included within accrued expenses and other current liabilities in the consolidated balance sheet. On April 11, 2024, we announced plans to close two manufacturing facilities, located in Vista, California and Hawkins, Wisconsin in a continuing effort to simplify our footprint and drive operational efficiencies. As of December 31, 2024, the remaining restructuring accrual for these plans is $ 0.8 million and the remaining cash outlay is expected to be $ 4.4 million . We expect to substantially complete the facility closures by the first quarter of 2025. Costs and cash outlays associated with the plans: North America: Vista, California (Vista Composite Facility) and Hawkins, Wisconsin Total Estimated Costs Cumulative Costs to-date Costs in the Year Ended (amounts in thousands) December 31, 2024 Restructuring severance and employee-related charges, net (1) $ 6,800 $ 6,825 $ 6,825 Other restructuring associated costs (1) 7,000 4,511 4,511 Product-related cash charges (2) 6,000 5,985 5,985 Total cash charges 19,800 17,321 17,321 Asset-related charges (1) 12,300 12,261 12,261 Inventory and other product-related non-cash charges (3) 3,700 3,706 3,706 Total non-cash charges 16,000 15,967 15,967 Total costs $ 35,800 $ 33,288 $ 33,288 Total cash outlays (4) $ 26,300 $ 21,852 $ 21,852 (1) The charges incurred in the year ended December 31, 2024, were included in restructuring and asset-related charges, net in the accompanying consolidated statement of operations. (2) $ 4.1 million and $ 1.9 million of the product-related cash charges incurred in the year ended December 31, 2024, were detrimental to net sales and cost of sales, respectively, in the accompanying consolidated statement of operations. (3) The inventory and other product-related non-cash charges in the year ended December 31, 2024, were included in cost of sales in the accompanying consolidated statement of operations. (4) Total cash outlays includes $ 5.5 million of estimated cash payments related to debt repayment for financed equipment. During 2023, we announced plans to transform our European operations by changing the operating structure, eliminating certain roles and rationalizing our manufacturing footprint. We plan to close two manufacturing facilities and transfer production to other facilities within Europe. During the year ended December 31, 2024, we announced additional plans, increasing the total estimated costs by approximately $ 3.3 million to $ 24.1 million, after identifying additional opportunities to optimize our European operating structure. As of December 31, 2024, the remaining restructuring accrual for these plans is $ 4.0 million and the remaining cash outlay is expected to be $ 5.3 million. We expect to substantially complete these initiatives by the end of 2025. F-38 Back to top Costs and cash outlays associated with the plans: Europe Total Estimated Costs Cumulative Costs to-date Costs in the Year Ended Costs in the Year Ended (amounts in thousands) December 31, 2024 December 31, 2023 Restructuring severance and employee-related charges (1) $ 18,200 $ 17,365 $ 14,283 $ 3,082 Other restructuring associated costs (1) 5,300 5,149 4,725 424 Total cash charges 23,500 22,514 19,008 3,506 Asset-related non-cash charges (1) 600 600 573 27 Total costs $ 24,100 $ 23,114 $ 19,581 $ 3,533 Total cash outlays $ 23,500 $ 18,200 $ 16,100 $ 2,100 (1) The charges incurred in the years ended December 31, 2024 and 2023, were included in restructuring and asset-related charges in the accompanying consolidated statements of operations. In the third quarter of 2024, we announced plans to close two additional manufacturing facilities in Europe as part of our footprint rationalization activities. As of December 31, 2024, the remaining restructuring accrual for these plans is $ 1.2 million and the remaining cash outlay is expected to be $ 8.6 million. We expect to substantially complete the facility closures by the end of 2026. Costs and cash outlays associated with the plans: Europe: Sheffield, England and Logstor, Denmark Total Estimated Costs Cumulative Costs to-date Costs in the Year Ended (amounts in thousands) December 31, 2024 Restructuring severance and employee-related charges (1) $ 5,300 $ 2,142 $ 2,142 Other restructuring associated costs (1) 4,900 665 665 Total cash charges 10,200 2,807 2,807 Asset-related non-cash charges (1) 1,700 837 837 Total costs $ 11,900 $ 3,644 $ 3,644 Total cash outlays $ 10,200 $ 1,600 $ 1,600 (1) The charges incurred in the year ended December 31, 2024, were included in restructuring and asset-related charges in the accompanying consolidated statement of operations. In the third quarter of 2023, we announced plans to close two manufacturing facilities, located in Tijuana, Mexico and Vista, California as part of our footprint rationalization activities. As of December 31, 2024, the remaining restructuring accrual for these plans is $ 0.4 million and the remaining cash outlay is expected to be $ 0.5 million. We are substantially complete with the facility closures by the end of 2024. F-39 Back to top Costs and cash outlays associated with the plans: North America: Tijuana, Mexico and Vista, California (Vista Vinyl Facility) Total Estimated Costs Cumulative Costs to-date Costs in the Year Ended Costs in the Year Ended (amounts in thousands) December 31, 2024 December 31, 2023 Restructuring severance and employee-related charges (1) $ 7,800 $ 7,631 $ ( 182 ) $ 7,813 Other restructuring associated costs (1) 2,700 2,633 2,032 601 Total cash charges 10,500 10,264 1,850 8,414 Asset-related charges (1) 6,600 6,628 2,919 3,709 Inventory and other product-related non-cash charges (2) 1,500 1,466 — 1,466 Total non-cash charges 8,100 8,094 2,919 5,175 Total costs $ 18,600 $ 18,358 $ 4,769 $ 13,589 Total cash outlays $ 10,400 $ 9,932 $ 3,305 $ 6,627 (1) The charges incurred in the years ended December 31, 2024 and 2023, were included in restructuring and asset-related charges in the accompanying consolidated statements of operations. (2) The inventory and other product-related non-cash charges incurred during 2023 were included in cost of sales in the consolidated statement of operations. In the third quarter of 2024, we announced to employees a restructuring plan to close a manufacturing facility in Wedowee, Alabama in a continuing effort to simplify our footprint and drive operational efficiencies. As of December 31, 2024, the remaining restructuring accrual for this plan is $ 0.1 million and the remaining cash outlay is expected to be $ 0.4 million. We expect to substantially complete the facility closure by the first quarter of 2025. Costs and cash outlays associated with the plans: North America: Wedowee, Alabama Total Estimated Costs Cumulative Costs to-date Costs in the Year Ended (amounts in thousands) December 31, 2024 Restructuring severance and employee-related charges (1) $ 1,000 $ 986 $ 986 Other restructuring associated costs (1) 500 249 249 Total cash charges 1,500 1,235 1,235 Inventory non-cash charges (2) 2,100 2,112 2,112 Total costs $ 3,600 $ 3,347 $ 3,347 Total cash outlays $ 1,500 $ 1,112 $ 1,112 (1) The charges incurred in the year ended December 31, 2024, were included in restructuring and asset-related charges in the accompanying consolidated statement of operations. (2) The inventory and other product-related non-cash charges in the year ended December 31, 2024, were included in cost of sales in the accompanying consolidated statement of operations. In the first quarter of 2023, we announced to employees a restructuring plan to close a manufacturing facility in Atlanta, Georgia. We completed the plant closure during 2023, with total pre-tax restructuring expenses and other closure costs of approximately $ 17.7 million, including $ 1.1 million of capital expenditures, and total cash outlays of approximately $ 12.9 million. The primary expenses incurred were accelerated depreciation and amortization, equipment relocation costs, and restructuring severance and employee-related charges. Note 20. Held for Sale During 2021, the Company ceased the appeal process for its litigation with Steves further described in Note 25 - Commitments and Contingencies . As a result, we are required to divest the Company’s Towanda, PA operations. As of December 31, 2024 and 2023, the assets and liabilities associated with the court-ordered divestiture of Towanda qualify as held for sale. Since the Company will continue manufacturing door skins for its internal needs, the court-ordered divestiture decision did not represent a strategic shift thereby precluding the court-ordered divestiture as qualifying as a discontinued operation. F-40 Back to top The Company records net assets held for sale at the lower of the carrying value or fair value less costs to sell. Effective December 13, 2024, pursuant to an order issued by the United States District Court for the Eastern District of Virginia, Richmond Division, JWI entered into an Asset Purchase Agreement to sell JWI’s Towanda, Pennsylvania business and related assets for a purchase price of approximately $ 115 million, subject to certain adjustments and closing conditions. Effective January 17, 2025, pursuant to an order issued by the United States District Court for the Eastern District of Virginia, Richmond Division, and the previously announced Asset Purchase Agreement dated October 11, 2024 and effective December 13, 2024, JWI completed the sale of its Towanda, Pennsylvania business. In connection with the Asset Purchase Agreement, the Company recognized a $ 31.4 million goodwill impairment charge. As of December 31, 2024 and 2023, the assets and liabilities classified as held for sale are those of Towanda. As of December 31, 2024 and 2023, the related assets and liabilities included within the summary below were expected to be disposed of within the next twelve months and are included in assets held for sale and liabilities held for sale in the accompanying consolidated balance sheets. (amounts in thousands) December 31, 2024 December 31, 2023 Assets: Accounts receivable, net (1) $ 9,072 $ — Inventories 16,319 17,337 Other current assets 84 108 Property and equipment, net 64,661 50,672 Intangible assets, net 1,471 1,471 Goodwill 33,644 65,000 Operating lease assets, net 2,411 975 Allowance to reduce assets to estimated fair value, less costs to sell ( 750 ) — Assets held for sale $ 126,912 $ 135,563 Liabilities: Accounts payable (1) $ 7,431 $ — Accrued payroll and benefits 1,013 901 Accrued expenses and other current liabilities 5,959 6,126 Operating lease liability 905 37 Liabilities held for sale $ 15,308 $ 7,064 (1) The accounts receivable, net and accounts payable balances of Towanda will be assumed by the Purchaser upon closing per the Asset Purchase Agreement. Note 21. Interest Expense, Net Interest expense, net is net of capitalized interest and interest income. Capitalized interest incurred during the construction phase of significant property and equipment additions totaled $ 1.9 million, $ 1.1 million and $ 0.9 million for the years ended December 31, 2024, 2023 and 2022, respectively. In the year ended December 31, 2024, we recognized increased interest income from interest income on temporary invested cash. We recognized interest income of $ 19.0 million and $ 5.8 million in the years ended December 31, 2023 and 2022, respectively, primarily from gains on our interest rate swap agreements reclassified to interest income. Refer to Note 23 - Derivative Financial Instruments for more information . Interest expense, net also includes amortization of debt issuance costs that are amortized using the effective interest method and amortization of original issue discounts. F-41 Back to top Note 22. Other Income, Net The table below summarizes the amounts included in other income, net in the accompanying consolidated statements of operations: Year Ended December 31, (amounts in thousands) 2024 2023 2022 Cash received on investment in real estate $ ( 7,888 ) $ — $ — Income from refund of deposits for China antidumping and countervailing duties (1) ( 7,166 ) ( 6,984 ) — JW Australia Transition Services Agreement cost recovery ( 6,569 ) ( 8,281 ) — Pension expense (gain) 2,009 6,546 ( 4,940 ) Insurance reimbursement ( 1,655 ) ( 2,531 ) ( 6,343 ) Recovery of cost from receipts on impaired notes ( 1,389 ) ( 3,514 ) ( 13,953 ) Governmental assistance (2) ( 932 ) ( 1,447 ) ( 1,699 ) Foreign currency losses (gains), net 553 ( 1,614 ) ( 965 ) Income from short-term investments and forward contracts related to the JW Australia divestiture — ( 3,109 ) — Legal settlement income — — ( 10,500 ) U.S. Employee Retention Credit (3) — ( 6,073 ) — Pension plan settlement expense (4) — 4,349 — Credit for overpayments of utility expenses — — ( 1,975 ) Other items, net ( 1,736 ) ( 3,061 ) ( 13,058 ) Total other income, net $ ( 24,773 ) $ ( 25,719 ) $ ( 53,433 ) (1) Represents the refund of deposits for antidumping and countervailing duties on wood mouldings and millwork products purchased from China from 2020 to 2023. (2) Governmental assistance for the year ended December 31, 2024, consisted primarily of a grant received by our North America business and energy subsidies received by our European businesses. Governmental assistance for the year ended December 31, 2023, consisted primarily of energy subsidies received by our European businesses. Governmental assistance for the year ended December 31, 2022, consisted primarily of cash received from government pandemic assistance programs in Europe and North America as a result of COVID-19. During the year ended December 31, 2022, we recognized $ 0.6 million of government pandemic assistance within our Europe segment. (3) Represents an ERC from the U.S. government during the year ended December 31, 2023. The ERC is a refundable tax credit to partially refund qualified wages paid to employees that were unable to work during the years ended December 31, 2020 and 2021 due to COVID-related government restrictions. (4) Represents a settlement loss associated with our U.S. defined benefit pension plan resulting from a one-time lump sum payment offered to pension plan participants. Refer to Note 26 - Employee Retirement and Pension Benefits for more information. Note 23. Derivative Financial Instruments Foreign currency derivatives not designated as hedges – As a multinational corporation, we are exposed to the impact of foreign currency fluctuations. To the extent borrowings, sales, purchases, or other transactions are not executed in the local currency of the operating unit, we are exposed to foreign currency risk. In most of the countries in which we operate, the exposure to foreign currency movements is limited because the operating revenues and expenses of our business units are substantially denominated in the local currency. To mitigate the exposure, we may enter into a variety of foreign currency derivative contracts. To manage the effect of exchange fluctuations on certain intercompany transactions and intercompany loans and interest that are denominated in foreign currencies, we have foreign currency derivative contracts with a total notional amount of $ 148.4 million as of December 31, 2024. We do not use derivative financial instruments for trading or speculative purposes. We record mark-to-market changes in the values of these derivatives in other income, net. We recorded mark-to-market gains of $ 0.5 million, losses of $ 2.7 million and gains of $ 1.1 million relating to foreign currency derivatives in the years ended December 31, 2024, 2023 and 2022, respectively. Foreign currency derivatives designated as cash flow hedges – At the end of 2024 we implemented a hedging program to manage the potential changes in value associated with the amounts payable on raw material purchases that are denominated in foreign currencies to minimize the impact of the changes in foreign currencies. We have foreign currency derivative contracts, which qualify as cash flow hedges, with a total notional amount of $ 163.3 million. We record gains and losses for these contracts in AOCL to the extent that these hedges are effective and until we recognize the underlying transactions in net earnings, at which time we recognize these gains and losses in cost of sales on our consolidated statements of operations. F-42 Back to top Net unrealized pre-tax gains/losses related to foreign currency derivative contracts, which qualify as cash flow hedges included in other comprehensive income (loss) were a $ 0.3 million gain for the year ended December 31, 2024. The unrealized amount in other comprehensive income (loss) will fluctuate based on changes in the fair value of open contracts during each reporting period. As of December 31, 2024, approximately $ 0.3 million in gains is expected to be reclassified to earnings over the next 12 months. Net investment hedges – On April 18, 2023, we entered into forward contracts to sell a total of AUD 420.0 million and receive USD at exchange rates ranging from 0.6751 USD to 0.6759 USD to 1.0 AUD to mitigate the impact of the AUD currency fluctuations on our net investment in JELD-WEN Australia Pty. Ltd. We designated the forward contracts as net investment hedges. The contracts matured during the quarter ended September 30, 2023, and the gain, net of forward points, was included in the gain on the sale of JW Australia. The net proceeds are included in the proceeds (payments) related to the sale of JW Australia within our consolidated statements of cash flows. No portion of these contracts were deemed ineffective during the year ended December 31, 2023. Interest rate derivatives – We are exposed to interest rate risk in connection with our variable rate long-term debt. In May 2020, we entered into interest rate swap agreements with notional amounts aggregating to $ 370.0 million to manage this risk. The interest rate swap agreements matured in December 2023. Initially, the agreements had a weighted average fixed rate of 0.395 % swapped against one-month USD LIBOR floored at 0.00 %. In June 2023, we amended the agreements to replace LIBOR with a Term SOFR based rate. The amended agreements had a weighted average fixed rate of 0.317 % swapped against one-month USD-SOFR CME Term floored at ( 0.10 )%. All other terms and conditions were unchanged. We designated the interest rate swap agreements as cash flow hedges, and they effectively fixed the interest rate on a corresponding portion of the aggregate debt outstanding under our Term Loan Facility. In February 2024, we entered into interest rate collar agreements with a cap rate of 4.50 % paid against one-month USD-SOFR CME Term floored at 3.982 % and 3.895 % with outstanding notional amounts aggregating to $ 100.0 million corresponding to that amount of the debt outstanding under our Term Loan Facility. The interest rate collar agreements were designated as cash flow hedges of a portion of the interest obligations on our Term Loan Facility borrowings and are set to mature in February 2026. No portion of these interest rate contracts were deemed ineffective during the year ended December 31, 2024. In other comprehensive income (loss), we recorded pre-tax mark-to-market gains of $ 0.4 million, $ 1.2 million and $ 17.9 million during the years ended December 31, 2024, 2023 and 2022, respectively. We reclassified gains of $ 0.5 million, $ 17.4 million and $ 5.0 million previously recorded in other comprehensive income (loss) to interest income during the years ended December 31, 2024, 2023 and 2022, respectively. As of December 31, 2024, a nominal loss is expected to be reclassified to interest income over the next 12 months. Other derivative instruments – From time to time, we enter into other types of derivative instruments immaterial to the consolidated financial statements. Unless otherwise disclosed, these instruments are not designated as hedging instruments and mark-to-market adjustments are recorded in the statement of operations each period. The fair values of derivative instruments held are as follows: Derivative assets (amounts in thousands) Balance Sheet Location December 31, 2024 December 31, 2023 Derivatives designated as hedging instruments: Foreign currency forward contracts Other current assets $ 469 $ — Derivatives not designated as hedging instruments: Foreign currency forward contracts Other current assets $ 1,302 $ 1,186 Other derivative instruments Other current assets $ — $ 38 F-43 Back to top Derivative liabilities (amounts in thousands) Balance Sheet Location December 31, 2024 December 31, 2023 Derivatives designated as hedging instruments: Foreign currency forward contracts Accrued expenses and other current liabilities $ 135 $ — Interest rate contracts Accrued expenses and other current liabilities $ 101 $ — Interest rate contracts Deferred credits and other liabilities $ 36 $ — Other derivative instruments Accrued expenses and other current liabilities $ 185 $ — Derivatives not designated as hedging instruments: Foreign currency forward contracts Accrued expenses and other current liabilities $ 2,411 $ 2,975 Other derivative instruments Accrued expenses and other current liabilities $ 73 21 Note 24. Fair Value of Financial Instruments We record financial assets and liabilities at fair value based on FASB guidance related to fair value measurements. The guidance requires fair value to be determined based on the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. Three levels of inputs may be used to measure fair value: Level 1 – Quoted prices in active markets for identical assets or liabilities. Level 2 – Quoted market-based inputs or unobservable inputs that are corroborated by market data. Level 3 – Unobservable inputs that are not corroborated by market data. The recorded carrying amounts and fair values of these instruments were as follows: December 31, 2024 (amounts in thousands) Carrying Amount Total Fair Value Level 1 Level 2 Level 3 Assets measured at NAV (1) Assets: Cash equivalents $ 53,935 $ 53,935 $ 53,935 $ — $ — $ — Derivative assets, recorded in other current assets 1,771 1,771 — 1,771 — — Deferred compensation plan assets, recorded in other assets 5,074 5,074 — 5,074 — — Pension plan assets: Cash and short-term investments 12,446 12,446 12,446 — — — U.S. Government and agency obligations 37,990 37,990 37,990 — — — Corporate and foreign bonds 126,566 126,566 — 126,566 — — Asset-backed securities 26,309 26,309 — 26,309 — — Mutual funds 29,502 29,502 — 29,502 — — Common and collective funds 29,616 29,616 — — — 29,616 Liabilities: Debt, recorded in long-term debt and current maturities of long-term debt $ 1,191,959 $ 1,145,817 $ — $ 1,145,817 $ — $ — Derivative liabilities, recorded in accrued expenses and other current liabilities 2,905 2,905 — 2,905 — — Derivative liabilities, recorded in deferred credits and other liabilities 36 36 — 36 — — F-44 Back to top December 31, 2023 (amounts in thousands) Carrying Amount Total Fair Value Level 1 Level 2 Level 3 Assets measured at NAV (1) Assets: Cash equivalents $ 71,139 $ 71,139 $ 71,139 $ — $ — $ — Derivative assets, recorded in other current assets 1,224 1,224 — 1,224 — — Deferred compensation plan assets, recorded in other assets 2,098 2,098 — 2,098 — — Pension plan assets: Cash and short-term investments 17,317 17,317 17,317 — — — U.S. Government and agency obligations 48,600 48,600 48,600 — — — Corporate and foreign bonds 133,819 133,819 — 133,819 — — Asset-backed securities 6,885 6,885 — 6,885 — — Equity securities — — — — — — Mutual funds 34,076 34,076 — 34,076 — — Common and collective funds 38,882 38,882 — — — 38,882 Liabilities: Debt, recorded in long-term debt and current maturities of long-term debt $ 1,232,780 $ 1,209,961 $ — $ 1,209,961 $ — $ — Derivative liabilities, recorded in accrued expenses and other current assets 2,996 2,996 — 2,996 — — (1) Certain pension assets that are measured at fair value using the NAV per share (or its equivalent) practical expedient have not been classified in the fair value hierarchy. These include investments in large cap equity and commingled real estate funds, which are valued using the NAV provided by the administrator of the funds. Redemption of these funds is not subject to restriction. Derivative assets and liabilities reported in level 2 primarily include: (1) as of December 31, 2024, foreign currency derivative contracts and interest rate collar agreements; (2) as of December 31, 2023, foreign currency derivative contracts. Refer to Note 23 - Derivative Financial Instruments for more information about our derivative assets and liabilities. Deferred compensation plan assets reported in level 2 consist of mutual funds and corporate-owned life insurance. There are no material non-financial assets or liabilities as of December 31, 2024 or December 31, 2023. Note 25. Commitments and Contingencies Litigation – We are involved in various legal proceedings, claims, and government audits arising in the ordinary course of business. We record our best estimate of a loss when the loss is considered probable, and the amount of such loss can be reasonably estimated. When a loss is probable and there is a range of estimated loss with no best estimate within the range, we record the minimum estimated liability related to the lawsuit or claim. As additional information becomes available, we reassess the potential liability and revise our accruals, if necessary. Because of uncertainties related to the resolution of lawsuits and claims, the ultimate outcome may differ materially from our estimates. Other than the matters described below, there were no proceedings or litigation matters involving the Company or its property as of December 31, 2024 that we believe would have a material adverse effect on our consolidated financial position or cash flows, although they could have a material adverse effect on our operating results for a particular reporting period. Steves & Sons, Inc. v JELD-WEN, Inc. – We sell molded door skins to certain customers pursuant to long-term contracts, and these customers in turn use the molded door skins to manufacture interior doors and compete directly against us in the marketplace. We gave notice of termination of one of these contracts and, on June 29, 2016, the counterparty to the agreement, Steves & Sons, Inc. (“Steves”) filed a claim against JWI in the U.S. District Court for the Eastern District of Virginia, Richmond Division (the “Eastern District of Virginia”). The complaint alleged that our acquisition of CMI, a competitor in the molded door skins market, together with subsequent price increases and other alleged acts and omissions, violated antitrust laws, and constituted a breach of contract and breach of warranty. Specifically, the complaint alleged that our acquisition of CMI substantially lessened competition in the molded door skins market. The complaint sought declaratory relief, ordinary and treble damages, and injunctive relief, including divestiture of certain assets acquired in the CMI acquisition. F-45 Back to top In February 2018, a jury in the Eastern District of Virginia returned a verdict that was unfavorable to JWI with respect to Steves’ claims that our acquisition of CMI violated Section 7 of the Clayton Act, and found that JWI breached the supply agreement between the parties (the “Original Action”). The verdict awarded Steves $ 12.2 million for past damages under both the Clayton Act and breach of contract claims and $ 46.5 million in future lost profits under the Clayton Act claim. During the course of the proceedings in the Eastern District of Virginia, we discovered certain facts that led us to conclude that Steves, its principals, and certain former employees of the Company had misappropriated Company trade secrets, violated the terms of various agreements between the Company and those parties, and violated other laws. On May 11, 2018, a jury in the Eastern District of Virginia returned a verdict on our trade secrets claims against Steves and awarded damages in the amount of $ 1.2 million. The presiding judge entered a judgment in our favor for those damages, and the entire amount has been paid by Steves. On August 16, 2019, the presiding judge granted Steves’ request for an injunction, prohibiting us from pursuing certain claims against individual defendants pending in Bexar County, Texas (the “Steves Texas Trade Secret Theft Action”). On September 11, 2019, JWI filed a notice of appeal of the Eastern District of Virginia’s injunction to the Fourth Circuit Court of Appeals (the “Fourth Circuit”). On March 13, 2019, the presiding judge entered an Amended Final Judgment Order in the Original Action, awarding $ 36.5 million in past damages under the Clayton Act (representing a trebling of the jury’s verdict) and granted divestiture of certain assets acquired in the CMI acquisition, subject to appeal. The judgment also conditionally awarded damages in the event the judgment was overturned on appeal. Specifically, the court awarded $ 139.4 million as future antitrust damages in the event the divestiture order was overturned on appeal and $ 9.9 million as past contract damages in the event both the divestiture and antitrust claims were overturned on appeal. On April 12, 2019, Steves filed a petition requesting an award of its fees and a bill of costs, seeking $ 28.4 million in attorneys’ fees and $ 1.7 million in costs in connection with the Original Action. On November 19, 2019, the presiding judge entered an order for further relief awarding Steves an additional $ 7.1 million in damages for pricing differences from the date of the underlying jury verdict through May 31, 2019 (the “Pricing Action”). We also appealed that ruling. On April 14, 2020, Steves filed a motion for further supplemental relief for pricing differences from the date of the prior order and going forward through the end of the parties’ current supply agreement (the “Future Pricing Action”). We opposed that request for further relief. JWI filed a supersedeas bond and notice of appeal of the judgment, which was heard by the Fourth Circuit on May 29, 2020. On February 18, 2021, the Fourth Circuit issued its decision on appeal in the Original Action, affirming the Amended Final Judgment Order in part and vacating and remanding in part. The Fourth Circuit vacated the Eastern District of Virginia’s alternative $ 139.4 million lost-profits award, holding that award was premature because Steves has not suffered the purported injury on which its claim for future lost profits rests. The Fourth Circuit also vacated the Eastern District of Virginia’s judgment for Sam Steves, Edward Steves, and John Pierce on JWI’s trade secrets claims. The Fourth Circuit affirmed the Eastern District of Virginia’s finding of antitrust injury and its award of $ 36.5 million in past antitrust damages. It also affirmed the Eastern District of Virginia’s divestiture order, while clarifying that JWI retains the right to challenge the terms of any divestiture, including whether a sale to any particular buyer will serve the public interest, and made clear that the Eastern District of Virginia may need to revisit its divestiture order if the special master who has been appointed by the presiding judge cannot locate a satisfactory buyer. JWI then filed a motion for rehearing en banc with the Fourth Circuit that was denied on March 22, 2021. On May 1, 2024, JWI filed a motion to modify the Amended Final Judgment (the “Motion”) with the Eastern District of Virginia to vacate all court orders requiring divestiture of the Company’s Towanda operations and certain related assets (“Towanda”) in light of changed industry and market factors and conditions. The court-mandated divestiture process continued while the court reviewed the Motion. On October 25, 2024, the Special Master submitted a Report and Recommendation to the court recommending that the court approve the divestiture of Towanda to Woodgrain Inc. (“Woodgrain”) for approximately $ 115 million, subject to customary closing adjustments. On November 14, 2024, JWI and Steves each filed certain objections to the Report and Recommendation. On December 13, 2024, the court adopted the Special Master’s Report and Recommendation, denying JWI’s Motion, overruling JWI’s objections, and sustaining in part and overruling in part Steves’ objections. The court-ordered divestiture closed on January 17, 2025. During the pendency of the Original Action, on February 14, 2020, Steves filed a complaint and motion for preliminary injunction in the Eastern District of Virginia alleging that we breached the long-term supply agreement between the parties, including, among other claims, by incorrectly calculating the allocation of door skins owed to Steves (the “Allocation Action”). Steves sought an additional allotment of door skins and damages for violation of antitrust laws, tortious interference, and breach of contract. On April 10, 2020, the presiding judge granted Steves’ motion for preliminary injunction, and the parties settled the issues underlying the preliminary injunction on April 30, 2020, and the Company reserved the right to appeal the ruling in the Fourth Circuit. The Company believed all the claims lacked merit and moved to dismiss the antitrust and tortious interference claims. F-46 Back to top On June 2, 2020, we entered into a settlement agreement with Steves to resolve the Pricing Action, the Future Pricing Action, and the Allocation Action. As a result of the settlement, Steves filed a notice of satisfaction of judgment in the Pricing Action, withdrew its Future Pricing Action with prejudice, and filed a stipulated dismissal with prejudice in the Allocation Action. The Company also withdrew its appeal of the Pricing Action. The parties agreed to bear their own respective attorneys’ fees and costs in these actions. In partial consideration of the settlement, JWI and Steves entered into an amended supply agreement satisfactory to both parties that, by its terms, ended on September 10, 2021. This settlement had no effect on the Original Action between the parties except to agree that certain specific terms of the Amended Final Judgment Order in the Original Action would apply to the amended supply agreement during the pendency of the appeal of the Original Action. On April 2, 2021, JWI and Steves filed a stipulation regarding the amended supply agreement in the Original Action, stating that regardless of whether the case remains on appeal as of September 10, 2021, and absent further order of the court, the amended supply agreement would be extended until the divestiture of Towanda is complete and Steves’ new supply agreement with the company that acquires Towanda is in effect. We continue to believe the claims in the settled actions lacked merit and made no admission of liability in these matters. On October 7, 2021, we entered into a settlement agreement with Steves to resolve the following: (i) Steves’ past and any future claims for attorneys’ fees, expenses, and costs in connection with the Original Action, except that Steves and JWI each reserved the right to seek attorneys’ fees arising out of any challenge of the divestiture process or the final divestiture order; (ii) the Steves Texas Trade Secret Theft Action and the related Fourth Circuit appeal of the Eastern District of Virginia’s injunction in the Original Action; (iii) the past damages award in the Original Action; and (iv) any and all claims and counterclaims, known or unknown, that were asserted or could have been asserted against each other from the beginning of time through the date of the settlement agreement. As a result of the settlement, the parties filed a stipulated notice of satisfaction of the past antitrust damages judgment and a stipulated notice of settlement of Steves’ claim for attorneys’ fees, expenses, and costs against JWI in the Original Action, and Steves filed a notice of withdrawal of its motion for attorneys’ fees and expenses and bill of costs in the Original Action. The Company also filed a notice of dismissal with prejudice and agreed to take no judgment in the Steves Texas Trade Secret Theft Action, and the parties filed a joint agreement for dismissal of the injunction appeal in the Fourth Circuit. On November 3, 2021, we paid $ 66.4 million to Steves under the settlement agreement. In re JELD-WEN Holding, Inc. Derivative Litigation – On February 2, 2021, Jason Aldridge, on behalf of the Company, filed a derivative action in the U.S. District Court for the District of Delaware against certain current and former executives and directors of the Company, alleging that the individual defendants breached their fiduciary duties by allowing the wrongful acts alleged in the Steves and Cambridge actions, as well as violations of Section 14(a) and 20(a) of the Exchange Act, unjust enrichment, and waste of corporate assets among other allegations (the “Aldridge Action”). The lawsuit sought compensatory damages, equitable relief, and an award of attorneys’ fees and costs. The plaintiff filed an amended complaint on May 10, 2021. On June 21, 2021, prior to a response from the Company in the Aldridge Action, Shieta Black and the Board of Trustees of the City of Miami General Employees’ & Sanitation Employees’ Retirement Trust, on behalf of the Company, filed a derivative action in the U.S. District Court for the District of Delaware against certain current and former executives and directors of the Company and Onex Corporation (“Onex”), alleging that the defendants breached their fiduciary duties by allowing the wrongful acts alleged in the Steves and Cambridge actions, as well as insider trading, and unjust enrichment among other allegations (the “Black Action”). The lawsuit sought compensatory damages, corporate governance reforms, restitution, equitable relief, and an award of attorneys’ fees and costs. The court granted the Black and Aldridge plaintiffs in motion to consolidate the lawsuits on July 16, 2021. On June 20, 2022, the parties entered into a settlement agreement of the consolidated matters, which was approved by the Court on approval of the December 20, 2022, and the cases were dismissed with prejudice. In January 2023, the Company, as putative plaintiff, received approximately $ 10.5 million after attorneys’ fees and costs were deducted as part of the settlement. F-47 Back to top Canadian Antitrust Litigation – On May 15, 2020, Développement Émeraude Inc., on behalf of itself and others similarly situated, filed a putative class action lawsuit against the Company and Masonite in the Superior Court of the Province of Quebec, Canada, which was served on us on September 18, 2020 (“the Quebec Action”). The putative class consists of any person in Canada who, since October 2012, purchased one or more interior molded doors from the Company or Masonite. The suit alleges an illegal conspiracy between the Company and Masonite to agree on prices, the distribution of market shares and/or the production levels of interior molded doors and that the plaintiffs suffered damages in that they were charged and paid higher prices for interior molded doors than they would have had to pay but for the alleged anti-competitive conduct. The plaintiffs are seeking compensatory and punitive damages, attorneys’ fees and costs. On September 9, 2020, Kate O’Leary Swinkels, on behalf of herself and others similarly situated, filed a putative class action against the Company and Masonite in the Federal Court of Canada, which was served on us on September 29, 2020 (the “Federal Court Action”). The Federal Court Action makes substantially similar allegations to the Quebec Action and the putative class is represented by the same counsel. In February 2021, the plaintiff in the Federal Court Action issued a proposed Amended Statement of Claim that replaced the named plaintiff, Kate O’Leary Swinkels, with David Regan. The plaintiff has sought a stay of the Quebec Action while the Federal Court Action proceeds. On July 14, 2023, the Company entered into an agreement in principle with class counsel to resolve both actions for an immaterial amount, which the Company recorded in the second quarter of 2023. A formal settlement agreement was executed as of March 27, 2024, and remains subject to court approval. The Company continues to believe the plaintiffs’ claims lack merit and denies any liability or wrongdoing for the claims made against the Company. We have evaluated the claims against us and recorded provisions based on management’s judgment about the probable outcome of the litigation and have included our estimates in accrued expenses in the accompanying balance sheets. Refer to Note 10 - Accrued Expenses and Other Current Liabilities for more information. While we expect a favorable resolution to these matters, the dispute resolution process could be lengthy, and if the plaintiffs were to prevail completely or substantially in the respective matters described above, such an outcome could have a material adverse effect on our operating results, consolidated financial position, or cash flows. Self-Insured Risk – We self-insure substantially all our domestic business liability risks including general liability, product liability, warranty, personal injury, auto liability, workers’ compensation, and employee medical benefits. Excess insurance policies from independent insurance companies generally cover exposures between $ 5.0 million and $ 200.0 million for domestic product liability risk and exposures between $ 3.0 million and $ 200.0 million for auto, general liability, personal injury, and workers’ compensation. We estimate our provision for self-insured losses based upon an evaluation of current claim exposure and historical loss experience. Actual self-insurance losses may vary significantly from these estimates. At December 31, 2024 and 2023, our accrued liability for self-insured risks was $ 83.3 million and $ 89.2 million, respectively. Indemnifications – At December 31, 2024, we had commitments related to certain representations made in contracts for sale of businesses or property, including the divestiture of JW Australia. Our indemnity obligations under the relevant agreements may be limited in terms of time, amount or scope. These representations primarily relate to past actions such as responsibility for transfer taxes if they should be claimed, and the adequacy of recorded liabilities, warranty matters, employment benefit plans, income tax matters, or environmental exposures. As it relates to certain income tax related liabilities, the relevant agreements may not provide any cap for such liabilities, and the period in which we would be liable would lapse upon expiration of the statute of limitation for assessment of the underlying taxes. Because of the conditional nature of these obligations and the unique facts and circumstances involved in each particular agreement, we are unable to reasonably estimate the potential maximum exposure associated with these items. We are not aware of any material amounts claimed or expected to be claimed under these indemnities. From time to time and in limited geographic areas, we have entered into agreements for the sale of our products to certain customers that provide additional indemnifications for liabilities arising from construction or product defects. We cannot estimate the potential magnitude of such exposures, but to the extent specific liabilities have been identified related to product sales, liabilities have been provided in the warranty accrual in the accompanying consolidated balance sheets. Other Financing Arrangements – At times we are required to provide letters of credit, surety bonds, or guarantees to meet various performance, legal, warranty, environmental, workers compensation, licensing, utility, and governmental requirements. Stand-by letters of credit are provided to certain customers and counterparties in the ordinary course of business as credit support for contractual performance guarantees, advanced payments received from customers, and future funding commitments. The stated values of these letters of credit agreements, surety bonds, and guarantees were $ 70.3 million and $ 68.7 million at December 31, 2024 and 2023, respectively. F-48 Back to top Environmental Contingencies – We periodically incur environmental liabilities associated with remediating our current and former manufacturing sites as well as penalties for not complying with environmental rules and regulations. We record a liability for remediation costs when it is probable that we will be responsible for such costs and the costs can be reasonably estimated. These environmental liabilities are estimated based on current available facts and current laws and regulations. Accordingly, it is likely that adjustments to the estimated liabilities will be necessary as additional information becomes available. Short-term environmental liabilities and settlements are recorded in accrued expenses and other current liabilities in the accompanying consolidated balance sheets and totaled $ 0.1 million and $ 0.5 million at December 31, 2024 and 2023, respectively. Long-term environmental liabilities are recorded in deferred credits and other liabilities in the accompanying consolidated balance sheets and totaled $ 11.8 million and $ 11.5 million at December 31, 2024 and 2023, respectively. Everett, Washington WADOE Action – In 2007, we were identified by the WADOE as a PLP with respect to our former manufacturing site in Everett, Washington. In 2008, we entered into an Agreed Order with the WADOE to assess historic environmental contamination and remediation feasibility at the site. As part of the order, we agreed to develop a CAP, arising from the feasibility assessment. In December 2020, we submitted to the WADOE a draft feasibility assessment with an array of remedial alternatives, which we considered substantially complete. During 2021, several comment rounds were completed as well as the identification of the Port of Everett and W&W Everett Investment LLC as additional PLPs, with respect to this matter with each PLP being jointly and severally liable for the cleanup costs. The WADOE received the final feasibility assessment on December 31, 2021, containing various remedial alternatives with its preferred remedial alternatives totaling $ 23.4 million. Based on this study, we determined our range of possible outcomes to be $ 11.8 million to $ 33.4 million. On March 1, 2022, we delivered a draft CAP consistent with the preferred alternatives which was approved by WADOE in August 2023. The existing Agreed Order of 2008 was also modified with WADOE in July 2023 to support the development of the associated CAP investigation, sampling and design components. With additional information gathered from the CAP investigation during 2024, we determined the total range of possible remediation cost outcomes to be between $ 17.4 million to $ 33.6 million. We retained a provision of $ 11.8 million within our financial statements which considers the range of possible outcome costs and potential allocation of the responsibility between the identified PLPs, both of which could vary materially from our estimates. Towanda, Pennsylvania Consent Order – In December 2020, we entered into a COA with the PaDEP to remove a pile of wood fiber waste from our site in Towanda, Pennsylvania, which we acquired in connection with our acquisition of CMI in 2012, by using it as fuel for a boiler at that site. The COA replaced a 2018 Consent Decree between the Company and PaDEP. Under the COA, we are required to achieve certain periodic removal objectives and ultimately remove the entire pile by August 31, 2025. As of each of December 31, 2024 and December 31, 2023, there was $ 1.4 million in bonds posted in connection with these obligations. Failure to remove the pile by August 31, 2025, would have resulted in forfeiture of the bonds and penalties by PaDEP. During December 2024, we removed the wood fiber waste pile from the site and our removal obligations under the COA closed. Purchase Obligations - As of December 31, 2024, we have purchase obligations of $ 73.2 million due in 2025 and $ 42.2 million due in 2026 and thereafter. These purchase obligations are primarily relating to software hosting services and equipment purchase agreements. Purchase obligations are defined as purchase agreements that are enforceable and legally binding and that specify all significant terms, including quantity, price, and the approximate timing of the transaction. Note 26. Employee Retirement and Pension Benefits U.S. Defined Benefit Pension Plan Certain U.S. hourly employees participate in our defined benefit pension plan. The plan is not open to new employees. In 2020, we elected to utilize the alternative method when calculating the Pension Benefit Guarantee Corporation premiums for 2020 and the succeeding four years . We use a spot rate yield curve to estimate the pension benefit obligation and net periodic benefits costs. During the fourth quarter of 2023, we completed a balance sheet risk mitigation action related to the U.S. defined benefit pension plan by offering a one-time lump sum election option to terminated vested participants and active participants over the age of 59 1/2. As a result of lump sum elections made by participants, we settled $ 49.5 million of future obligations and recognized a pre-tax pension settlement charge of $ 4.3 million in the fourth quarter of 2023. The settlement charge, primarily comprised of the recognition of past actuarial losses, is recorded within other income, net in the consolidated statements of operations. F-49 Back to top The components of net periodic benefit cost are summarized as follows: Components of pension benefit expense - U.S. benefit plan Year Ended December 31, (amounts in thousands) 2024 2023 2022 Service cost $ 2,700 $ 7,400 $ 3,470 Interest cost 13,556 16,602 10,556 Expected return on plan assets ( 15,377 ) ( 18,860 ) ( 21,424 ) Amortization of net actuarial pension loss — 480 1,798 Settlement loss — 4,349 — Pension benefit expense (income) $ 879 $ 9,971 $ ( 5,600 ) Discount rate used to determine benefit costs 5.05 % 5.39 % 2.88 % Expected long-term rate of return on assets 5.72 % 6.20 % 5.25 % Compensation increase rate N/A N/A N/A In October 2019, the Society of Actuaries released the PRI-2012 Mortality Tables (update to RP-2014 mortality tables), which were adopted in 2019 and represent our best estimate of future experience for the base mortality table. The Society of Actuaries has released annual updates to the mortality improvement projection scale that was first released in 2014, with the most recent annual update being Scale MP-2020. We adopted the use of Scale MP-2020 as of December 31, 2020, as it represents our best estimate of future mortality improvement projection experience as of the measurement dates. We developed the discount rate based on the plan’s expected benefit payments using the WTW RATE: Link 10:90 Yield Curve. Based on this analysis, we selected a 5.57 % discount rate for our projected benefit obligation. We maintain policies for investment of pension plan assets. The policies set forth stated objectives and a structure for managing assets, which includes various asset classes and investment management styles that, in the aggregate, are expected to produce a sufficient level of diversification and investment return over time and provide for the availability of funds for benefits as they become due. The policies also provide guidelines for each investment portfolio that control the level of risk assumed in the portfolio and ensure that assets are managed in accordance with stated objectives. The plan invests primarily in publicly traded equity and debt securities as directed by the plan’s investment managers. The target asset allocation is determined by reference to the plan’s funded status percentage. The target allocation of plan assets was 76.0 % fixed income securities, 17.7 % equity securities and 6.3 % other investments, as of December 31, 2024 and 2023. The pension plan’s expected return assumption is based on the weighted average aggregate long-term expected returns of various actively managed asset classes corresponding to the plan’s asset allocation. We have selected an expected return on plan assets based on a historical analysis of rates of return, our investment mix, market conditions and other factors. Change in fair value of plan assets - U.S. benefit plan (amounts in thousands) December 31, 2024 December 31, 2023 Balance as of January 1, $ 279,579 $ 314,477 Actual return on plan assets 6,474 36,191 Benefits paid ( 21,472 ) ( 20,041 ) Administrative expenses paid ( 2,152 ) ( 4,381 ) Plan settlements — ( 46,667 ) Balance at period end $ 262,429 $ 279,579 F-50 Back to top The plan’s projected benefit obligation is determined by using weighted-average assumptions, as summarized below: Change in projected benefit obligation - U.S. benefit plan (amounts in thousands) December 31, 2024 December 31, 2023 Balance as of January 1, $ 283,896 $ 325,479 Service cost 2,700 7,400 Interest cost 13,556 16,602 Actuarial (gain) loss ( 15,039 ) 8,296 Benefits paid ( 21,472 ) ( 20,041 ) Administrative expenses paid ( 2,151 ) ( 4,381 ) Plan settlements — ( 49,459 ) Balance at period end $ 261,490 $ 283,896 Discount rate 5.57 % 5.05 % Compensation increase rate N/A N/A As of December 31, 2024, the plan’s estimated benefit payments for the next ten years are as follows (amounts in thousands): 2025 $ 18,632 2026 20,052 2027 20,169 2028 20,226 2029 20,232 2030-2034 98,712 The Company made no cash contributions to the plan for the years ended December 31, 2024 and 2023. During fiscal year 2025, no cash contributions are required to be made to the plan. The plan’s accumulated benefit obligation of $ 261.5 million is determined by taking the projected benefit obligation and removing the impact of the assumed compensation increases. The plan’s funded status is as follows: Long-term (overfunded) unfunded pension liability - U.S. benefit plan (amounts in thousands) December 31, 2024 December 31, 2023 Projected benefit obligation at end of period $ 261,490 $ 283,896 Fair value of plan assets at end of period ( 262,429 ) ( 279,579 ) (Overfunded) unfunded pension (asset) liability (1) $ ( 939 ) $ 4,317 (1) The overfunded pension liability as of December 31, 2024, is recorded in long-term other assets in the accompanying consolidated balance sheet. Net actuarial pension losses are recorded in consolidated other comprehensive income (loss) are as follows: Accumulated other comprehensive loss - U.S. benefit plan Year Ended December 31, (amounts in thousands) 2024 2023 2022 Net actuarial pension loss at beginning of period $ 26,458 $ 43,113 $ 52,832 Amortization of net actuarial loss — ( 480 ) ( 1,798 ) Net gain occurring during year ( 6,135 ) ( 11,826 ) ( 7,921 ) Settlement recognition of net actuarial loss — ( 4,349 ) — Net actuarial pension loss at end of period $ 20,323 $ 26,458 $ 43,113 Tax expense 13,773 11,113 8,059 Net actuarial pension loss at end of period, net of tax $ 34,096 $ 37,571 $ 51,172 F-51 Back to top Non-U.S. Defined Benefit Plans – We have several unfunded defined benefit plans located outside the U.S. that are country specific. Some of these plans remain open to participants and others are closed. The expenses related to these plans are recorded in the consolidated statements of operations and are determined by using weighted-average assumptions made on January 1 of each year as summarized below: Components of pension benefit expense - Non-U.S. benefit plans Year Ended December 31, (amounts in thousands) 2024 2023 2022 Service cost $ 1,222 $ 1,275 $ 1,842 Interest cost 864 879 349 Amortization of net actuarial pension loss 267 45 311 Pension benefit expense $ 2,353 $ 2,199 $ 2,502 Discount rate 2.6 % - 3.4 % 3.1 % - 3.8 % 3.3 % - 3.7 % Compensation increase rate 0.0 % - 3.0 % 0.0 % - 3.5 % 0.0 % - 3.5 % The projected benefit obligation for the non-U.S. plans is determined by using weighted-average assumptions as summarized below: Change in projected benefit obligation - Non-U.S. benefit plans (amounts in thousands) December 31, 2024 December 31, 2023 Balance as of January 1, $ 27,000 $ 24,491 Service cost 1,222 1,275 Interest cost 864 879 Actuarial gain 1,107 1,162 Benefits paid ( 1,990 ) ( 1,892 ) Cumulative translation adjustment ( 2,050 ) 1,085 Balance at period end $ 26,153 $ 27,000 Discount rate 2.6 % - 3.4 % 3.1 % - 3.8 % Compensation increase rate 0.0 % - 3.0 % 0.0 % - 3.5 % As of December 31, 2024, the estimated benefit payments for the non-U.S. plans over the next ten years are as follows: (amounts in thousands) Total 2025 $ 1,441 2026 1,383 2027 1,572 2028 1,572 2029 1,725 2030-2034 8,779 The accumulated benefit obligations of $ 23.1 million for the non-U.S. plans are determined by taking the projected benefit obligation and removing the impact of the assumed compensation increases. We expect to contribute $ 1.4 million to the non-U.S. plans in 2025. The funded status of these plans are as follows: (amounts in thousands) Unfunded pension liability - Non-U.S. benefit plans December 31, 2024 December 31, 2023 Long-term unfunded pension liability $ 21,615 $ 22,185 Current portion 4,538 4,815 Total unfunded pension liability $ 26,153 $ 27,000 F-52 Back to top The current portion of the unfunded pension liability is recorded in accrued payroll and benefits in the accompanying consolidated balance sheets. Net actuarial pension losses are recorded in consolidated other comprehensive income (loss) are as follows: (amounts in thousands) Year Ended December 31, Accumulated other comprehensive loss - Non-U.S. benefit plans 2024 2023 2022 Net actuarial pension loss at beginning of period $ 2,017 $ 2,273 $ 9,913 Amortization of net actuarial loss ( 267 ) ( 45 ) ( 532 ) Net loss (gain) occurring during year 1,107 1,163 ( 6,457 ) Effect of curtailment — — ( 167 ) Divestiture of JW Australia benefit plans — ( 1,442 ) — Cumulative translation adjustment ( 106 ) 68 ( 484 ) Net actuarial pension loss at end of period $ 2,751 $ 2,017 $ 2,273 Tax benefit ( 598 ) ( 399 ) ( 632 ) Net actuarial pension loss at end of period, net of tax $ 2,153 $ 1,618 $ 1,641 Defined Contribution Benefit Plans – We have defined contribution benefit plans covering certain U.S. and non-U.S. subsidiary employees, subject to eligibility requirements established in accordance with local statutory requirements. The total cost of these plans was $ 36.6 million, $ 36.4 million and $ 39.0 million in the years ended December 31, 2024, 2023 and 2022, respectively. F-53 Back to top Note 27. Supplemental Cash Flow Information Year Ended December 31, (amounts in thousands) 2024 2023 2022 Cash Operating Activities: Operating leases $ 45,991 $ 50,995 $ 58,575 Interest payments on financing lease obligations 537 331 161 Cash paid for amounts included in the measurement of lease liabilities $ 46,528 $ 51,326 $ 58,736 Cash Investing Activities: Purchases of securities for deferred compensation plan $ ( 3,381 ) $ ( 1,206 ) $ ( 834 ) Sale of securities for deferred compensation plan — 66 106 Change in securities for deferred compensation plan $ ( 3,381 ) $ ( 1,140 ) $ ( 728 ) Issuances of notes receivable $ ( 54 ) $ ( 58 ) $ ( 55 ) Cash received on notes receivable 100 319 149 Change in notes receivable $ 46 $ 261 $ 94 Non-cash Investing Activities: Property, equipment, and intangibles purchased in accounts payable $ 14,300 $ 10,025 $ 4,987 Property, equipment, and intangibles purchased with debt 9,707 14,045 9,779 Customer accounts receivable converted to notes receivable 504 293 49 Cash Financing Activities: Proceeds from issuance of new debt $ 350,000 $ — $ — Borrowings on long-term debt 1,225 127,336 779,977 Payments of long-term debt ( 400,633 ) ( 684,766 ) ( 767,248 ) Payments of debt issuance and extinguishment costs, including underwriting fees ( 5,770 ) ( 3,908 ) — Change in long-term debt and payments of debt extinguishment costs $ ( 55,178 ) $ ( 561,338 ) $ 12,729 Cash paid for amounts included in the measurement of finance lease liabilities $ 2,468 $ 1,880 $ 1,792 Non-cash Financing Activities: Prepaid insurance funded through short-term debt borrowings $ — $ 16,628 $ 16,486 Accounts payable converted to installment notes 5 176 1,279 Other Supplemental Cash Flow Information: Cash taxes paid, net of refunds $ 45,996 $ 48,092 $ 44,723 Cash interest paid 72,497 74,735 80,613 F-54