What changed in this filing

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Item 7. Management’s Discussion and Analysis

2023-02-09 compared with 2022-02-08 · 131 added, 148 removed, 246 unchanged (53% of the section changed)

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We sell our products through home center retailers, online retailers, wholesalers and distributors, mass merchandisers, hardware stores, direct to the consumer, professional contractors and homebuilders.

We continue to execute our strategy of leveraging our strong brand portfolio, industry-leading positions and the Masco Operating System, our methodology to drive growth and productivity, to create long-term shareholder value.

We continue to pursue our strategy of driving the full potential of our core businesses, leveraging opportunities across our enterprise, and actively managing our portfolio.

We remain confident in the fundamentals of our business and long-term strategy.

We execute our strategy by investing in our brands, developing innovative products, making capital investments, and focusing on continuous productivity improvement and operational excellence, among other initiatives.

We believe that our strong financial position and cash flow generation, together with our investments in our industry-leading branded building products, our continued focus on innovation and disciplined capital allocation, will allow us to drive long-term growth and create value for our shareholders.

We continue to leverage the Masco Operating System and continuous improvement initiatives across our enterprise to identify additional opportunities to improve our business operations.

We continue to leverage the Masco Operating System, our methodology to drive growth and productivity, and continuous improvement initiatives across our enterprise to identify additional opportunities to improve our business operations.

From time to time, we may take actions to drive efficiency in the business focused on the strategic rationalization of our businesses, including business consolidations, plant closures, headcount reductions and other cost savings initiatives.

Recent Trends

COVID-19 Impact and General Business Conditions

The COVID-19 pandemic has significantly disrupted global economic activity, including our workforce and operations, as well as the operations of our customers and suppliers.

There remains substantial uncertainty regarding the global economic impact of, and the speed and shape of the recovery from, the ongoing COVID-19 pandemic and the resulting impact on our future operations and financial results.

We are experiencing, and may continue to experience, higher commodity and transportation costs, and supply chain disruptions, particularly disruptions related to our ability to source products, components and raw materials.

We are also experiencing and may continue to experience labor cost inflation and constraints in hiring qualified employees.

We aim to offset the potential unfavorable impact of these items with productivity improvement and other initiatives.

Due to changing market conditions, we are experiencing, and may continue to experience, lower market demand for our products.

We have been experiencing, and may continue to experience, elevated commodity and other input costs, elevated transportation costs and supply chain disruptions, particularly disruptions related to our ability to source products, components and raw materials.

We have also been experiencing, and may continue to experience, employee-related cost inflation and constraints in hiring qualified employees.

While still elevated, we have recently seen some reduction of certain costs, and we aim to offset the potential unfavorable impact of our costs and lower demand for our products with productivity improvement, pricing, and other initiatives.

Consolidated Results of Operations

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Below is a summary of our net sales, in millions, for the years ended December 31, 2022 and 2021:

2021 2020 Favorable / (Unfavorable)

Year Ended December 31,

2022 2021 Change

Net sales, as reported $ 8,680 $ 8,375 $ 305

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Net sales, excluding acquisitions, divestitures and the effect of currency translation $ 8,880 $ 8,343 $ 537

Net sales for 2021 were $8.4 billion, which increased 17 percent compared to 2020.

Excluding acquisitions, divestitures and the effect of currency translation, net sales increased 13 percent.

Net sales for 2022 were $8.7 billion, which increased four percent compared to 2021.

Excluding acquisitions, divestitures and the effect of currency translation, net sales increased six percent.

Net sales for 2022 increased primarily due to:

• Higher sales volume of plumbing products which increased sales by nine percent.

• Favorable net selling prices of paints and other coating products and plumbing products increased sales by three percent.

• The acquisitions of Kraus USA Inc.

("Kraus"), Easy Sanitary Solutions B.V.

("ESS"), Work Tools International Inc.

and Elder & Jenks, LLC (collectively, "Work Tools") and Steamist, Inc.

("Steamist") increased sales by three percent.

• Favorable foreign currency translation increased sales by one percent.

• Favorable sales mix of plumbing products increased sales by one percent.

These amounts were slightly offset by:

• The divestiture of our Hüppe GmbH ("Hüppe") business decreased sales one percent.

• Higher net selling prices across the entire company which increased sales by nine percent.

These amounts were partially offset by:

• Lower sales volume which decreased sales by three percent.

• Unfavorable foreign currency translation which decreased sales by two percent.

Gross Profit and Gross Margin

Below is a summary of our gross profit, in millions, and gross margin for the years ended December 31, 2022 and 2021:

Year Ended December 31,

2022 2021 Favorable / (Unfavorable)

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The 2022 gross profit margin was negatively impacted by:

• Increased commodity, transportation and labor costs.

• Increased commodity and transportation costs.

• Higher costs due to production inefficiencies and related under absorption, as well as higher excess and obsolete inventory charges resulting from business rationalization activities.

• Lower sales volume.

• Unfavorable sales mix.

These amounts were partially offset by:

• Increased sales volume.

• Favorable net selling prices.

• Cost savings initiatives.

• Favorable sales mix.

• Higher net selling prices.

Selling, General and Administrative Expenses

Below is a summary of our selling, general and administrative expenses, in millions, and selling, general and administrative expenses as a percentage of net sales for the years ended December 31, 2022 and 2021:

Year Ended December 31,

2022 2021 (Favorable) / Unfavorable

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Selling, general and administrative expenses as percentage of net sales 16.0 % 16.9 % (90) bps

The improvement in selling, general, and administrative expenses as a percentage of sales in 2021 was primarily driven by:

• Cost savings initiatives.

• Leverage of fixed expenses due primarily to increased sales volume.

Selling, general, and administrative expenses as a percentage of net sales in 2022 was positively impacted by:

• Higher net sales resulting from favorable net selling prices.

• Lower variable compensation.

These amounts were partially offset by:

• Increase in other expenses (such as labor and marketing costs).

• Increased marketing costs.

Operating Profit

Below is a summary of our operating profit, in millions, and operating profit margins for the years ended December 31, 2022 and 2021:

2021 2020 Favorable / (Unfavorable)

Year Ended December 31,

2022 2021 Change

Operating profit, as reported $ 1,297 $ 1,405 $ (108)

Rationalization charges 32 4 28

Impairment charge for goodwill 45 — 45

Operating profit, excluding rationalization charges and impairment charge $ 1,454 $ 1,306 $ 148

Operating profit margins, as reported 16.8 % 18.0 % (120) bps

Operating profit margins, excluding rationalization charges and impairment charge 17.4 % 18.2 % (80) bps

Operating profit in 2021 was positively affected by:

• Increased sales volume.

• Favorable net selling prices.

• Cost savings initiatives.

• Favorable sales mix.

• Favorable foreign currency translation.

These positive impacts were partially offset by:

• Increased commodity costs.

• Increased other costs including transportation and marketing costs as well as increased labor costs.

• Goodwill impairment charge in our lighting business.

Impairment charges for goodwill and other intangible assets 26 45 (19)

Operating profit, excluding rationalization charges and impairment charges $ 1,355 $ 1,454 $ (99)

Operating profit margin, as reported 14.9 % 16.8 % (190) bps

Operating profit margin, excluding rationalization charges and impairment charges 15.6 % 17.4 % (180) bps

Operating profit in 2022 was negatively impacted by:

• Increased commodity and transportation costs.

• Higher costs due to production inefficiencies and related under absorption, as well as higher excess and obsolete inventory charges resulting from business rationalization activities.

• Lower sales volume.

• Unfavorable foreign currency translation.

• Increased marketing costs.

• Unfavorable sales mix.

These amounts were partially offset by:

• Higher net selling prices.

• Lower variable compensation.

• Lower goodwill and other intangible assets impairment charges in our lighting business.

OTHER INCOME (EXPENSE), NET

Interest Expense

Below is a summary of our interest expense, in millions, for the years ended December 31, 2022 and 2021:

Year Ended December 31,

2022 2021 Favorable / (Unfavorable)

Interest expense $ (108) $ (278) $ 170

The increase in interest expense is primarily due to the $168 million loss on debt extinguishment, which was recorded as additional interest expense in connection with the early retirement of debt in the first quarter of 2021, partially offset by interest savings related to debt refinancing in the first quarter of 2021.

The decrease in interest expense is primarily due to the absence of the $168 million loss on debt extinguishment, which was recorded as additional interest expense in connection with the early retirement of debt in the first quarter of 2021.

Below is a summary of our other, net, in millions, for the years ended December 31, 2022 and 2021:

Year Ended December 31,

2022 2021 Favorable / (Unfavorable)

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Other, net, for 2022 included:

• $24 million of income from the revaluation of contingent consideration related to a prior acquisition.

This amount was partially offset by:

• $10 million of net periodic pension and post-retirement benefit expense.

• $6 million of losses related to equity method investments.

Other, net, for 2021 included:

• $430 million of net periodic pension and post-retirement benefit expense, which includes $399 million of net settlement loss related to the termination of our qualified domestic defined-benefit pension plans.

• $18 million loss related to the divestiture of Hüppe.

• $18 million loss related to the divestiture of our Hüppe GmbH ("Hüppe") business.

• $16 million expense from the revaluation of contingent consideration related to a prior acquisition.

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• $11 million of earnings related to equity method investments.

Other, net, for 2020 included:

• $35 million of net periodic pension and post-retirement benefit expense.

• $10 million of realized foreign currency transaction losses.

These amounts were partially offset by:

• $10 million of dividend income related to preferred stock of ACProducts Holding, Inc.

• $9 million of income due from an escrow settlement.

Income Tax Expense

Below is a summary of our income tax expense, in millions, and our effective tax rate for the years ended December 31, 2022 and 2021:

Year Ended December 31,

2022 2021 (Favorable) / Unfavorable

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Effective tax rate 24 % 31 % (7) %

Our effective tax rate in 2021 was higher than our normalized tax rate of 25 percent due primarily to:

• $18 million additional income tax expense primarily from the loss on the termination of our qualified domestic defined-benefit pension plans providing no tax benefit in certain state jurisdictions and a shift in pre-tax income from the lower-taxed U.S.

jurisdiction to higher-taxed foreign jurisdictions.

• $4 million additional income tax expense from a loss providing no tax benefit in certain foreign jurisdictions related to the divestiture of Hüppe.

• $16 million income tax expense from the elimination of disproportionate tax effects from accumulated other comprehensive income (loss) related to our interest rate swap following the retirement of the related debt, and the termination of our qualified domestic defined-benefit pension plans.

Our effective tax rate in 2020 was lower than our normalized tax rate of 25 percent due primarily to:

• $5 million income tax benefit from a change in judgment regarding the realizability of certain deferred tax assets in our foreign jurisdictions.

• $4 million tax benefit from stock-based compensation payments.

• $6 million tax benefit due to an anticipated refund claim from the retroactive application of the exclusion of certain high-taxed foreign income from the U.S.

tax effects on Global Intangible Low-taxed Income back to 2018.

Our 2021 income tax expense included $16 million due to the elimination of disproportionate tax effects from accumulated other comprehensive income related to our debt retirement and pension plan termination and $18 million due to losses providing no tax benefit in certain jurisdictions from our pension plan termination and a business divestiture.

Refer to Note S to the consolidated financial statements for additional information.

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Below is a summary of our income and diluted income per common share from continuing operations, in millions, except per share data, for the years ended December 31, 2022 and 2021:

Year Ended December 31,

2022 2021 Favorable / (Unfavorable)

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2022 2021 2022 vs.

Operating Profit:

Operating Profit (A):

Plumbing Products $ 819 $ 929 (12) %

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Plumbing Products

Net sales in the Plumbing Products segment increased 24 percent in 2021 due primarily to higher sales volume, which increased sales by 15 percent.

The acquisitions of Kraus, ESS and Steamist increased sales by five percent.

Additionally, favorable foreign currency translation and higher net selling prices both increased sales by two percent and positive sales mix increased sales by one percent.

Such increases were slightly offset by the divestiture of Hüppe, which decreased sales by one percent.

Net sales in the Plumbing Products segment increased two percent in 2022 due primarily to favorable net selling prices, which increased sales by seven percent, and higher international plumbing sales volume which increased sales by two percent.

These amounts were partially offset by unfavorable foreign currency translation which decreased sales by four percent, lower North America plumbing sales volume which decreased sales by two percent, and the divestiture of Hüppe which decreased sales by one percent.

Operating Results

Operating profit in the Plumbing Products segment in 2021 was positively impacted by higher sales volume, favorable net selling prices, positive sales mix, cost savings initiatives and favorable currency translation.

These positive impacts were partially offset by increased commodity costs and an increase in other expenses (such as transportation and labor costs).

Operating profit in the Plumbing Products segment in 2022 was negatively impacted by increased commodity and transportation costs, higher costs due to production inefficiencies and related under absorption, higher excess and obsolete inventory charges resulting from business rationalization activities, unfavorable foreign currency translation, increased marketing costs and unfavorable sales mix.

These amounts were partially offset by favorable net selling prices and, to a lesser extent, lower variable compensation.

Decorative Architectural Products

Net sales in the Decorative Architectural Products segment increased six percent in 2021, primarily due to favorable net selling prices of paints and other coating products and to a lesser extent higher volume of builders' hardware products.

The Work Tools acquisition increased sales by one percent.

Net sales in the Decorative Architectural Products segment increased six percent in 2022, primarily due to favorable net selling prices across the segment.

These amounts were partially offset by lower sales volume across the segment.

Operating Results

Operating profit in the Decorative Architectural Products segment in 2021 was positively impacted by favorable net selling prices as well as cost savings initiatives and lower fixed expenses in our lighting business.

These positive impacts were partially offset by higher commodity costs and an increase in other expenses (such as transportation and marketing costs), as well as a goodwill impairment charge in our lighting business.

Operating profit in the Decorative Architectural Products segment in 2022 was negatively impacted by increased commodity and transportation costs, lower sales volume, higher costs due to production inefficiencies and related under absorption, higher excess and obsolete inventory charges resulting from business rationalization activities, and increased marketing costs.

These amounts were partially offset by favorable net selling prices and lower goodwill and other intangible assets impairment charges in our lighting business.

Geographic Area Results Discussion

North America

North American net sales in 2021 increased 14 percent.

Higher sales volume of plumbing products, and to a lesser extent, builders' hardware, in aggregate, increased sales by seven percent.

The acquisitions of Kraus, Work Tools and Steamist increased sales by three percent and favorable net selling prices of paints and other coating and plumbing products increased sales by three percent.

North America net sales increased five percent in 2022.

Favorable net selling prices across all of our product categories increased sales by 10 percent.

These amounts were partially offset by lower sales volume, which decreased sales by five percent.

Operating Results

Operating profit from North American operations in 2021 was positively affected by favorable net selling prices, higher sales volume, cost savings initiatives, and lower fixed expenses in our lighting business.

These positive impacts were partially offset by increased commodity costs and an increase in other expenses (such as transportation and labor costs) as well as a goodwill impairment charge in our lighting business.

North America operating profit in 2022 was negatively impacted by increased commodity and transportation costs, lower sales volume, higher costs due to production inefficiencies and related under absorption, higher excess and obsolete inventory charges resulting from business rationalization activities, and increased marketing costs.

These amounts were partially offset by favorable net selling prices, and to a lesser extent, lower variable compensation and lower goodwill and other intangible assets impairment charges in our lighting business.

International, Principally Europe

Net sales from International operations in 2021 increased 27 percent.

In local currencies (including sales in foreign currencies outside their respective functional currencies), net sales increased 21 percent.

Higher sales volume and, to a lesser extent, favorable sales mix and net selling prices of plumbing products increased sales by 21 percent and the acquisition of ESS increased sales by three percent.

Such increases were slightly offset by the divestiture of Hüppe that decreased sales by three percent.

International net sales decreased three percent in 2022.

In local currencies (including sales in currencies outside their respective functional currencies), net sales increased eight percent.

Favorable net selling prices of plumbing products increased sales by six percent.

Higher sales volume of plumbing products increased sales by five percent.

These amounts were partially offset by the divestiture of our Hüppe business which decreased sales by two percent and unfavorable sales mix which decreased sales by two percent.

Operating Results

Operating profit from International operations in 2021 was positively impacted by higher sales volume, favorable net selling prices, positive sales mix, and favorable foreign currency translation.

These positive impacts were partially offset by an increase in other expenses (such as marketing, transportation and labor costs) and increased commodity costs.

International operating profit in 2022 was negatively impacted by increased commodity and transportation costs, unfavorable foreign currency translation, wage inflation, and unfavorable sales mix.

These amounts were partially offset by favorable net selling prices and higher sales volume of plumbing products.

Liquidity and Capital Resources

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Maintaining high levels of liquidity and focusing on cash generation are among our financial strategies.

Our capital allocation strategy includes reinvesting in our business, balancing share repurchases with potential acquisitions and maintaining a meaningful dividend.

We had cash and cash investments of approximately $926 million and $1.3 billion at December 31, 2021 and 2020, respectively.

Our capital allocation strategy includes reinvesting in our business, balancing share repurchases with potential acquisitions and maintaining a relevant dividend.

We had cash and cash investments of approximately $452 million and $926 million at December 31, 2022 and 2021, respectively.

Our cash and cash investments consist of overnight interest bearing money market demand accounts, time deposit accounts, and money market mutual funds containing government securities and treasury obligations.

While we attempt to diversify these investments in a prudent manner to minimize risk, it is possible that future changes in the financial markets could affect the security or availability of these investments.

Of the cash and cash investments we held at December 31, 2021 and 2020, respectively, $490 million and $385 million, respectively, was held in our foreign subsidiaries.

Of the cash and cash investments we held at December 31, 2022 and 2021, $321 million and $490 million, respectively, was held in our foreign subsidiaries.

If these funds were needed for our operations in the U.S., their repatriation into the U.S.

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income tax or foreign withholding tax, as we have recorded such taxes on substantially all undistributed foreign earnings, except for those that are legally restricted.

Our current ratio was 1.8 to 1 at both December 31, 2021 and 2020.

Our current ratio was 1.6 to 1 and 1.8 to 1 at December 31, 2022 and 2021, respectively.

The decrease in our current ratio is primarily due to the 364-day $500 million term loan that we entered into on April 26, 2022.

Our total debt as a percent of total capitalization was 109 percent and 98 percent at December 31, 2022 and 2021, respectively.

Refer to Note L to the consolidated financial statements for additional information.

Costs of environmental responsibilities and compliance with existing environmental laws and regulations have not had, nor do we expect them to have, a material effect on our capital expenditures, financial position or results of operations.

We believe that our present cash balance and cash flows from operations, and borrowing availability under our Amended Credit Agreement, are sufficient to fund our near-term working capital and other investment needs.

We believe that our present cash balance and cash flows from operations, and borrowing availability under our 2022 Credit Agreement, are sufficient to fund our near-term working capital and other investment needs.

We believe that our longer-term working capital and other general corporate requirements will be satisfied through cash flows from operations and, to the extent necessary, from bank borrowings and future financial market activities.

However, due to the highly uncertain nature and duration or resurgence of the COVID-19 pandemic and its impact on our customer, suppliers and employees, we are unable to fully estimate the extent of the impact it may have on our future financial condition.

However, due to the changing market conditions and its impact on our customers and suppliers, we are unable to fully estimate the extent of the impact it may have on our future financial condition.

Capital Expenditures

We continue to invest in our manufacturing and distribution operations of those businesses that align with our long-term growth strategy to increase our productivity, improve customer service and support product innovation.

We continue to invest in our manufacturing and distribution operations to increase our productivity, improve customer service and support product innovation.

Capital expenditures for 2022 were $224 million, compared with $128 million for 2021.

The increase in capital expenditures in 2022 was primarily due to capacity expansion plans in our Plumbing Products and Decorative Architectural Products segments.

For 2023, capital expenditures, excluding any potential future acquisitions, are expected to be approximately $250 million.

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On March 22, 2021, proceeds from the debt issuances, together with cash on hand, were used to repay and early retire our $326 million 5.950% Notes due March 15, 2022, $500 million 4.450% Notes due April 1, 2025, and $500 million 4.375% Notes due April 1, 2026.

In connection with these early retirements, we incurred a loss on debt extinguishment of $168 million, which was recorded as interest expense in the consolidated statements of operations.

On September 18, 2020, we issued $300 million of 2.000% Notes due October 1, 2030 (the "2030 Notes") and received proceeds of $300 million, net of discount, for the issuance of the 2030 Notes.

Also on September 18, 2020, we issued an incremental $100 million on our existing 4.500% Notes due May 15, 2047 (the "2047 Notes") and received proceeds of $119 million, including a premium, for the issuance of the 2047 Notes.

The incremental $100 million formed a single series with the existing $300 million of 4.500% Notes due May 15, 2047.

The 2030 Notes and 2047 Notes are senior indebtedness and are redeemable at our option at the applicable redemption price.

On September 29, 2020, proceeds from the debt issuances were used to repay and early retire our $400 million 3.500% Notes due April 1, 2021.

In connection with this early retirement, we incurred a loss on debt extinguishment of $6 million, which was recorded as interest expense in our consolidated statements of operations.

In connection with these early retirements, we incurred a loss on debt extinguishment of $168 million, which was recorded as interest expense in the consolidated statement of operations.

Credit Agreement

On March 13, 2019, we entered into a credit agreement (the "Credit Agreement") with an aggregate commitment of $1.0 billion and a maturity date of March 13, 2024.

On December 22, 2021, we amended the Credit Agreement with the bank group (the "Amended Credit Agreement").

The Credit Agreement was amended to (i) expand the “Agreed Currencies” for which loans thereunder may be denominated outside of the swingline facility to include British Pounds Sterling and Canadian Dollars, together with their applicable interest rate benchmark, (ii) replace the London Interbank Offering Rate (“LIBOR”) with the Euro Interbank Offered Rate (“EURIBOR”) as the interest rate benchmark for purposes of loans denominated in Euros and (iii) provide mechanics for the replacement of a benchmark for an applicable Agreed Currency upon the occurrence of certain specified events.

Under the Amended Credit Agreement, at our request and subject to certain conditions, we can increase the aggregate commitment up to an additional $500 million with the current lenders or new lenders.

On April 26, 2022, we entered into a revolving credit agreement (the “2022 Credit Agreement”) with an aggregate commitment of $1.0 billion and a maturity date of April 26, 2027.

Upon entry into the 2022 Credit Agreement, our credit agreement dated March 13, 2019, as amended, with an aggregate commitment of $1.0 billion, was terminated.

Under the 2022 Credit Agreement, at our request and subject to certain conditions, we can increase the aggregate commitment up to an additional $500 million with the current lenders or new lenders.

See Note L to the consolidated financial statements for additional information.

The Amended Credit Agreement contains financial covenants requiring us to maintain (A) a net leverage ratio, as adjusted for certain items, not exceeding 4.0 to 1.0, and (B) a minimum interest coverage ratio, as adjusted for certain items, not less than 2.5 to 1.0.

We were in compliance with all covenants and no borrowings were outstanding under our Amended Credit Agreement at December 31, 2021.

The 2022 Credit Agreement contains financial covenants requiring us to maintain (A) a net leverage ratio, as adjusted for certain items, not exceeding 4.0 to 1.0, and (B) an interest coverage ratio, as adjusted for certain items, not less than 2.5 to 1.0.

We were in compliance with all covenants and no borrowings were outstanding under our 2022 Credit Agreement at December 31, 2022.

As of the date of this report, $69 million was borrowed and outstanding at a weighted average interest rate of 5.800%.

364-day Term Loan

On April 26, 2022, we entered into a 364-day $500 million senior unsecured delayed draw term loan due April 26, 2023 with a syndicate of lenders.

The senior unsecured term loan and commitments thereunder are subject to prepayment or termination at our option and the loans will bear interest at SOFR plus a spread adjustment and 0.70%.

The covenants, including the financial covenants, are substantially the same as those in the 2022 Credit Agreement.

We repaid $300 million during 2022.

Corporate Development Strategy

We expect to maintain a balanced growth strategy pursuing organic growth by maximizing the full potential of our existing businesses and, as appropriate, complementing our existing business with strategic acquisitions.

In addition, we actively manage our portfolio of companies by divesting of those businesses that do not align with our long-term growth strategy.

In addition, we actively manage our portfolio of companies by divesting those businesses that do not align with our long-term growth strategy.

We will continue to review all of our businesses to determine which businesses, if any, may not align with our long-term growth strategy.

During 2021, we acquired a 75.1 percent equity interest in ESS, a manufacturer of shower channel drains and offers a wide range of products for barrier-free showering and bathroom wall niches, for approximately €47 million ($58 million), including $52 million of cash and $6 million of debt that will be paid out over two years.

We also acquired all of the share capital of Steamist, a manufacturer of residential steam bath products that are complementary to many of our plumbing products, for approximately $56 million in cash.

During 2020, we acquired substantially all of the net assets of Kraus, a designer and distributor of sinks, faucets and accessories for the kitchen and bathroom, as well as Work Tools, a leading manufacturer of high-quality precision painting tools and accessories including brushes, rollers and mini rollers for DIY and professionals.

Additionally, we acquired all of the share capital of SmarTap A.Y Ltd.

("SmarTap"), a developer of a smart bathing system that monitors and controls the temperature and flow of water.

We acquired these businesses for a combined $175 million of cash and $5 million of debt.

During 2021, we completed the divestiture of our Hüppe business, a manufacturer of shower enclosures and shower trays.

During 2021, our Hansgrohe SE subsidiary acquired a 75.1 percent equity interest in Easy Sanitary Solutions B.V., a manufacturer of shower channel drains that offers a wide range of products for barrier-free showering and bathroom wall niches, for approximately €47 million ($58 million), including $52 million of cash and $6 million of debt that will be paid out over two years.

During 2021, we also acquired all of the share capital of Steamist, Inc., a manufacturer of residential steam bath products that are complementary to many of our plumbing products, for approximately $56 million in cash.

During 2021, we completed the divestiture of Hüppe, a manufacturer of shower enclosures and shower trays.

In connection with the divestiture, we recognized a loss of $18 million.

During 2020, we completed the divestiture of our Masco Cabinetry LLC ("Cabinetry") business, a manufacturer of cabinetry products, for proceeds of approximately $989 million, including $853 million, net of cash disposed.

In connection with the divestiture, we recognized a gain of $585 million.

During 2022, we recorded a $2 million pre-tax post-closing gain related to the finalization of working capital items in connection with the divestiture.

Share Repurchases

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This included 0.6 million shares to offset the dilutive impact of restricted stock units granted in 2022.

At December 31, 2021, we had $1,128 million remaining under the 2021 authorization.

Effective October 20, 2022, our Board of Directors authorized the repurchase, for retirement, of up to $2.0 billion of shares of our common stock in open-market transactions or otherwise, replacing the previous Board of Directors authorization established in 2021.

At December 31, 2022, we had $2.0 billion remaining under the 2022 authorization.

Consistent with past practice and as part of our long-term capital allocation strategy, we anticipate using approximately $500 million of cash for share repurchases (including shares which will be purchased to offset any dilution from restricted stock units granted as part of our compensation programs) in 2023.

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Dividend to holders of our Common Shares

In the second quarter of 2021 we increased our quarterly dividend to $0.235 per common share from $0.14 per common share in order to increase the annual dividend to $0.94 per share.

We paid a quarterly dividend of $0.28 per common share for an annual dividend of $1.12 per share.

As part of our capital allocation strategy, the Board of Directors declared a quarterly dividend of $0.285 per share in the first quarter of 2023 with the intention to increase the annual dividend to $1.14 per share.

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The amounts owed to participating financial institutions under the program and included in accounts payable for our continuing operations were $29 million and $43 million at December 31, 2022 and 2021, respectively.

We account for all payments made under the program as a reduction to our cash flows from operations and reported within our increase (decrease) in accounts payable and accrued liabilities, net, line within our consolidated statements of cash flows.

The amounts settled through the program and paid to participating financial institutions were $220 million and $146 million for our continuing operations during the years ended December 31, 2021 and 2020, respectively.

We account for all payments made under the program as a reduction to our cash flows from operations and reported within our (decrease) increase in accounts payable and accrued liabilities, net, line within our consolidated statements of cash flows.

The amounts settled through the program and paid to participating financial institutions were $188 million and $220 million for our continuing operations during 2022 and 2021, respectively.

A downgrade in our credit rating or changes in the financial markets could limit the financial institutions’ willingness to commit funds to, and participate in, the program.

We do not believe such risk would have a material impact on our working capital or cash flows, as substantially all of our payments are made outside of the program.

We utilize derivative and hedging instruments to manage our exposure to currency fluctuations, primarily related to the European euro, British pound, the Chinese renminbi and the U.S.

We utilize derivative and hedging instruments to manage our exposure to currency fluctuations, primarily related to the European euro, British pound sterling, the Chinese renminbi and the U.S.

occasionally, we have also used derivative and hedging instruments to manage interest rate fluctuations, primarily related to debt issuances.

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Capital expenditures (224) (128)

Proceeds from term loan 500 —

Payment of term loan (300) —

Debt extinguishment costs — (160)

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Other, net (8) (3)

Cash (decrease) increase $ (400) $ 629

Cash decrease $ (474) $ (400)

Our working capital days were as follows:

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Operating Activities

Net cash provided by operations of $930 million primarily benefited from higher operating profit, partially offset by changes in working capital, pension contributions related to the settlement of our qualified domestic defined-benefit pension plans and deferred income taxes.

Net cash provided by operations of $840 million primarily benefited from operating profit, partially offset by changes in working capital, primarily lower accounts payable and accrued liabilities balances.

Financing Activities

Net cash used for financing activities was $1,298 million, which included $1,326 million for the early retirement of our 5.950% Notes due March 15, 2022, 4.450% Notes due April 1, 2025, and 4.375% Notes due April 1, 2026 and $160 million of related debt extinguishment costs.

Net cash used for financing activities was also impacted by $1,026 million for the repurchase and retirement of our common stock (including 0.7 million shares repurchased to offset the dilutive impact of restricted stock units granted in 2021), $211 million for the payment of cash dividends, $43 million for dividends paid to noncontrolling interest and $15 million for employee withholding taxes paid on stock-based compensation.

These uses of cash were partially offset by proceeds, net of issuance costs, of $1,481 million due to the issuances of $600 million of 1.500% Notes due February 15, 2028, $600 million of 2.000% Notes due February 15, 2031 and $300 million of 3.125% Notes due February 15, 2051.

Net cash used for financing activities was $1,066 million, primarily due to $914 million for the repurchase and retirement of our common stock (including 0.6 million shares repurchased to offset the dilutive impact of restricted stock units granted in 2022), $300 million for the partial payment of the 364-day term loan, $258 million for the payment of cash dividends, $68 million for dividends paid to noncontrolling interest and $17 million for employee withholding taxes paid on stock-based compensation.

These uses of cash were partially offset by $500 million in proceeds from the 364-day term loan.

Investing Activities

Net cash used for investing activities was $12 million, primarily driven by $128 million of capital expenditures and $56 million for the acquisition of Steamist, partially offset by the $166 million received, in cash, for the redemption of the preferred stock of ACProducts Holding Inc.

Net cash used for investing activities was $230 million, primarily driven by $224 million of capital expenditures.

Commitments and Contingencies

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We believe that the following critical accounting policies are affected by significant judgments and estimates used in the preparation of our consolidated financial statements.

Revenue Recognition and Receivables

Revenue Recognition

We recognize revenue as control of our products is transferred to our customers, which is generally at the time of shipment or upon delivery based on the contractual terms with our customers.

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This determination is updated each reporting period.

We monitor our exposure for credit losses on customer receivable balances and the credit worthiness of customers on an on-going basis and maintain allowances for doubtful accounts receivable for estimated losses resulting from the inability of our customers to make required payments.

Allowances are estimated based upon specific customer balances, where a risk of loss has been identified, and also include a provision for losses based upon historical collection experience and write-off activity as well as reasonable and supportable forecast information that considers macro-economic factors and industry-specific trends associated with our businesses, among others.

A separate allowance is recorded for customer incentive rebates and is generally based upon sales activity.

Goodwill and Other Intangible Assets

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Our assumptions included U.S.

and Eurozone Gross Domestic Product growing at approximately 3.8 percent and 4.5 percent, respectively, in 2022 and per annum over the five-year forecast.

and Eurozone Gross Domestic Product growing at approximately 1.3 percent and 1.5 percent, respectively, in 2023, and 2.0 percent and 1.5 percent, respectively, per annum over the remainder of the five-year forecast.

We utilize our weighted average cost of capital of approximately 8.75 percent as the basis to determine the discount rate to apply to the estimated future cash flows.

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If the carrying amount of a reporting unit exceeds its fair value, an impairment loss is recognized to the extent that a reporting unit's recorded carrying value exceeds its fair value, not to exceed the carrying amount of goodwill in that reporting unit.

In the fourth quarter of 2021, we recognized a $45 million non-cash goodwill impairment charge related to a reporting unit within our Decorative Architectural Products segment due to competitive market conditions and higher inflationary costs in our lighting business.

As of December 31, 2021, the impaired reporting unit had a remaining net goodwill balance of $19 million.

In the fourth quarter of 2022, we recognized a $19 million non-cash goodwill impairment charge related to a reporting unit within our Decorative Architectural Products segment due to competitive market conditions, higher inflationary costs and increased cost of capital in our lighting business.

There is no remaining goodwill associated with the impaired reporting unit.

A 10 percent decrease in the estimated fair value of our other reporting units would not have resulted in any additional goodwill impairment.

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We utilize our weighted average cost of capital of approximately 8.75 percent as the basis to determine the discount rate to apply to the estimated future cash flows.

In 2021, based upon our assessment of the risks impacting each of our businesses and the nature of the trade name, we applied a risk premium to increase the discount rate to a range of 10.0 percent to 15.5 percent for our other indefinite-lived intangible assets.

In the fourth quarter of 2021, we estimated that future discounted cash flows projected for our other indefinite-lived intangible assets were greater than the carrying values.

Accordingly, we did not recognize any impairment charges for other indefinite-lived intangible assets.

In 2022, based upon our assessment of the risks impacting each of our businesses and the nature of the other indefinite-lived intangible assets (i.e., trade name), we applied a risk premium to increase the discount rate to a range of 11.25 percent to 13.75 percent for our other indefinite-lived intangible assets.

If the carrying amount of an other indefinite-lived intangible asset exceeds its fair value, an impairment loss is recognized to the extent that an other indefinite-lived intangible asset's recorded carrying value exceeds its fair value, not to exceed the carrying amount of the other indefinite-lived intangible asset.

In the fourth quarter of 2022, we recognized a $7 million non-cash impairment charge related to a registered trademark within our Decorative Architectural Products segment due to competitive market conditions and increased cost of capital in our lighting business.

As of December 31, 2022, the impaired other indefinite-lived intangible asset had a remaining net carrying value of $43 million.

A 10 percent decrease in the estimated fair value of our other indefinite-lived intangibles assets would not have resulted in an impairment for any of our other indefinite-lived intangible assets.

Refer to Note H for additional information.

Deferred taxes are recognized based on the future tax consequences of differences between the financial statement carrying value of assets and liabilities and their respective tax basis.

The future realization of deferred tax assets depends on the existence of sufficient taxable income in future periods.

Possible sources of taxable income include taxable income in carryback periods, the future reversal of existing taxable temporary differences recorded as a deferred tax liability, tax-planning strategies that generate future income or gains in excess of anticipated losses in the carryforward period and projected future taxable income.

If, based upon all available evidence, both positive and negative, it is more likely than not (more than 50 percent likely) such deferred tax assets will not be realized, a valuation allowance is recorded.

The need to maintain a valuation allowance against deferred tax assets may cause greater volatility in our effective tax rate.

Significant weight is given to positive and negative evidence that is objectively verifiable.

A company's three-year cumulative loss position is significant negative evidence in considering whether deferred tax assets are realizable, and the accounting guidance restricts the amount of reliance we can place on projected taxable income to support the recovery of the deferred tax assets.

Based upon all available evidence, primarily three-year cumulative loss positions in certain state and foreign tax jurisdictions, we determined that it is more likely than not certain deferred tax assets will not be realized.

As a result, we maintain a $17 million valuation allowance on certain state and foreign deferred tax assets as of December 31, 2021.

We record deferred taxes on the future tax consequences of differences between the financial statement carrying value of our assets and liabilities and their respective tax basis.

The realization of deferred tax assets depends on sufficient sources of taxable income in future periods.

If, based upon all available evidence, both positive and negative, it is more likely than not such deferred tax assets will not be realized, a valuation allowance is recorded.

Significant weight is given to evidence that is objectively verifiable such as cumulative losses in recent years, however, some evidence may be based on estimates and assumptions regarding potential sources of future taxable income.

Changes in these estimates and assumptions may result in a change in judgment regarding the realizability of deferred tax assets.

Refer to Note S for additional information.

Recently Adopted and Issued Accounting Pronouncements

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What changed 10-K

Item 7. Management’s Discussion and Analysis