What changed in this filing

/stocks — the workspaceLOADING

Item 2. Management’s Discussion and Analysis

2024-08-06 compared with 2024-05-02 · 218 added, 111 removed, 141 unchanged (70% of the section changed)

Management’s Discussion and Analysis of Financial Condition and Results of Operations

We are an integrated producer of high-performance advanced engineered materials used in a variety of electrical, electronic, thermal, and structural applications.

We are an integrated producer of high-performance advanced engineered materials used in a variety of electronic, thermal, and structural applications.

Our products are sold into numerous end markets, including semiconductor, industrial, aerospace and defense, automotive, consumer electronics, energy, and telecom and data center.

RESULTS OF OPERATIONS

First Quarter

First Quarter Ended

March 29, March 31, $ %

Second Quarter

Second Quarter Ended

June 28, June 30, $ %

(Thousands, except per share data) 2024 2023 Change Change

7 unchanged sentences

R&D expense as a % of value-added sales 3 % 3 %

Restructuring (income) expense 1,620 664 956 144 %

Restructuring expense 3,048 1,454 1,594 — %

Other—net 4,446 6,192 (1,746) (28) %

3 unchanged sentences

Income before income taxes 23,900 28,429 (4,529) (16) %

Income tax expense (benefit) 1,204 4,580 (3,376) (74) %

Income tax expense 4,864 4,347 517 12 %

Net income $ 19,036 $ 24,082 $ (5,046) (21) %

Diluted earnings per share $ 0.91 $ 1.15 $ (0.24) (21) %

NM = Not Meaningful

Net sales of $385.3 million in the first quarter of 2024 decreased $57.2 million from $442.5 million in the first quarter of 2023.

Volume decreases in the semiconductor (13%), industrial (28%), energy (34%) and automotive (28%) end markets were partially offset by volume increases in the aerospace and defense end market (32%).

Net sales of $425.9 million in the second quarter of 2024 increased $27.3 million from $398.6 million in the second quarter of 2023.

The increase in net sales was primarily attributable to the Electronic Materials and Performance Materials segments.

Volume increases in the semiconductor (12%), consumer electronics (30%) and aerospace and defense (29%) end markets were partially offset by decreases in the energy (27%) and telecom and data center (53%) end markets.

Additionally, there was a $4.5 million year over year increase in the volume of raw material beryllium hydroxide sales compared to the second quarter of 2023.

See Note B to the Consolidated Financial Statements for additional details on the year over year changes in our net sales by segment and market.

The change in precious metal and copper prices favorably impacted net sales during the first quarter of 2024 by $3.7 million.

Value-added sales is a non-GAAP financial measure that removes the impact of pass-through metal costs and allows for analysis without the distortion of the movement or volatility in metal prices and changes in mix due to customer-supplied material.

The change in precious metal and copper prices favorably impacted net sales during the second quarter of 2024 by $14.5 million compared to the prior year period.

Value-added sales is a non-GAAP financial measure that removes the impact of pass-through precious metal market costs and allows for analysis without the distortion of the movement or volatility in precious metal market prices and changes in mix due to customer-supplied material.

Internally, we manage our business on this basis, and a reconciliation of net sales, the most directly comparable GAAP financial measure, to value-added sales is included herein.

Value-added sales of $257.8 million in the first quarter of 2024 decreased $40.7 million, or 14%, compared to the first quarter of 2023.

The decrease was driven by volume decrease in the semiconductor (25%), industrial (29%), energy (36%) and automotive (32%) end markets partially off set by a volume increase in the aerospace and defense (41%) end market.

Gross margin in the first quarter of 2024 was $71.2 million, a decrease of 22% compared to the first quarter of 2023.

Gross margin expressed as a percentage of value-added sales decreased to 28% in the first quarter of 2024 from 31% in the first quarter of 2023.

Gross margin decreased from the prior year primarily due to impact of lower volumes and related unabsorbed costs.

Additionally, gross margin was unfavorably impacted by higher pre-production costs associated with the expansion of the new wide area clad facility.

SG&A expense was $35.8 million in the first quarter of 2024, compared to $40.3 million in the first quarter of 2023.

The decrease in SG&A expense was primarily due to various cost savings initiatives implemented throughout 2023 and during the first quarter of 2024.

Expressed as a percentage of value-added sales, SG&A expense was 14% in both the first quarter of 2024 and 2023.

R&D expense consists primarily of direct personnel costs for pre-production evaluation and testing of new products, prototypes, and applications.

R&D spend was 3% of value-added sales in both the first quarter of 2024 and 2023.

Restructuring (income) expense consists primarily of cost reduction actions taken in order to reduce our fixed cost structure.

In the first quarter of 2024, we recorded a combined total of $1.6 million of restructuring charges across all segments, compared to $0.7 million of restructuring charges in the first quarter of 2023 recorded in our Electronic Materials and Precision Optics segments.

Other-net was $4.4 million of expense in the first quarter of 2024, or a $1.4 million decrease from the first quarter of 2023, primarily driven by a $0.9 million decrease in metal consignment fees.

Refer to Note E to the Consolidated Financial Statements for details of the major components within Other-net.

Other non-operating (income) expense-net includes components of pension and post-retirement expense other than service costs.

Value-added sales of $279.8 million in the second quarter of 2024 increased $11.6 million, or 4%, compared to the second quarter of 2023.

Volume increases in the consumer electronics (33%), aerospace and defense (32%) and semiconductor (6%) end markets were partially offset by decreases in the industrial (22%), telecom and data center (51%) and energy (27%) end markets.

Additionally, there was a $4.5 million year over year increase in the volume of raw material beryllium hydroxide sales compared to the second quarter of 2023.

Gross margin in the second quarter of 2024 was $80.9 million, a decrease of 9% compared to the second quarter of 2023.

Gross margin expressed as a percentage of value-added sales was 29% in second quarter of 2024, compared to 33% in the second quarter of 2023.

The decrease in gross margin is primarily due to unfavorable price/mix as well as higher costs associated with the production ramp of the precision clad strip facility.

Additionally, gross margin was impacted by unfavorable production variances incurred in the first quarter 2024 and amortized in the second quarter of 2024 as the inventory was sold.

SG&A expense was $33.6 million in the second quarter of 2024, compared to $38.9 million in the second quarter of 2023.

The decrease in SG&A expense was primarily due to various cost savings initiatives implemented throughout 2023 and during the

first half of 2024.

Expressed as a percentage of value-added sales, SG&A expense was 12% and 15% in the second quarter of 2024 and 2023, respectively.

R&D expense consists primarily of direct personnel costs for product innovation including pre-production development, evaluation, and testing of new products, prototypes, and applications to deliver new high performing advanced materials to our customers.

R&D expense accounted for 3% of value-added sales in the second quarter of both 2024 and 2023.

Restructuring expense consists primarily of cost reduction actions taken in order to reduce our fixed cost structure.

In the second quarter of 2024, we recorded a combined total of $3.0 million of restructuring charges in our Performance Materials, Electronic Materials, Precision Optics and Other segments.

Refer to Note E to the Consolidated Financial Statements for details.

Other-net was $4.4 million of expense in the second quarter of 2024, or a decrease of $1.7 million from the second quarter of 2023.

Refer to Note D to the Consolidated Financial Statements for details of the major components within Other-net.

Other non-operating (income)-net includes components of pension and post-retirement expense other than service costs.

Refer to Note J to the Consolidated Financial Statements for details of the components.

Interest expense-net was $8.3 million and $7.5 million in the first quarter of 2024 and 2023, respectively.

The increase in interest expense is primarily due to an increase in interest rates compared to the prior year period.

Income tax expense for the first quarter of 2024 was expense of $1.2 million, compared to $4.6 million in the first quarter of 2023.

The effective tax rate for the first quarter of 2024 and 2023 was 8.2% and 15.2%, respectively.

The effective tax rate for the first quarter of 2024 was lower than the statutory tax rate primarily due to the impact of percentage depletion, the foreign derived intangible income deduction, and excess tax benefits from stock-based compensation awards.

Interest expense-net was $8.8 million and $7.6 million in the second quarter of 2024 and 2023, respectively.

The increase in interest expense is primarily due to an increase in interest rates and increased borrowings compared to the prior year period.

Income tax expense for the second quarter of 2024 was $4.9 million, compared to $4.3 million in the second quarter of 2023.

The effective tax rate for the second quarter of 2024 and 2023 was 20.4% and 15.3%, respectively.

The effective tax rate for 2024 is lower than the statutory tax rate primarily due to the impact of percentage depletion and the foreign derived intangible income deduction.

The effective tax rate for 2023 was lower than the statutory tax rate primarily due to the impact of percentage depletion, research and development and production tax credits, and the foreign derived intangible income deduction.

See Note F to the Consolidated Financial Statements for additional discussion.

Six Months Ended

June 28, June 30, $ %

(Thousands, except per share data) 2024 2023 Change Change

Net sales $ 811,153 $ 841,076 $ (29,923) (4) %

Value-added sales 537,681 566,819 (29,138) (5) %

Gross margin 152,071 180,391 (28,320) (16) %

Gross margin as a % of value-added sales 28 % 32 %

SG&A expense 69,445 79,247 (9,802) (12) %

SG&A expense as a % of value-added sales 13 % 14 %

R&D expense 14,844 14,776 68 — %

R&D expense as a % of value-added sales 3 % 3 %

Restructuring expense 4,668 2,118 2,550 120 %

Other—net 8,803 11,966 (3,163) (26) %

Operating profit 54,311 72,284 (17,973) (25) %

Other non-operating (income)—net (1,283) (1,456) 173 (12) %

Interest expense—net 17,081 15,142 1,939 13 %

Income before income taxes 38,513 58,598 (20,085) (34) %

Income tax expense 6,068 8,928 (2,860) (32) %

Net income $ 32,445 $ 49,670 $ (17,225) (35) %

Diluted earnings per share $ 1.55 $ 2.38 $ (0.83) (35) %

Net sales of $811.2 million in the first six months of 2024 decreased $29.9 million from $841.1 million in the first six months of 2023.

Volume decreases in the energy (31%), industrial (20%), automotive (21%) and telecom and data center (37%) end markets were partially offset by increases in the aerospace and defense (31%) and consumer electronics (14%) end markets.

Additionally, there was a $4.5 million year over year increase in the volume of raw material beryllium hydroxide sales

compared to the first six months of 2023.

See Note B to the Consolidated Financial Statements for additional details on the year over year changes in our net sales by segment and market.

The change in precious metal and copper market prices favorably impacted net sales during the first six months of 2024 by $18.2 million compared to the prior year period.

Value-added sales of $537.7 million in the first six months of 2024 decreased $29.1 million, or 5%, compared to the first six months of 2023.

Volume decreases in the semiconductor (12%), energy (31%), industrial (26%), automotive (25%) and telecom and data center (37%) end markets were partially offset by an increase in the aerospace and defense (36%) and consumer electronics (15%) end markets when compared to the first six months of 2023.

Additionally, there was a $4.5 million year over year increase in the volume of raw material beryllium hydroxide sales compared to the first six months of 2023.

Gross margin in the first half of 2024 was $152.1 million, a decrease of 16% compared to the first half of 2023.

Gross margin expressed as a percentage of value-added sales decreased to 28% in the first six months of 2024 from 32% in the first six months of 2023.

Gross margin decreased from the prior year period primarily due to impact of lower volumes and related unabsorbed costs.

Additionally, gross margin was unfavorably impacted by higher costs associated with the production ramp of the precision clad strip facility.

SG&A expense was $69.4 million in the first six months of 2024, compared to $79.2 million in the first six months of 2023.

The decrease in SG&A expense was primarily due to various cost savings initiatives implemented throughout 2023 and during the first half of 2024.

Expressed as a percentage of value-added sales, SG&A expense was 13% and 14% in the first half of 2024 and 2023, respectively.

R&D expense accounted for 3% of value-added sales in the first half of both 2024 and 2023.

Restructuring expense consists primarily of cost reduction actions taken in order to reduce our fixed cost structure.

In the first six months of 2024, we recorded a combined total of $4.7 million of restructuring charges in our Performance Materials, Electronic Materials, Precision Optics and Other segments.

In the first six months of 2023, we recorded a combined total of $2.1 million of restructuring charges in our Performance Materials, Electronic Materials and Precision Optics segments.

Refer to Note E to the Consolidated Financial Statements for details.

Other-net was $8.8 million of expense in the first six months of 2024, or a $3.2 million decrease from the first six months of 2023.

Refer to Note D to the Consolidated Financial Statements for details of the major components within Other-net.

Other non-operating (income)-net includes components of pension and post-retirement expense other than service costs.

Refer to Note J to the Consolidated Financial Statements for details of the components.

Interest expense-net was $17.1 million and $15.1 million in the first six months of 2024 and 2023, respectively.

The increase in interest expense is primarily due to an increase in interest rates and borrowings compared to the prior year period.

Income tax expense for the first half of 2024 was $6.1 million, compared to $8.9 million in the first half of 2023.

The Company's effective tax rate for the first six months of 2024 and 2023 was 15.8% and 15.2%, respectively.

The effective tax rate for the first six months of 2024 includes a net discrete income tax benefit of $0.2 million primarily consisting of $1.0 million of excess tax benefits from stock-based compensation awards offset by a $1.1 million valuation allowance recorded against deferred tax assets that are not likely to be realized for one of the Company’s foreign subsidiaries.

The effective tax rate for the first six months of 2023 included a net discrete income tax benefit of $1.0 million, primarily related to excess tax benefits from stock-based compensation awards.

See Note F to the Consolidated Financial Statements for additional discussion.

Value-Added Sales - Reconciliation of Non-GAAP Financial Measure

A reconciliation of net sales to value-added sales, a non-GAAP financial measure, for each reportable segment and for the total Company for the first quarter of 2024 and 2023 is as follows:

First Quarter Ended

March 29, March 31,

A reconciliation of net sales to value-added sales, a non-GAAP financial measure, for each reportable segment and for the total Company for the second quarter and first six months of 2024 and 2023 is as follows:

Second Quarter Ended Six Months Ended

June 28, June 30, June 28, June 30,

(Thousands) 2024 2023 2024 2023

2 unchanged sentences

Precision Optics 25,666 25,050 50,337 51,742

Other — — — —

Total $ 425,866 $ 398,551 $ 811,153 $ 841,076

3 unchanged sentences

Precision Optics 44 22 71 44

Other — — — —

Total $ 146,033 $ 130,290 $ 273,472 $ 274,257

3 unchanged sentences

Precision Optics 25,622 25,028 50,266 51,698

Other — — — —

Total $ 279,833 $ 268,261 $ 537,681 $ 566,819

Internally, management reviews net sales on a value-added basis.

Value-added sales is a non-GAAP financial measure that deducts the value of the pass-through metal costs from net sales.

Value-added sales allow management to assess the impact of differences in net sales between periods, segments, or markets, and analyze the resulting margins and profitability without the distortion of movements in pass-through metal costs.

Value-added sales is a non-GAAP financial measure that deducts the value of the pass-through precious metal market costs from net sales.

The dollar amount of gross margin and operating profit is not affected by the value-added sales calculation.

We sell other metals and materials that are not considered direct pass-throughs, and these

costs are not deducted from net sales when calculating value-added sales.

We sell other metals and materials that are not considered direct pass-throughs, and these costs are not deducted from net sales when calculating value-added sales.

Non-GAAP financial measures, such as value-added sales, have inherent limitations and should not be considered in isolation, or as a substitute for analyses of results as reported under GAAP.

The cost of gold, silver, platinum, palladium, copper, ruthenium, iridium, rhodium, rhenium, and osmium can be quite volatile.

Our pricing policy is to directly pass the cost of these metals on to the customer in order to mitigate the impact of metal price volatility on our results from operations.

Our pricing policy is to directly pass the market cost of these metals on to the customer in order to mitigate the impact of metal price volatility on our results from operations.

Trends and comparisons of net sales are affected by movements in the market prices of these metals, but changes in net sales due to metal price movements may not have a proportionate impact on our profitability.

9 unchanged sentences

The Other reportable segment includes unallocated corporate costs.

The primary measurement used by management to measure the financial performance of each segment is EBITDA.

Refer to Note B to the Consolidated Financial Statements for the reconciliation of EBITDA by segment to consolidated net income.

Performance Materials

First Quarter

First Quarter Ended

March 29, March 31, $ %

Second Quarter

Second Quarter Ended

June 28, June 30, $ %

(Thousands) 2024 2023 Change Change

2 unchanged sentences

EBITDA 40,415 44,925 (4,510) (10) %

Net sales from the Performance Materials segment of $168.6 million in the first quarter of 2024 decreased 10% compared to net sales of $187.0 million in the first quarter of 2023.

The decrease in sales was due to lower volume in the industrial (30%) and automotive (30%) end markets, partially offset by a volume increase in the aerospace and defense end market (37%).

Value-added sales of $155.6 million in the first quarter of 2024 were 7% lower than value-added sales of $168.0 million in the first quarter of 2023.

Net sales from the Performance Materials segment of $187.5 million in the second quarter of 2024 increased 3% compared to net sales of $182.8 million in the second quarter of 2023.

The increase in sales was due to higher sales volumes in the aerospace and defense (35%) and consumer electronic (32%) end markets.

These increases were partially offset by decreased volumes in industrial (21%) and telecom and data (53%) end markets.

Additionally, there was a $4.5 million year over year increase in the volume of raw material beryllium hydroxide sales compared to the second quarter of 2023.

Value-added sales of $173.1 million in the second quarter of 2024 were 4% higher than value-added sales of $165.6 million in the second quarter of 2023.

The increase in value-added sales was due to the same factors driving the increase in net sales.

EBITDA for the Performance Materials segment was $40.4 million in the second quarter of 2024 compared to $44.9 million in the second quarter of 2023.

EBITDA was unfavorably impacted by higher costs associated with the production ramp of the precision clad strip facility and unfavorable price/mix.

Six Months Ended

June 28, June 30, $ %

(Thousands) 2024 2023 Change Change

Net sales $ 356,158 $ 369,785 $ (13,627) (4) %

Value-added sales 328,643 333,628 (4,985) (1) %

EBITDA 71,091 87,695 (16,604) (19) %

Net sales from the Performance Materials segment of $356.2 million in the first six months of 2024 decreased 4% compared to net sales of $369.8 million in the first six months of 2023.

The decrease in sales was primarily due to lower sales volumes in the industrial (27%), telecom and data center (37%) and automotive (24%) end markets, partially offset by increased volumes in the aerospace and defense (36%) and consumer electronics (14%) end markets when compared to the first six months of 2023.

Additionally, there was a $4.5 million year over year increase in the volume of raw material beryllium hydroxide sales compared to the first six months of 2023.

Value-added sales of $328.6 million in the first six months of 2024 were 1% lower than value-added sales of $333.6 million in the first six months of 2023.

The decrease in value-added sales was due to the same factors driving the decrease in net sales.

EBITDA for the Performance Materials segment was $30.7 million in the first quarter of 2024 compared to $42.8 million in the first quarter of 2023.

EBITDA for the Performance Materials segment was $71.1 million in the first six months of 2024 compared to $87.7 million in the first six months of 2023.

The decrease in EBITDA was primarily driven by the impact of lower volumes and related unabsorbed costs.

Additionally, EBITDA was unfavorably impacted by higher pre-production costs associated with the production ramp of the new wide area clad facility.

Additionally, EBITDA was unfavorably impacted by higher costs associated with the production ramp of the precision clad strip facility.

Electronic Materials

First Quarter

First Quarter Ended

March 29, March 31, $ %

Second Quarter

Second Quarter Ended

June 28, June 30, $ %

(Thousands) 2024 2023 Change Change

2 unchanged sentences

EBITDA 13,456 13,394 62 — %

Net sales from the Electronic Materials segment of $192.0 million in the first quarter of 2024 decreased 16% from net sales of $228.8 million in the first quarter of 2023.

The decrease in net sales was primarily due to lower sales volumes in the semiconductor (13%) and energy (32%) end markets.

Additionally, pass-through metal pricing increased net sales by $4.3 million compared to the first quarter of 2023.

Value-added sales of $77.6 million in the first quarter of 2024 were 25% lower than value-added sales of $103.9 million in the first quarter of 2023.

Net sales from the Electronic Materials segment of $212.7 million in the second quarter of 2024 increased by 12% compared to net sales of $190.7 million in the second quarter of 2023.

The increase in net sales was primarily due to higher sales in the semiconductor (15%) end market due to increased sales volumes and impact of precious metal pricing.

Pass-through metal prices increased net sales by $14.6 million compared to the second quarter of 2023.

Value-added sales of $81.1 million in the second quarter of 2024 increased 5% compared to value-added sales of $77.6 million in the second quarter of 2023.

The increase in value-added sales was due to the same factors driving the increase in net sales.

EBITDA for the Electronic Materials segment was $13.5 million in the second quarter of 2024 compared to $13.4 million in the second quarter of 2023.

The incremental margin from increased sales volumes and SG&A savings from the various cost control initiatives implemented in 2023 and throughout 2024 were offset by the impact of unfavorable product mix and an increase in restructuring costs.

Six Months Ended

June 28, June 30, $ %

(Thousands) 2024 2023 Change Change

Net sales $ 404,658 $ 419,549 $ (14,891) (4) %

Value-added sales 158,772 181,493 (22,721) (13) %

EBITDA 27,809 27,349 460 2 %

Net sales from the Electronic Materials segment of $404.7 million in the first six months of 2024 decreased by 4% compared to net sales of $419.5 million in the first six months of 2023.

The decrease in net sales was primarily due to lower sales volumes in the energy (30%) and semiconductor (6%) end markets.

This was partially offset by the impact of pass-through metal prices, which increased net sales by $19.0 million compared to the first six months of 2023.

Value-added sales of $158.8 million in the first half of 2024 decreased 13% compared to value-added sales of $181.5 million in the first half of 2023.

The decrease in value-added sales was due to the same factors driving the decrease in net sales.

EBITDA for the Electronic Materials segment was $14.4 million in the first quarter of 2024 compared to $14.0 million in the first quarter of 2023.

Despite the impact of decreased sales volumes, EBITDA increased slightly as a result of favorable product mix and various targeted cost control initiatives implemented throughout 2023 and during the first quarter of 2024.

EBITDA for the Electronic Materials segment was $27.8 million in the first six months of 2024 compared to $27.3 million in the first six months of 2023.

Despite decreased sales volumes, EBITDA increased slightly as a result of the various targeted cost control initiatives implemented in 2023 and throughout 2024.

Precision Optics

First Quarter

(Thousands) First Quarter Ended

March 29, March 31, $ %

Second Quarter

(Thousands) Second Quarter Ended

June 28, June 30, $ %

2024 2023 Change Change

2 unchanged sentences

EBITDA 1,589 1,701 (112) (7) %

Net sales from the Precision Optics segment of $24.7 million in the first quarter of 2024 decreased 8% compared to net sales of $26.7 million in the first quarter of 2023.

The decrease was primarily due to lower sales volumes in the industrial end market (22%).

Value-added sales of $24.6 million in the first quarter of 2024 decreased 8% compared to value-added sales of $26.7 million in the first quarter of 2023.

Net sales from the Precision Optics segment of $25.7 million in the second quarter of 2024 increased 2% compared to net sales of $25.1 million in the second quarter of 2023.

The increase was primarily due to incremental sales volumes in the consumer electronics end market (16%).

Value-added sales of $25.6 million in the second quarter of 2024 increased 2% compared to value-added sales of $25.0 million in the second quarter of 2023.

The increase in value-added sales was due to the same factors driving the increase in net sales.

EBITDA for the Precision Optics segment was $1.6 million in the second quarter of 2024 compared to $1.7 million in the second quarter of 2023.

The decrease in EBITDA was due to unfavorable mix.

(Thousands) Six Months Ended

June 28, June 30, $ %

2024 2023 Change Change

Net sales $ 50,337 $ 51,742 $ (1,405) (3) %

Value-added sales 50,266 51,698 (1,432) (3) %

EBITDA 1,336 4,393 (3,057) (70) %

Net sales from the Precision Optics segment of $50.3 million in the first half of 2024 decreased 3% compared to net sales of $51.7 million in the first half of 2023.

The decrease was primarily due to lower sales volumes in the industrial end market (15%), which was partially offset by an increase in sales volumes in the aerospace and defense (11%) end market.

Value-added sales of $50.3 million in the first half of 2024 decreased 3% compared to value-added sales of $51.7 million in the first half of 2023.

The decrease in value-added sales was due to the same factors driving the decrease in net sales.

EBITDA for the Precision Optics segment was a loss of $0.3 million in the first quarter of 2024, compared to EBITDA of $2.7 million in the first quarter of 2023.

The decrease in EBITDA was primarily driven by the impact of lower sales volumes and unfavorable mix.

First Quarter

(Thousands) First Quarter Ended

March 29, March 31, $ %

EBITDA for the Precision Optics segment was $1.3 million in the first six months of 2024 compared to $4.4 million in the first six months of 2023.

The decrease in EBITDA was driven by decreased sales volumes.

Second Quarter

(Thousands) Second Quarter Ended

June 28, June 30, $ %

2024 2023 Change Change

3 unchanged sentences

The Other reportable segment in total includes unallocated corporate costs.

Corporate costs were $5.7 million in the first quarter of 2024 compared to $6.7 million in the first quarter of 2023.

Corporate costs were 2% of Company-wide value-added sales in the first quarter of 2024 and 2023.

The decrease in corporate costs in the

first quarter of 2024 compared to the first quarter of 2023 is the result of various targeted cost control initiatives implemented throughout 2023 and during the first quarter of 2024

Corporate costs were $6.2 million in the second quarter of 2024 compared to $7.6 million in the second quarter of 2023.

Corporate costs as a percent of Company-wide value-added sales decreased from 3% in the second quarter of 2023, to 2% in the second quarter of 2024 and 2023.

The decrease in corporate costs is the result of various targeted cost control initiatives implemented in 2024.

(Thousands) Six Months Ended

June 28, June 30, $ %

2024 2023 Change Change

Net sales $ — $ — $ — — %

Value-added sales — — — — %

EBITDA (11,944) (14,253) 2,309 (16) %

Corporate costs were $11.9 million in the first half of 2024 compared to $14.3 million in the first half of 2023.

Corporate costs accounted for 3% and 2% of Company-wide value-added sales in the first half of 2024 and 2023, respectively.

The decrease in corporate costs in the first six months of 2024 compared to the first six months of 2023 is the result of various targeted cost control initiatives implemented during the first half of 2024.

FINANCIAL POSITION

A summary of cash flows provided by (used in) operating, investing, and financing activities is as follows:

Three Months Ended

March 29, March 31, $

Six Months Ended

June 28, June 30, $

(Thousands) 2024 2023 Change

Net cash (used in) provided by operating activities $ (13,805) $ 38,105 $ (51,910)

Net cash provided by operating activities $ 6,477 $ 70,522 $ (64,045)

Net cash (used in) investing activities (48,260) (62,677) 14,417

Net cash provided by financing activities 40,297 (6,291) 46,588

Net cash (used in)/provided by financing activities 46,200 (3,835) 50,035

Effects of exchange rate changes (613) (537) (76)

Net change in cash and cash equivalents $ 3,804 $ 3,473 $ 331

Net cash used in operating activities totaled $13.8 million in the first three months of 2024 compared to net cash provided by operating activities of $38.1 million in the prior-year period.

Net cash provided by operating activities totaled $6.5 million in the first six months of 2024 versus $70.5 million in the prior-year period.

The decrease in operating cash flow was driven by lower earnings as well as unfavorable working capital usage.

Working capital requirements used cash of $29.0 million in the first quarter of 2024 compared to $6.4 million in the first quarter of 2023 compared.

The increase in cash used for working capital was primarily due to increased inventory levels as a result of the ramp for aerospace and defense projects as well as the second phase of the clad strip project.

Additionally, the Company received $7.7 million of customer prepayments in the first quarter of 2023, and none in the first quarter of 2024.

Net cash used in investing activities was $26.3 million in the first quarter of 2024 compared to $29.8 million in the prior-year period.

The decrease in cash used in investing activities is due to timing of capital expenditures, partially offset by outflow for mine development in the first quarter of 2024.

Working capital requirements used cash of $22.8 million in the first six months of 2024 compared to cash provided by working capital during the first six months of 2023 of $4.2 million.

The increase in cash used for working capital was primarily due to timing of cash collections for outstanding receivables in the first six months in 2023 compared to 2024.

Additionally, the Company received $15.1 million of customer prepayments in the first six months of 2023, and none in the first six months of 2024.

Net cash used in investing activities was $48.3 million in the first six months of 2024 compared to $62.7 million in the prior-year period.

The decrease in cash used in investing activities is due to a decrease in capital expenditures and mine development.

Capital expenditures are made primarily for new product development, replacing and upgrading equipment, infrastructure investments, and implementing information technology initiatives.

For the full year 2024, the Company expects payments for property, plant, and equipment to be approximately $80 million.

Net cash provided by financing activities totaled $40.3 million in the first three months of 2024 compared to net cash used in financing activities of $6.3 million in the prior-year period.

The net financing cash inflow in 2024 was primarily due financing used to support ongoing business growth.

CRITICAL ACCOUNTING POLICIES

The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires the inherent use of estimates and management’s judgment in establishing those estimates.

For additional information regarding critical accounting policies, please refer to our 2023 Annual Report on Form 10-K.

Net cash provided by financing activities totaled $46.2 million in the first six months of 2024 and compared to net cash used in financing activities of $3.8 million in the comparable prior-year period.

The net financing cash inflow in 2024 was primarily due to financing used to support business growth, compared to a net outflow in 2023 primarily due to debt repayments.

We believe cash flow from operations plus the available borrowing capacity and our current cash balance are adequate to support operating requirements, capital expenditures, projected pension plan contributions, the current dividend program, environmental remediation projects, and strategic acquisitions for at least the next twelve months and for the foreseeable future thereafter.

At March 29, 2024, cash and cash equivalents held by our foreign operations totaled $12.5 million.

At June 28, 2024, cash and cash equivalents held by our foreign operations totaled $15.4 million.

We do not expect restrictions on repatriation of cash held outside of the United States to have a material effect on our overall liquidity, financial condition, or results of operations for the foreseeable future.

A summary of key data relative to our liquidity, including outstanding debt, cash, and available borrowing capacity, as of March 29, 2024 and December 31, 2023 is as follows:

March 29, December 31,

Other sources of liquidity include uncommitted short-term lines of credit for certain of the Company's foreign subsidiaries, which currently provide for borrowings of up to $14.2 million.

At June 28, 2024, the Company had borrowings outstanding of $8.4 million, which reduced the aggregate availability under these facilities to $5.8 million.

A summary of key data relative to our liquidity, including outstanding debt, cash, and available borrowing capacity, as of June 28, 2024 and December 31, 2023 is as follows:

June 28, December 31,

(Thousands) 2024 2023

8 unchanged sentences

The available borrowing capacity in the table above represents the additional amounts that could be borrowed under our revolving credit facility and other secured lines existing as of the end of each period depicted.

The applicable debt covenants have been taken into account when determining the available borrowing capacity, including the covenant that restricts borrowing capacity to a multiple of the twelve-month trailing earnings before interest, income taxes, depreciation and amortization, and other adjustments.

In January 2023, we amended the agreement governing our $375.0 million revolving credit facility and term loan (Credit Agreement).

The applicable debt covenants have been taken into account when determining the available borrowing capacity, including the covenant that restricts the borrowing capacity to a multiple of the twelve-month trailing earnings before interest, income taxes, depreciation, depletion and amortization, and other adjustments.

In January 2023, we amended the agreement governing our $375.0 million revolving credit facility and term loan facility (Credit Agreement).

Pursuant to the amendment, we transitioned U.S.

dollar denominated borrowings from LIBOR to SOFR for both the revolving credit agreement and the term loan and increased the cap on precious metals consignment line from $550 million to $615 million.

dollar denominated borrowings from LIBOR to SOFR for both the revolving credit facility and the term loan and increased the cap on precious metals consignment line from $550 million to $615 million.

The Company had previously amended and restated the Credit Agreement in connection with the HCS-Electronic Materials acquisition in November 2021.

A $300 million delayed draw term loan facility was added to the Credit Agreement and the maturity date of the Credit Agreement was extended from 2024 to 2026.

Moreover, the Credit Agreement also provides for an uncommitted incremental facility whereby, under certain conditions, the Company may be able to borrow additional term loans in an aggregate amount not to exceed $150.0 million.

The Company financed a portion of the the purchase price for the HCS-Electronic Materials with a $300 million term loan pursuant to the delayed draw term loan facility.

Credit Agreement also provides for an uncommitted incremental facility whereby, under certain conditions, the Company may be able to borrow additional term loans in an aggregate amount not to exceed $150.0 million.

The Credit Agreement provides the Company and its subsidiaries with additional capacity to enter into facilities for the consignment of precious metals and copper, and provides enhanced flexibility to finance acquisitions and other strategic initiatives.

4 unchanged sentences

In addition, the Credit Agreement includes covenants that limit the Company to a maximum leverage ratio and a minimum interest coverage ratio.

We were in compliance with all of our debt covenants as of March 29, 2024 and December 31, 2023.

We were in compliance with all of our debt covenants as of June 28, 2024 and December 31, 2023.

Cash on hand up to $25 million can benefit the covenants and may benefit the borrowing capacity under the Credit Agreement.

In November 2021, we completed the acquisition of HCS-Electronic Materials.

The Company financed the purchase price for the HCS-Electronic Materials acquisition with a new $300 million five-year term loan pursuant to its delayed draw term loan facility under the Credit Agreement and $103 million of borrowings under its amended revolving credit facility.

The interest rate for the term loan is based on SOFR, following the January 2023 amendment, plus a tiered rate determined by the Company's quarterly leverage ratio.

Portions of our business utilize off-balance sheet consignment arrangements allowing us to use metal owned by precious metal consignors as we manufacture product for our customers.

2 unchanged sentences

In August 2022, we entered into a precious metals consignment agreement, maturing on August 31, 2025, which replaced the consignment agreements that would have matured on August 27, 2022.

The available and unused capacity under the metal consignment agreements expiring in August 2025 totaled approximately $282.7 million as of March 29, 2024, compared to $263.5 million as of December 31, 2023.

The available and unused capacity under the metal consignment agreements expiring in August 2025 totaled approximately $230.5 million as of June 28, 2024, compared to $263.5 million as of December 31, 2023.

The availability is determined by Board approved levels and actual capacity.

In January 2014, our Board of Directors approved a plan to repurchase up to $50.0 million of our common stock.

The timing of the share repurchases will depend on several factors, including market and business conditions, our cash flow, debt levels, and other investment opportunities.

The timing of the share repurchases will depend on several factors, including market and business conditions, our cash flow, debt levels,

and other investment opportunities.

There is no minimum quantity requirement to repurchase our common stock for a given year, and the repurchases may be discontinued at any time.

We did not repurchase any shares under this program in the first quarter of 2024.

Since the approval of the repurchase plan, we have purchased 1,254,264 shares at a total cost of $41.7 million, or an average of $33.23 per share.

We paid cash dividends of $2.7 million on our common stock in the first quarter of 2024.

We did not repurchase any shares under this program in the second quarter or first six months of 2024.

Since the approval of the repurchase plan, we have purchased 1,254,264 shares at a total cost of $41.7 million.

We paid cash dividends of $2.8 million and $5.5 million on our common stock in the second quarter and first six months of 2024.

We intend to pay a quarterly dividend on an ongoing basis, subject to a determination that the dividend remains in the best interest of our shareholders.

OFF-BALANCE SHEET ARRANGEMENTS AND CONTRACTUAL OBLIGATIONS

OFF-BALANCE SHEET ARRANGEMENTS AND CASH OBLIGATIONS

We maintain the majority of the precious metals and portions of the copper we use in production on a consignment basis in order to reduce our exposure to metal price movements and to reduce our working capital investment.

The notional value of off-balance sheet precious metals and copper was $332.1 million and $351.5 million as of March 29, 2024 and December 31, 2023, respectively.

We were in compliance with all of the covenants contained in the consignment agreements as of March 29, 2024.

For additional information on our contractual and other obligations, refer to our 2023 Annual Report on Form 10-K.

The notional value of off-balance sheet precious metals and copper was $384.5 million and $351.5 million as of June 28, 2024 and December 31, 2023, respectively.

We were in compliance with all of the covenants contained in the consignment agreements as of June 28, 2024.

For additional information on our material cash obligations, refer to our 2023 Annual Report on Form 10-K.

CRITICAL ACCOUNTING POLICIES

For additional information regarding critical accounting policies, please refer to our 2023 Annual Report on Form 10-K.

Forward-looking Statements:

16 unchanged sentences

the conclusion of pending litigation matters in accordance with our expectation that there will be no material adverse effects;

the disruptions in operations from, and other effects of, catastrophic and other extraordinary events including the conflict between Russia and Ukraine;

realization of financial benefits expected from the Inflation Reduction Act of 2022;

the disruptions in operations from, and other effects of, catastrophic and other extraordinary events including outbreaks of infectious diseases and the conflict between Russia and Ukraine;

realization of expected financial benefits expected from the Inflation Reduction Act of 2022;

and the risk factors set forth in Part 1, Item 1A of the Company's 2023 Annual Report on Form 10-K.

4 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 2. Management’s Discussion and Analysis