What changed in this filing

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Item 1. Financial Statements

2024-08-01 compared with 2024-05-02 · 102 added, 56 removed, 364 unchanged (30% of the section changed)

2 unchanged sentences

CONSOLIDATED BALANCE SHEETS

March 31, 2024

June 30, 2024

December 31, 2023

25 unchanged sentences

SHAREHOLDERS' EQUITY

Common shares – $ 2 par value per share, 15,000,000 shares authorized, 4,918,036 and 4,908,413 issued and outstanding, at March 31, 2024 and December 31, 2023

Common shares issued to rabbi trust, 238,641 and 243,118 shares at March 31, 2024 and December 31, 2023, respectively

Common shares – $ 2 par value per share, 15,000,000 shares authorized, 4,913,496 and 4,908,413 issued and outstanding, at June 30, 2024 and December 31, 2023

Common shares issued to rabbi trust, 238,787 and 243,118 shares at June 30, 2024 and December 31, 2023, respectively

Deferred compensation liability

1 unchanged sentence

Retained earnings

Treasury shares, at cost, 1,937,150 and 1,894,419 shares at March 31, 2024 and December 31, 2024, respectively

Treasury shares, at cost, 1,941,690 and 1,894,419 shares at June 30, 2024 and December 31, 2023, respectively

Accumulated other comprehensive loss

6 unchanged sentences

STATEMENTS OF CONSOLIDATED INCOME

Three Months Ended March 31,

(Thousands of dollars, except share and per share data)

Three Months Ended June 30,

Six Months Ended June 30,

(Thousands of dollars, except per share data)

Cost of products sold

2 unchanged sentences

Research and engineering

Other operating (income) expense, net

Other operating expense (income), net

OPERATING INCOME

12 unchanged sentences

STATEMENTS OF CONSOLIDATED COMPREHENSIVE INCOME

Three Months Ended March 31,

Three Months Ended June 30,

Six Months Ended June 30,

(Thousands of dollars)

8 unchanged sentences

STATEMENTS OF CONSOLIDATED CASH FLOWS

Three Months Ended March 31,

Six Months Ended June 30,

(Thousands of dollars)

13 unchanged sentences

FINANCING ACTIVITIES

Payments of notes payable to banks

Proceeds (payments) of notes payable to banks

Proceeds from long-term debt

30 unchanged sentences

Balance at March 31, 2024

Foreign currency translation

Pension adjustment, net of tax

Total comprehensive income

Share-based compensation

Purchase of 4,540 common shares

Issuance of 146 common shares

Common shares issued to rabbi

trust of 146 , net

Cash dividends declared – $ 0.20 per

Balance at June 30, 2024

Accumulated Other

16 unchanged sentences

Balance at March 31, 2023

Foreign currency translation

Pension adjustment, net of tax

Total comprehensive income

Share-based compensation

Purchase of 40,078 common shares

Issuance of 9,655 common shares

Common shares distributed from rabbi

trust of 502 , net

Cash dividends declared – $ 0.20 per

Balance at June 30, 2023

See notes to consolidated financial statements (unaudited).

11 unchanged sentences

In the opinion of management, these consolidated financial statements contain all estimates and adjustments, consisting of normal recurring accruals, required to fairly present the financial position, results of operations, and cash flows for the interim periods.

Operating results for the three months ended March 31, 2024 are not necessarily indicative of the results to be expected for the full-year ending December 31, 2024.

Operating results for the three and six months ended June 30, 2024 are not necessarily indicative of the results to be expected for the full-year ending December 31, 2024.

Noncontrolling interests a re presented in the Company’s consolidated financial statements as if parent company investors (controlling interests) and other minority investors (noncontrolling interests) in partially-owned subsidiaries have similar economic interests in a single entity.

27 unchanged sentences

The Company’s revenues by segment and product type are as follows:

Three Months Ended March 31, 2024

Three Months Ended June 30, 2024

Communications

Special Industries

Three Months Ended March 31, 2023

Three Months Ended June 30, 2023

Communications

Special Industries

Six Months Ended June 30, 2024

Communications

Special Industries

Six Months Ended June 30, 2023

Communications

Special Industries

Credit Losses for Receivables

4 unchanged sentences

The change in the allowance for credit losses includes expense and net write-offs, which are identified in the following table:

Three Months Ended March 31,

Six Months Ended June 30,

Allowance for credit losses, beginning of period

Additions charged to costs and expenses

(Reductions) additions charged to costs and expenses

Foreign exchange and other

4 unchanged sentences

The components of inventory are as follows:

March 31, 2024

June 30, 2024

December 31, 2023

5 unchanged sentences

Inventories at LIFO cost

Costs for inventories of certain material, mainly in the U.S., are determined using the Last-In First-Out ("LIFO") method and totaled approximately $ 55.3 million at March 31, 2024 and $ 60.1 million at December 31, 2023.

Costs for inventories of certain material, mainly in the U.S., are determined using the Last-In First-Out ("LIFO") method and totaled approximately $ 53.9 million at June 30, 2024 and $ 60.1 million at December 31, 2023.

An actual valuation of inventories under the LIFO method can be made only at the end of the year based on the inventory levels and costs at that time.

1 unchanged sentence

Because these estimates are subject to change and may be different than the actual inventory levels and costs at the end of the year, interim results are subject to the final year-end LIFO inventory valuation.

During the three-month periods ended March 31, 2024 and 202 3, the net change in LIFO inventories resulted in expense of $ 0.2 million and $ 0.5 million, respectively, to Cost of products sold.

Th e Company’s reserves for slow moving and obsolete inventory was $ 17.8 million at March 31, 2024 and $ 17.6 million at December 31, 2023.

During the three-month periods ended June 30, 2024 and 202 3, the net change in LIFO inventories resulted in expense of $ 0.3 million and $ 0.6 million, respectively, to Cost of products sold.

During the six-month periods ended June 30, 2024 and 2023, the net change in LIFO inventories resulted in expense of $ 0.4 million and of $ 1.2 million, respectively, to Cost of products sold.

Th e Company’s reserves for slow moving and obsolete inventory were $ 18.3 million at June 30, 2024 and $ 17.6 million at December 31, 2023.

Note 4 – Property and Equipment, Net

Major classes of property, plant and equipment are stated at cost and were as follows:

March 31, 2024

June 30, 2024

December 31, 2023

15 unchanged sentences

(“SNC ATP”), HD Supply Canada Inc., by its trade names HD Supply Power Solutions and HD Supply Utilities (“HD Supply”), and Anixter Power Solutions Canada Inc.

(the corporate successor to HD Supply, “Anixter”) and, together with the Company, PLPC Canada, Helix, SNC ATP and HD Supply (the “Defendants”), in a complaint filed by Altalink, L.P.

(the corporate successor to HD Supply, “Anixter”) and, together with the Company, PLPC Canada, Helix, SNC ATP and HD Supply (the

“Defendants”), in a complaint filed by Altalink, L.P.

(the “Plaintiff”) in the Court of Queen’s Bench of Alberta in Alberta, Canada in November 2016 (the “Complaint”).

The Complaint stated that the Plaintiff engaged SNC ATP to design, engineer, procure and construct numerous power distribution and transmission facilities in Alberta (the “Projects”) and that through SNC ATP and HD Supply (now Anixter), spacer dampers manufactured by Helix were procured and installed in the Projects.

The Complaint alleged that the spacer dampers have and may continue to become loose, open and detach from the conductors, resulting in damage and potential injury and a failure to perform the intended function of providing spacing and damping to the Project.

The Plaintiff was seeking an estimated $ 56.0 million Canadian dollars in damages jointly and severally from the Defendants, representing the costs of monitoring and replacing the spacer dampers and remediating property damage, due to alleged defects in the design and construction of, and supply of materials for, the Projects by SNC ATP and HD Supply/Anixter and in the design of the spacer dampers by Helix.

1 unchanged sentence

Net of insurance, the total settlement amount paid by the Company in the fourth quarter of 2023 was $ 4.3 million Canadian dollars ($ 3.2 million US dollars).

The settlement reflects the Company’s desire to eliminate the burden, expense, distraction and further uncertainties of litigation, and settlement does not constitute an admission of liability, wrongdoing or fault by the Company and its subsidiaries .

The settlement reflects the Company’s desire to eliminate the burden, expense, distraction and further uncertainties of litigation, and the settlement does not constitute an admission of liability, wrongdoing or fault by the Company and its subsidiaries .

The Company is not a party to any pending legal proceedings that the Company believes would, individually or in the aggregate, have a material adverse effect on its financial condition, results of operations or cash flow.

As of March 31, 2024 and December 31, 2023, there were zero reserves for known global legal matters.

As of June 30, 2024 and December 31, 2023, there were zero reserves for known global legal matters.

Note 6 – Pension Plans

1 unchanged sentence

Net periodic pension expense for the U.S.

Plan for the three months ended March 31, 2024 and 2023, respectively, follows:

Three Months Ended March 31,

Plan for the three and six month periods ended June 30, 2024 and 2023, respectively, follows:

Three Months Ended June 30,

Six Months Ended June 30,

Interest cost

3 unchanged sentences

There were no contributions to the U.S.

Plan during the three months ended March 31, 2024 and 2023.

Plan during the six months ended June 30, 2024 and 2023.

The Company is evaluating whether to make additional contributions to the U.S.

1 unchanged sentence

In August 2023, the Board of Directors of the Company approved a resolution to terminate the U.S.

Plan and preliminary administrative actions have been undertaken to proceed with the termination.

Plan and certain administrative actions have been undertaken to proceed with the termination.

Components of pension expense are included in Other income, net in the Consolidated Statements of Income.

1 unchanged sentence

The following tables set forth the total changes in AOCI by component, net of tax:

Three Months Ended March 31, 2024

Three Months Ended March 31, 2023

Three Months Ended June 30, 2024

Three Months Ended June 30, 2023

Balance at April 1

Other comprehensive income before reclassifications:

Foreign currency translation adjustment

Amounts reclassified from AOCI:

Amortization of defined benefit pension actuarial gain (a)

Net current period other comprehensive income (loss)

Balance at June 30

Six Months Ended June 30, 2024

Six Months Ended June 30, 2023

Balance at January 1

Other comprehensive income before reclassifications:

Gain on foreign currency translation adjustment

Foreign currency translation adjustment

Amounts reclassified from AOCI:

1 unchanged sentence

Net current period other comprehensive income (loss)

Balance at March 31,

Balance at June 30

(a) This AOCI component is included in the computation of net periodic pension expense (income) as noted in Note 6 – Pension Plans .

2 unchanged sentences

The interest rate is defined as the Secured Overnight Financing Rate (“SOFR”) plus 1.125 % unless the Company’s funded debt to Earnings before Interest, Taxes and Depreciation ratio exceeds 2.25 to 1, at which point the SOFR spread becomes 1.500 %.

At March 31, 2024, the Company had utilized $ 35.0 million with $ 55.0 million available on the Facility.

There wer e no long-term outstanding letters of credit as of March 31, 2024.

At June 30, 2024, the Company had utilized $ 16.4 million with $ 73.6 million available on the Facility.

There wer e no long-term outstanding letters of credit on the Facility as of June 30, 2024.

Our bank debt to equity percentage was 9.2 %.

The Facility contains, among other provisions, requirements for maintaining levels of net worth and profitability.

At March 31, 2024, the Company was in compliance with these covenants.

At June 30, 2024, the Company was in compliance with these covenants.

On January 19, 2021, the Company received funding for a term loan from PNC Equipment Finance, LLC in the principal amount of $ 20.5 million for the full amount of the purchase price for a new corporate aircraft.

1 unchanged sentence

The loan is payable in 119 equal monthly installments , which commenced on March 1, 2021 with a final payment of any outstanding principal and accrued interest due and payable on the final monthly payment date.

Of the $ 14.2 million outstanding on this debt facility at March 31, 2024, $ 2.1 million was classified as current.

Of the $ 13.7 million outstanding on this debt facility at June 30, 2024, $ 2.1 million was classified as current.

The loan is secured by the aircraft.

The Company has other borrowing facilities at certain of its foreign subsidiaries, which consist of overdraft lines, working capital credit lines, and facilities for the issuance of letters of credit and short-term borrowing needs.

At March 31, 2024, and December 31, 2 023, $ 7.3 million and $ 13.3 million was outstanding, of which $ 6.5 million and $ 11.4 million were classified as current, respectively.

At June 30, 2024, and December 31, 2 023, $ 8.5 million and $ 13.3 million were outstanding, of which $ 7.7 million and $ 11.4 million were classified as current, respectively.

These facilities support commitments made in the ordinary course of business.

The Company's Asia-Pacific segment had $ 0.2 million in restricted cash used to secure bank debt at March 31, 2024 and December 31, 2023, respectively.

The Company's Asia-Pacific segment had $ 0.1 million and $ 0.2 million in restricted cash used to secure bank guarantees at June 30, 2024 and December 31, 2023, respectively.

The restricted cash is shown on the Company’s Consolidated Balance Sheets in Cash, cash equivalents and restricted cash.

Note 9 – Income Taxes

For the three months ended March 31, 2024 and 2023, the Company’s effective tax rate was 19 % and 24 %, respectively.

The effective tax rate for the three months ended March 31, 2024 was lower than the effective tax rate for the same period in 2023 mainly due to an increase in excess tax benefits on share-based compensation in relation to overall lower pre-tax book income.

For the three-month period ended June 30, 2024 and 2023, the Company’s effective tax rate was 16 % and 26 %, respectively.

The lower effective tax rate for the three months ended June 30, 2024 compared to the three months ended June 30, 2023 wa s primarily due to the favorable impact from the mix of earned income in certain foreign jurisdictions as well as discrete benefits recorded as a result of amending prior year federal tax returns.

For the six-month period ended June 30, 2024 and 2023, the Company’s effective tax rate was 18 % and 25 %, respectively.

The lower effective tax rate for the six months ended June 30, 2024 compared to the six months ended June 30, 2023 was primarily due to the favorable impact from the mix of earnings in certain foreign jurisdictions, discrete benefits recorded as a result of amending prior year federal tax returns and an increase in excess tax benefits on share-based compensation in relation to overall lower pre-tax book income.

The Company provides valuation allowances against deferred tax assets when it is more likely than not that some portion or all of its deferred tax assets will not be realized.

During the period ended March 31, 2024, the Company did no t record any additional valuation allowances in various jurisdictions on their deferred tax assets.

For the three-month periods ending March 31, 2024 and 2023, the Company did no t record any new uncertain tax positions.

During the period ended June 30, 2024, the Company did no t record any additional valuation allowances in various jurisdictions on its deferred tax assets.

For the six-month periods ending June 30, 2024 and 2023, the Company did no t record any new uncertain tax positions.

Note 10 – Computation of Earnings Per Share

1 unchanged sentence

Diluted earnings per share were calculated by dividing net income by the weighted-average of all potentially dilutive common shares that were outstanding during the periods presented.

The calculation of basic and diluted earnings per share for the three months ended March 31, was as follows:

Three Months Ended March 31,

The calculation of basic and diluted earnings per share for the three and six months ended June 30, was as follows:

Three Months Ended June 30,

Six Months Ended June 30,

Determination of shares (in thousands)

3 unchanged sentences

Earnings per common share

For the three months ended March 31, 2024 and 2023, there were zero stock options which were excluded from the calculation of diluted earnings per share.

For the three months ended June 30, 2024 and 2023, there were 5,570 and zero share-based awards, respectively, excluded from the calculation of diluted earnings per share as the effect would have been anti-dilutive .

For the six months ended June 30, 2024 and 2023, there were zero share-based awards excluded from the calculation of diluted earnings per share.

Note 11 – Goodwill and Other Intangibles

The Company’s finite and indefinite-lived intangible assets consist of the following:

March 31, 2024

June 30, 2024

December 31, 2023

7 unchanged sentences

The Company performs additional interim impairment assessments as circumstances warrant.

There were no indicators of impairment noted for the period ending March 31, 2024.

There were no indicators of impairment noted for the period ending June 30, 2024.

The Company may use both quantitative and qualitative approaches when testing goodwill for impairment.

11 unchanged sentences

Currency translation

Balance at March 31, 2024

Balance at June 30, 2024

Note 12 – Fair Value of Financial Assets and Liabilities

6 unchanged sentences

and (Level 3 Inputs) unobservable inputs that are not corroborated by market data.

The following table summarizes the Company’s assets and liabilities, recorded and measured at fair value, in the Consolidated Balance Sheets as of March 31, 2024 and December 31, 2023:

The following table summarizes the Company’s assets and liabilities, recorded and measured at fair value, in the Consolidated Balance Sheets as of June 30, 2024 and December 31, 2023:

Balance as of

March 31, 2024

June 30, 2024

Quoted Prices in Active Markets for Identical Assets or Liabilities

20 unchanged sentences

Accordingly, the changes in the fair value of the foreign currency forward contracts are recognized in each accounting period in Other operating expense, net on the Consolidated Statements of Income together with the transaction gain or loss from the related balance sheet position.

For the three months ended March 31, 2024 and 2023, the Company recognized net losses of $ 0.2 million and $ 0.1 mi llion, respectively, on foreign currency forward contracts.

For the three and six months ended June 30, 2024, the Company recognized net losses o f zero and $ 0.2 million, respectively, on foreign currency forward contracts.

For the three and six months ended June 30, 2023, the Company recognized net losses of $ 0.5 million and $ 0.4 million, respectively, on foreign currency forward contracts.

The Company has a non-q ualified supplemental profit sharing plan for its executives (the "Supplemental Profit Sharing Plan").

The liability for the unfunded Supplemental Profit Sharing Plan was $ 9.1 million at March 31, 2024 and $ 8.2 million at December 31, 2023.

The liability for the unfunded Supplemental Profit Sharing Plan was $ 9.2 million at June 30, 2024 and $ 8.2 million at December 31, 2023.

These amounts are recorded within Other noncurrent liabilities on the Company’s Consolidated Balance Sheets.

3 unchanged sentences

The carrying value of the Company’s current financial instruments, which include cash, cash equivalents and restricted cash, accounts receivable, accounts payable and short-term debt, approximates fair value because of the short-term maturity of these instruments.

At March 31, 2024 and December 31, 2023, the fair value of the Company’s long-term debt was estimated using discounted cash flows analyses, based on the Company’s current incremental borrowing rates for similar types of borrowing arrangements that are considered to be Level 2 inputs .

At June 30, 2024 and December 31, 2023, the fair value of the Company’s long-term debt was estimated using discounted cash flows analyses, based on the Company’s current incremental borrowing rates for similar types of borrowing arrangements that are considered to be Level 2 inputs.

Based on the analysis performed, the fair value and the carrying value of the Company’s long-term debt are as follows:

March 31, 2024

June 30, 2024

December 31, 2023

4 unchanged sentences

Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated by the CODM, or decision making group, in deciding how to allocate resources to an individual segment and in assessing performance.

The following tables present a summary of the Company’s reportable operating segments for the three months ended March 31, 2024 and 2023.

The following tables present a summary of the Company’s reportable operating segments for the three and six months ended June 30, 2024 and 2023.

Financial results for the PLP-USA segment include the elimination of all segments’ intercompany profit in inventory.

Three Months Ended March 31,

Three Months Ended June 30,

Six Months Ended June 30,

Total net sales

24 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 1. Financial Statements