What changed in this filing

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Item 2. Management’s Discussion and Analysis

2024-10-30 compared with 2024-07-31 · 96 added, 95 removed, 154 unchanged (55% of the section changed)

20 unchanged sentences

The Company serves customers primarily in North America including home improvement retailers, wholesalers, distributors, contractors, renewable energy (solar) developers, and institutional and commercial growers of fruits, vegetables, flowers and other plants.

At June 30, 2024, the Company operated thirty facilities, comprised of twenty-two manufacturing facilities, two distribution centers, and six offices, which are located in fifteen states, Canada, and China.

At September 30, 2024, the Company operated twenty-eight facilities, comprised of twenty-one manufacturing facilities, two distribution centers, and five offices, which are located in fifteen states, Canada, and China.

The Company's operational infrastructure provides the necessary scale to support local, regional, and national customers in each of the Company's markets.

Recent Trends

The Company's customers in the Renewables business continue to be impacted by both ongoing and new trade and regulatory policies and investigations.

The Company's customers in the Renewables business continue to be impacted by regulatory, trade and tax policy changes, uncertainty primarily due to investigations and pending finalization of governmental guidance.

These include but are not limited to:

• In May 2024, a new investigation was initiated by the U.S.

Department of Commerce ("USDOC") claiming potentially illegal trade practices with Cambodia, Malaysia, Thailand and Vietnam, the same four countries named in the 2022 anti-dumping and countervailing duties ("AD/CVD") case, for which resolution is anticipated in 2025;

• Revocation of tariff exemptions on bifacial solar modules by the current presidential administration;

• In May 2024, a second independent anti-dumping and countervailing duties ("AD/CVD") investigation was initiated by the U.S.

Department of Commerce claiming potentially illegal trade practices with Cambodia, Malaysia, Thailand and Vietnam, the same four countries named in the 2022 AD/CVD case, for which resolution is anticipated in 2025;

• Expiration in 2024 of the Presidential Executive Order that paused tariffs on imports of solar modules for two years.

Modules procured during this pause may have challenges to be installed as required by the December 3, 2024 due to permitting delays still prevailing in the industry;

• Publication of final guidance from the Department of Treasury relative to rules under the Inflation Reduction Act (IRA) in order to maximize tax incentives.

As these disruptions continue, a portion of our customers paused signing new contracts as they work through trade and/or regulatory items specific to their projects.

Modules procured during this pause could be subject to significant tariffs if not installed and operating prior to the December 3, 2024 expiration of the tariff moratorium;

• The Department of Treasury has not yet published final guidance relative to rules under the Inflation Reduction Act in order to maximize tax incentives.

As this uncertainty continues, a portion of our customers paused signing new contracts as they work through trade and/or regulatory issues specific to their projects, including gathering documents to satisfy solar module import tracking requirements.

Business Strategy

9 unchanged sentences

Portfolio Management is focused on optimizing the Company’s business portfolio in higher growth markets with leadership positions while ensuring its financial capital and human resources are effectively and efficiently deployed to deliver sustainable, profitable growth while increasing its relevance with customers and shaping its markets.

In 2023, the Company acquired the assets of a privately held Utah-based company in the Residential segment and sold its Japan-based solar racking business within the Renewables segment to help achieve these objectives.

Organization Development drives the Company’s continuous focus on ensuring it has the right design and structure to scale the organization in order to execute the Company’s plans and meet commitments.

9 unchanged sentences

On December 1, 2023, the Company sold its Japan-based solar racking business within its Renewables segment to a third party and received net proceeds of $8.0 million.

On July 5, 2023, the Company acquired the assets of a privately held Utah based company that manufactures and distributes roof flashing and accessory products for $10.4 million.

Results of Operations

Three Months Ended June 30, 2024 Compared to the Three Months Ended June 30, 2023

The following table sets forth selected results of operations data and its percentage of net sales for the three months ended June 30 (in thousands):

Three Months Ended September 30, 2024 Compared to the Three Months Ended September 30, 2023

The following table sets forth selected results of operations data and its percentage of net sales for the three months ended September 30 (in thousands):

Net sales $ 361,196 100.0 % $ 390,744 100.0 %

8 unchanged sentences

Net income $ 34,039 9.4 % $ 39,277 10.1 %

The following table sets forth the Company’s net sales by reportable segment for the three months ended June 30, (in thousands):

The following table sets forth the Company’s net sales by reportable segment for the three months ended September 30, (in thousands):

2024 2023 Total

Change Acquisitions Portfolio Management Ongoing Operations

Change Portfolio Management Ongoing Operations

Residential $ 212,363 $ 227,747 $ (15,384) $ — $ (15,384)

3 unchanged sentences

Consolidated $ 361,196 $ 390,744 $ (29,548) $ (5,540) $ (24,008)

Consolidated net sales decreased by $11.9 million, or 3.3%, to $353.0 million for the three months ended June 30, 2024 compared to the three months ended June 30, 2023.

The net sales decrease was largely due to a 3% decrease in organic revenue, the combined result of a 2% volume decline and a 1% decrease in pricing to customers, along with portfolio management activities in the prior year quarter.

Growth in the Company's Renewables, Agtech and Infrastructure segments, along with revenue of $2.2 million generated from a recent

acquisition, was more than offset by $4.8 million of sales related to portfolio management along with a decline in revenue in the Company's Residential segment.

Consolidated backlog decreased 4% to $389 million, as compared to the end of the prior year quarter.

Net sales in the Company's Residential segment decreased $13.9 million, or 6.1%, to $214.3 million for the three months ended June 30, 2024 compared to $228.2 million for the three months ended June 30, 2023.

Organic sales decline of 7.1% was impacted by a slowing in end market activity in the business and inventory reduction actions at certain retail customers during the quarter.

This decrease was partially offset by participation gains with new and existing customers and geographic expansion in the Rocky Mountain region, along with $2.2 million of revenue generated by the recent acquisition.

Net sales in the Company's Renewables segment increased $1.9 million, or 2.5%, to $79.4 million for the three months ended June 30, 2024 compared to $77.5 million for the three months ended June 30, 2023.

The increase was driven by customer uptake to the Company's new tracker product, partially offset by portfolio management activities.

Despite a growing pipeline of new projects across all product lines, order backlog decreased 10% during the quarter as some customers paused signing new contracts as they worked through trade and/or regulatory items specific to their projects.

Net sales in the Company's Agtech segment decreased 1.4%, or $0.5 million, to $34.5 million for the three months ended June 30, 2024 compared to $35.0 million for the three months ended June 30, 2023.

The revenue decline was the result of portfolio management actions in the prior year.

Revenue was impacted by new projects starting later in the current year quarter, with June revenue up significantly over May.

Backlog increased 32% year over year in this segment as new projects booked were greater than $90 million during the current year quarter.

Net sales in the Company's Infrastructure segment increased 2.5%, or $0.6 million, to $24.8 million for the three months ended June 30, 2024 compared to $24.2 million for the three months ended June 30, 2023.

The increase in revenue was driven by continued strong execution and market participation gains.

Backlog decreased 12% as expected from the prior year due to the final stages of a large project booked in 2023, while demand and quoting remain strong.

The Company's consolidated gross margin increased to 27.2% for the three months ended June 30, 2024 compared to 26.5% for the three months ended June 30, 2023.

The increase was driven by improved price to material cost alignment, and continued operational efficiencies, along with 80/20 initiatives and favorable business and product mix.

Selling, general, and administrative ("SG&A") expenses decreased by $0.3 million, or 0.5% to $53.4 million for the three months ended June 30, 2024 compared to $53.7 million for the three months ended June 30, 2023.

Consolidated net sales decreased by $29.5 million, or 7.6%, to $361.2 million for the three months ended September 30, 2024 compared to the three months ended September 30, 2023.

The net sales decrease was largely due to a 6% decrease in organic revenue, the result of a 7% volume decline partially offset by a 1% increase in pricing to customers, along with portfolio management activities in the prior year quarter.

Growth in the Company's Agtech segment was more than offset by a $5.5 million decrease in net sales related to portfolio management along with a decline in revenue in the Company's Residential, Renewables and Infrastructure segments.

Consolidated backlog decreased 15% to $319 million, as compared to prior year.

Net sales in the Company's Residential segment decreased $15.4 million, or 6.7%, to $212.4 million for the three months ended September 30, 2024 compared to $227.7 million for the three months ended September 30, 2023.

The sales decline was driven by a slowdown in the residential market, including the repair and remodel sector, which is impeding the timing and benefit of participation gains as customers take longer to flush inventory from incumbent suppliers.

Net sales in the Company's Renewables segment decreased $22.3 million, or 21.0%, to $84.1 million for the three months ended September 30, 2024 compared to $106.4 million for the three months ended September 30, 2023.

The decrease was largely driven by trade and regulatory headwinds associated with the two independent AD/CVD investigations which are compelling the industry to significantly focus on completing panel installations and the administrative reporting requirements ahead of the December 3, 2024 expiration of the tariff moratorium for panels

granted through the two-year Presidential Proclamation from June 2022.

Order backlog decreased 24% from the prior year as a result of the aforementioned challenges.

Order backlog decreased 24% from the prior year as a result of these aforementioned challenges.

Net sales in the Company's Agtech segment increased 30.9%, or $9.9 million, to $41.5 million for the three months ended September 30, 2024 compared to $31.7 million for the three months ended September 30, 2023.

The revenue increase was primarily driven by projects starting to accelerate in our produce division.

Although backlog decreased 3% year over year in this segment, we anticipate the addition of new projects in both the produce and commercial markets as we complete design work and finalize projects for launch.

Net sales in the Company's Infrastructure segment decreased 7.2%, or $1.7 million, to $23.2 million for the three months ended September 30, 2024 compared to $25.0 million for the three months ended September 30, 2023.

The decrease in revenue was a result of timing on a large project in the prior year.

Backlog increased 3% from the prior year.

Demand and quoting remain strong, supported by continued investment at the federal and state levels.

The Company's consolidated gross margin decreased to 25.9% for the three months ended September 30, 2024 compared to 27.0% for the three months ended September 30, 2023.

The decrease was driven by product line mix and volume leverage in the Renewables segment, partially offset by overall continued operational efficiencies along with 80/20 initiatives.

Selling, general, and administrative ("SG&A") expenses decreased by $2.7 million, or 5.1% to $49.5 million for the three months ended September 30, 2024 compared to $52.2 million for the three months ended September 30, 2023.

The $2.7 million decrease was primarily due to lower performance-based compensation expense as compared to the prior year quarter.

SG&A expenses as a percentage of net sales increased to 15.2% for the three months ended June 30, 2024 compared to 14.7% for the three months ended June 30, 2023.

The following table sets forth the Company’s income from operations and income from operations as a percentage of net sales by reportable segment for the three months ended June 30, (in thousands):

SG&A expenses as a percentage of net sales increased to 13.7% for the three months ended September 30, 2024 compared to 13.4% for the three months ended September 30, 2023.

The following table sets forth the Company’s income from operations and income from operations as a percentage of net sales by reportable segment for the three months ended September 30, (in thousands):

2024 2023 Total

7 unchanged sentences

The Residential segment generated an operating margin of 19.8% in the current year quarter compared to 18.5% in the prior year quarter.

Operating margin improved year over year, driven by solid execution and effective price/cost management.

Operating margin improved year over year, driven by solid execution, effective price/cost management and 80/20 initiatives.

The Renewables segment generated an operating margin of 1.0% in the current year quarter compared to 12.1% in the prior year quarter.

The decrease in operating margin was a result of product line mix associated with the ramp up of the new tracker product line in the current year quarter.

Furthermore, margin was impacted by restructuring charges incurred during the quarter related to addressing customer issues arising from the discontinued legacy solar tracker solution.

This margin decrease was partially offset by strong execution and field efficiencies on projects underway.

The decrease in operating margin was impacted by lower volume resulting from the aforementioned trade and regulatory challenges in this segment along with product mix associated with the launch and learning curve of the new tracker product line in the current year quarter.

Furthermore, margin was impacted by restructuring charges incurred during the quarter related to addressing customer issues arising from discontinued legacy solar tracker solutions.

The Agtech segment generated an operating margin of 9.3% in the current year quarter compared to 6.7% in the prior year quarter.

Operating margin improved year over year due to the impact of portfolio management charges related to the liquidation of the processing business incurred in the prior year partially offset by a product mix shift in projects across the segment during the current year.

The Infrastructure segment generated an operating margin of 25.1% during the three months ended June 30, 2024 compared to 24.1% during the three months ended June 30, 2023.

The margin improved year over year due to favorable price/cost alignment, ongoing strong operating execution, 80/20 productivity, and improving product mix.

Unallocated corporate expenses decreased $0.5 million from $11.5 million during the three months ended June 30, 2023 to $11.0 million during the three months ended June 30, 2024.

The decrease in expense was primarily the result of lower performance-based compensation expense as compared to the prior year quarter.

The Company recorded interest income of $1.5 million for the three months ended June 30, 2024, compared to interest expense of $1.3 million for the three months ended June 30, 2023.

Operating margin improved year over year due to volume leverage, product mix shift, 80/20 initiatives and solid field execution.

The Infrastructure segment generated an operating margin of 27.9% during the three months ended September 30, 2024 compared to 25.6% during the three months ended September 30, 2023.

The margin improved year over year due to product line mix, 80/20 initiatives and strong execution.

Unallocated corporate expenses decreased $1.2 million from $10.4 million during the three months ended September 30, 2023 to $9.2 million during the three months ended September 30, 2024.

The decrease in expense was largely the result of lower performance-based compensation expense as compared to the prior year quarter.

The Company recorded interest income of $1.9 million for the three months ended September 30, 2024, compared to interest expense of $0.4 million for the three months ended September 30, 2023.

Income during the current year quarter was the result of earnings on certain interest-bearing cash accounts.

Expense in the prior year quarter was the result of an outstanding balance on the Company's revolving credit facility for the three months ended June 30, 2023, while no amounts were outstanding during the three months ended June 30, 2024.

The Company recorded other expense of $0.3 million for the three months ended June 30, 2024, compared to other income of $0.5 million recorded for the three months ended June 30, 2023.

Expense in the prior year quarter was the result of an outstanding balance on the Company's revolving credit facility during the three months ended September 30, 2023, while no amounts were outstanding during the three months ended September 30, 2024.

The Company recorded other expense of $0.5 million for the three months ended September 30, 2024, compared to other income of $1.0 million recorded for the three months ended September 30, 2023.

The change year over year is the result of costs related to the liquidation of the processing business.

The Company recognized a provision for income taxes of $11.4 million and $11.6 million, with effective tax rates of 26.2% and 27.3% for the three months ended June 30, 2024, and 2023, respectively.

The effective tax rate for the three months ended June 30, 2024, and 2023, respectively, was greater than the U.S.

The Company recognized a provision for income taxes of $11.4 million and $14.5 million, with effective tax rates of 25.1% and 27.0% for the three months ended September 30, 2024, and 2023, respectively.

The effective tax rate for the three months ended September 30, 2024, and 2023, respectively, was greater than the U.S.

federal statutory rate of 21% due to state taxes and nondeductible permanent differences partially offset by favorable discrete items due to an excess tax benefit on stock-based compensation.

Six Months Ended June 30, 2024 Compared to the Six Months Ended June 30, 2023

The following table sets forth selected results of operations data and its percentage of net sales for the six months ended June 30 (in thousands):

Nine Months Ended September 30, 2024 Compared to the Nine Months Ended September 30, 2023

The following table sets forth selected results of operations data and its percentage of net sales for the nine months ended September 30, (in thousands):

Net sales $ 1,006,707 100.0 % $ 1,048,925 100.0 %

8 unchanged sentences

Net income $ 91,183 9.1 % $ 91,099 8.7 %

The following table sets forth the Company’s net sales by reportable segment for the six months ended June 30, (in thousands):

The following table sets forth the Company’s net sales by reportable segment for the nine months ended September 30, (in thousands):

2024 2023 Total

5 unchanged sentences

Consolidated $ 1,006,707 $ 1,048,925 $ (42,218) $ 3,480 $ (14,850) $ (30,848)

Consolidated net sales decreased by $12.7 million, or 1.9%, to $645.5 million for the six months ended June 30, 2024 compared to the six months ended June 30, 2023.

The net sales decrease was the combined result of volume decline in the Company's Residential segment along with portfolio management activities in the prior year.

This decrease was partially offset by growth in the Company's Infrastructure, Agtech and Renewables segments, along with revenue of $3.5 million generated from a recent acquisition.

Consolidated net sales decreased by $42.2 million, or 4.0%, to $1.0 billion for the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023.

The net sales decrease was the combined result of volume decline in the Company's Residential and Renewables segments along with portfolio management activities in the prior year.

This decrease was partially offset by growth in the Company's Agtech and Infrastructure segments, along with revenue of $3.5 million generated from a recent acquisition.

Consolidated backlog decreased 15% to $319 million, as compared to the end of the prior year period.

Net sales in the Company's Residential segment decreased $8.3 million, or 2.0%, to $399.4 million for the six months ended June 30, 2024 compared to $407.7 million for the six months ended June 30, 2023.

Organic decline of 2.9% was impacted by a slowing in end market activity in the business and inventory reduction actions at certain retail customers during the latter part of the six month period.

This decrease was partially offset by participation gains with new and existing customers and geographic expansion in the Rocky Mountain region, along with $3.5 million of revenue generated by the recent acquisition.

Net sales in the Company's Renewables segment decreased $5.8 million, or 4.2%, to $130.9 million for the six months ended June 30, 2024 compared to $136.7 million for the six months ended June 30, 2023.

The decline in net sales was the result of portfolio management actions in the prior year.

Despite a growing pipeline of new projects across all product lines, order backlog decreased 10% from the prior year as some customers paused signing new contracts as they worked through trade and/or regulatory items specific to their projects.

Net sales in the Company's Agtech segment decreased 3.2%, or $2.3 million, to $68.5 million for the six months ended June 30, 2024 compared to $70.9 million for the six months ended June 30, 2023.

The revenue declined due to $3.3 million of revenues recorded in the prior year related to portfolio management actions which were partially offset by timing of new contract signings, as projects recently booked began to generate revenue during the latter part of the current year period.

Backlog increased 32% year over year in this segment as new projects booked were greater than $90 million during the current year quarter.

Net sales in the Company's Infrastructure segment increased 8.9%, or $3.8 million, to $46.7 million for the six months ended June 30, 2024 compared to $42.9 million for the six months ended June 30, 2023.

Net sales in the Company's Residential segment decreased $23.7 million, or 3.7%, to $611.8 million for the nine months ended September 30, 2024 compared to $635.5 million for the nine months ended September 30, 2023.

Organic decline of 4.3% was driven by a slower than expected residential market, including the repair and remodel sector, which is impeding the timing and benefit of participation gains as customers take longer to flush inventory from incumbent suppliers.

This decrease was partially offset by $3.5 million of revenue generated by the recent acquisition.

Net sales in the Company's Renewables segment decreased $28.1 million, or 11.6%, to $214.9 million for the nine months ended September 30, 2024 compared to $243.0 million for the nine months ended September 30, 2023.

The decrease was driven by trade and regulatory headwinds associate with the two independent AD/CVD investigations which are compelling the industry to significantly focus on completing panel installations and the administrative reporting requirements of the December 3, 2024 expiration of the tariff moratorium on panels granted through the two-year Presidential Proclamation from June 2022.

Order backlog decreased 24% from the prior year as a result of these aforementioned challenges.

Net sales in the Company's Agtech segment increased 7.3%, or $7.5 million, to $110.1 million for the nine months ended September 30, 2024 compared to $102.5 million for the nine months ended September 30, 2023.

The revenue increase was primarily driven by projects starting to accelerate in our produce division, partially offset by $4.1 million of revenues recorded in the prior year related to portfolio management actions.

Net sales in the Company's Infrastructure segment increased 2.9%, or $2.0 million, to $69.9 million for the nine months ended September 30, 2024 compared to $67.9 million for the nine months ended September 30, 2023.

The increase in revenue was driven by continued strong execution and market participation gains.

Backlog decreased 12% as expected from the prior year due to the final stages of a large project booked in 2023, while demand and quoting remain strong.

The Company's consolidated gross margin increased to 27.9% for the six months ended June 30, 2024 compared to 26.4% for the six months ended June 30, 2023.

Backlog increased 3% over the prior year.

Demand and quoting remain strong, supported by continued investment at the federal and state levels.

The Company's consolidated gross margin increased to 27.2% for the nine months ended September 30, 2024 compared to 26.6% for the nine months ended September 30, 2023.

The increase was driven by improved price to material cost alignment, and continued operational efficiencies, along with 80/20 initiatives and favorable business and product mix.

SG&A expenses increased by $4.8 million, or 4.8% to $106.1 million for the six months ended June 30, 2024 compared to $101.2 million for the six months ended June 30, 2023.

The $4.8 million increase was primarily due to higher performance-based compensation expense as compared to the prior year.

SG&A expenses as a percentage of net sales increased to 16.4% for the six months ended June 30, 2024 compared to 15.4% for the six months ended June 30, 2023.

The following table sets forth the Company’s income from operations and income from operations as a percentage of net sales by reportable segment for the six months ended June 30, (in thousands):

SG&A expenses increased by $2.2 million, or 1.4% to $155.6 million for the nine months ended September 30, 2024 compared to $153.4 million for the nine months ended September 30, 2023.

The $2.2 million increase was largely due to higher performance-based compensation expense as compared to the prior year.

SG&A expenses as a percentage of net sales increased to 15.5% for the nine months ended September 30, 2024 compared to 14.6% for the nine months ended September 30, 2023.

The following table sets forth the Company’s income from operations and income from operations as a percentage of net sales by reportable segment for the nine months ended September 30, (in thousands):

2024 2023 Total

9 unchanged sentences

The Renewables segment generated an operating margin of 1.9% in the current year compared to 8.7% in the prior year.

The decrease in operating margin was a result of product line mix associated with the ramp up of the new tracker product line in the current year along with the impact of restructuring activities related to addressing customer issues arising from the discontinued legacy solar tracker solution and prior year portfolio management actions, partially offset by strong execution and field efficiencies on projects underway.

The decrease in operating margin was impacted by lower volume resulting from the aforementioned trade and

regulatory challenges in this segment along with product line mix associated with the launch and learning curve of the new tracker product line in the current year.

Furthermore, margin was impacted by restructuring activities related to addressing customer issues arising from discontinued solar tracker solutions and prior year portfolio management actions.

The Agtech segment generated an operating margin of 7.9% in the current year compared to 3.3% in the prior year.

Operating margin improved year over year due to the impact of restructuring costs incurred in the prior year partially offset by product mix across the segment.

The Infrastructure segment generated an operating margin of 23.8% during the six months ended June 30, 2024 compared to 19.9% during the six months ended June 30, 2023.

The margin improved year over year driven by favorable price/cost alignment, ongoing strong operating execution, 80/20 productivity, and improving product mix.

Unallocated corporate expenses increased $3.8 million from $19.0 million during the six months ended June 30, 2023 to $22.7 million during the six months ended June 30, 2024.

Operating margin improved year over year due to the impact of restructuring costs incurred in the prior year, along with product mix shift, field efficiencies and stronger volume.

The Infrastructure segment generated an operating margin of 25.2% during the nine months ended September 30, 2024 compared to 22.0% during the nine months ended September 30, 2023.

The margin improved year over year driven by favorable product line mix, 80/20 initiative and strong operating execution.

Unallocated corporate expenses increased $2.6 million from $29.4 million during the nine months ended September 30, 2023 to $32.0 million during the nine months ended September 30, 2024.

The increase in expense was primarily the result of higher performance-based compensation expense as compared to the prior year.

The Company recorded interest income of $2.2 million for the six months ended June 30, 2024, compared to interest expense of $2.8 million for the six months ended June 30, 2023.

The Company recorded interest income of $4.2 million for the nine months ended September 30, 2024, compared to interest expense of $3.2 million for the nine months ended September 30, 2023.

Income in the current year was the result of earnings on certain interest-bearing cash accounts.

Expense in the prior year was the result of an outstanding balance on the Company's revolving credit facility for the six months ended June 30, 2023, while no amounts were outstanding during the six months ended June 30, 2024.

Other income decreased year over year with $0.7 million recorded for the six months ended June 30, 2024, compared to $0.9 million recorded for the six months ended June 30, 2023.

The change year over year is the combined result of $1.0 million of working capital and other adjustments recorded in the current year, relating to the sale of the Company's Japan-based solar racking business within its Renewables segment, costs related to the liquidation of the processing business and foreign currency translation fluctuations.

The Company recognized a provision for income taxes of $20.0 million and $18.7 million, with effective tax rates of 25.9% and 26.6% for the six months ended June 30, 2024, and 2023, respectively.

The effective tax rate for the six months ended June 30, 2024, and 2023, respectively, was greater than the U.S.

Expense in the prior year was the result of an outstanding balance on the Company's revolving credit facility during the nine months ended September 30, 2023, while no amounts were outstanding during the nine months ended September 30, 2024.

Other income decreased year over year with $0.2 million recorded for the nine months ended September 30, 2024, compared to $1.9 million recorded for the nine months ended September 30, 2023.

The change year over year is the combined result of $1.0 million of working capital adjustments recorded in the current year related to the sale of the Company's Japan-based solar racking business within its Renewables segment, along with costs related to the liquidation of the processing business.

The Company recognized a provision for income taxes of $31.4 million and $33.3 million, with effective tax rates of 25.6% and 26.7% for the nine months ended September 30, 2024, and 2023, respectively.

The effective tax rate for the nine months ended September 30, 2024, and 2023, respectively, was greater than the U.S.

federal statutory rate of 21% due to state taxes and nondeductible permanent differences partially offset by favorable discrete items due to an excess tax benefit on stock-based compensation.

1 unchanged sentence

The following table sets forth the Company's liquidity position as of (in thousands):

June 30, 2024 December 31, 2023

September 30, 2024 December 31, 2023

Cash and cash equivalents $ 228,879 $ 99,426

7 unchanged sentences

Generally, the Company's foreign operations have generated cash flow from operations sufficient to invest in working capital and fund their capital improvements.

As of June 30, 2024 and December 31, 2023, the Company's foreign subsidiaries held $14.2 million and $6.9 million of cash, respectively.

As of September 30, 2024 and December 31, 2023, the Company's foreign subsidiaries held $14.3 million and $6.9 million of cash, respectively.

The Company believes that these sources, together with cash expected to be generated from operations, should provide the Company with ample liquidity and capital resources to meet its cash requirements and to continue to invest in operational excellence, growth initiatives and the development of the organization.

8 unchanged sentences

See Part II, Item 7 "Management's Discussion and Analysis of Financial Condition and Results of Operations" in the Company's Annual Report on Form 10-K for the year ended December 31, 2023.

The following table sets forth selected cash flow data for the six months ended June 30, (in thousands):

The following table sets forth selected cash flow data for the nine months ended September 30, (in thousands):

Cash provided by (used in):

5 unchanged sentences

Operating Activities

Net cash provided by operating activities for the six months ended June 30, 2024 of $89.7 million consisted of net income of $57.1 million, non-cash net charges totaling $22.4 million, which include depreciation, amortization, stock-based compensation, exit activity costs and other non-cash charges, and $10.2 million of cash generated from working capital and other net operating assets.

Net cash provided by operating activities for the nine months ended September 30, 2024 of $154.3 million consisted of net income of $91.2 million, non-cash net charges totaling $32.6 million, which include depreciation, amortization, stock-based compensation, exit activity costs and other non-cash charges, and $30.5 million of cash generated from working capital and other net operating assets.

The cash generated from working capital and other net operating assets was largely due to increases in accounts payable, the result of the timing of purchases and vendor payments, and billings in excess of costs, the result of increased advance payments from and billings to customers on projects.

These activities were partially offset by increases in accounts receivable and inventory, largely the result of seasonal demand.

Net cash provided by operating activities for the six months ended June 30, 2023 of $114.1 million consisted of net income of $51.8 million, non-cash net charges totaling $21.6 million, which include depreciation, amortization, stock-based compensation, exit activity recoveries and other non-cash charges, and $40.7 million of cash generated from working capital and other net operating assets.

Net cash provided by operating activities for the nine months ended September 30, 2023 of $206.7 million consisted of net income of $91.1 million, non-cash net charges totaling $31.5 million, which include depreciation, amortization, stock-based compensation, exit activity recoveries and other non-cash charges, and $84.1 million of cash generated from working capital and other net operating assets.

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Investing Activities

Net cash used in investing activities for the six months ended June 30, 2024 of $8.4 million was primarily due to net capital expenditures of $8.7 million, offset by receipt of the $0.3 million final working capital settlement resulting from the sale of the Company's Japan-based solar racking business in the Company's Renewables segment in the fourth quarter of 2023.

Net cash used in investing activities for the six months ended June 30, 2023 of $4.7 million was primarily due to net capital expenditures of $5.3 million, offset by receipt of the $0.6 million final working capital settlement resulting from the 2022 acquisition of QAP.

Net cash used in investing activities for the nine months ended September 30, 2024 of $14.0 million was primarily due to net capital expenditures of $14.3 million, offset by receipt of the $0.3 million final working capital settlement resulting from the sale of the Company's Japan-based solar racking business in the Company's Renewables segment in the fourth quarter of 2023.

Net cash used in investing activities for the nine months ended September 30, 2023 of $17.8 million consisted of cash paid of $10.4 million for the acquisition of a privately held Utah-based company, offset by receipt of the $0.6 million final working capital settlement resulting from the 2022 acquisition of QAP and net capital expenditures of $8.0 million.

Financing Activities

Net cash used in financing activities for the six months ended June 30, 2024 of $1.4 million consisted of common stock repurchases related to the net settlement of tax obligations for participants in the Company's equity incentive plans.

Net cash used in financing activities for the six months ended June 30, 2023 of $108.0 million consisted of net long-term debt payments of $79.2 million and $28.8 million of common stock repurchases.

Net cash used in financing activities for the nine months ended September 30, 2024 of $10.9 million consisted of common stock repurchases.

The Company paid $9.0 million during the nine months ended September 30, 2023 related to repurchase of 139,427 shares under the Company's authorized share repurchase program.

The remainder of the repurchased common stock of $1.9 million related to the net settlement of tax obligations for participants in the Company's equity incentive plans.

Net cash used in financing activities for the nine months ended September 30, 2023 of $120.2 million consisted of net long-term debt payments of $91.0 million and $29.2 million of common stock repurchases.

Net long-term debt payments consisted of $141.0 million in long-term debt payments, offset by $50.0 million in proceeds from borrowing on the Company's long-term debt credit facility.

The Company paid $26.0 million during the six months ended June 30, 2023 related to repurchase of 538,575 shares under the Company's authorized share repurchase program.

The Company paid $26.0 million during the nine months ended September 30, 2023 related to repurchase of 538,575 shares under the Company's authorized share repurchase program.

The remainder of the repurchased common stock of $3.2 million related to the net settlement of tax obligations for participants in the Company's equity incentive plans.

Critical Accounting Estimates

There have been no material changes to the Company's critical accounting estimates during the six months ended June 30, 2024 from those disclosed in the consolidated financial statements and accompanying notes contained in the Company's Annual Report on Form 10-K for the year ended December 31, 2023.

There have been no material changes to the Company's critical accounting estimates during the nine months ended September 30, 2024 from those disclosed in the consolidated financial statements and accompanying notes contained in the Company's Annual Report on Form 10-K for the year ended December 31, 2023.

Recent Accounting Pronouncements

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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