What changed in this filing

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Item 1. Financial Statements

2024-05-08 compared with 2023-11-02 · 80 added, 141 removed, 356 unchanged (38% of the section changed)

3 unchanged sentences

(Dollars in thousands)

30, 2023 Sept.

30, 2022 Dec.

March 31, 2024 March 31, 2023 Dec.

(unaudited) (unaudited)

31 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

For the three and nine months ended September 30, 2023 and 2022

For the three months ended March 31, 2024 and 2023

(Dollars and shares in thousands, except per share amounts)

Three Months Ended Nine Months Ended

30, 2023 Sept.

30, 2022 Sept.

30, 2023 Sept.

Net sales $ 1,317,038 $ 1,418,281

3 unchanged sentences

Rationalization charges 11,691 4,121

Other pension and postretirement expense (income) 1,083 ( 11,051 ) 3,664 ( 33,729 )

Other pension and postretirement (income) expense ( 407 ) 1,286

Income before interest and income taxes 111,719 131,228

Interest and other debt expense before loss on

early extinguishment of debt 47,264 33,743 130,822 91,752

Loss on early extinguishment of debt

Interest and other debt expense 38,647 36,766

12 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

For the three and nine months ended September 30, 2023 and 2022

For the three months ended March 31, 2024 and 2023

(Dollars in thousands)

Three Months Ended Nine Months Ended

30, 2023 Sept.

30, 2022 Sept.

30, 2023 Sept.

Net income $ 55,164 $ 72,029

8 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

For the nine months ended September 30, 2023 and 2022

For the three months ended March 31, 2024 and 2023

(Dollars in thousands)

4 unchanged sentences

Depreciation and amortization 66,430 64,843

Amortization of debt discount and debt issuance costs 1,347 1,333

Rationalization charges 11,691 4,121

Stock compensation expense 4,115 3,681

Loss on early extinguishment of debt — 1,481

Other changes that provided (used) cash, net of effects from acquisitions:

Other changes that provided (used) cash:

Trade accounts receivable, net ( 355,645 ) ( 271,224 )

5 unchanged sentences

Cash flows provided by (used in) investing activities:

Purchase of businesses, net of cash acquired — ( 1,333 )

Capital expenditures ( 75,258 ) ( 67,871 )

Proceeds from asset sales 2,495 372

Other, net 301 508

3 unchanged sentences

Repayments under revolving loans ( 15,469 ) ( 28,442 )

Repayment of principal amounts under finance leases ( 346 ) ( 658 )

Proceeds from issuance of long-term debt — 2,146

3 unchanged sentences

Repurchase of common stock ( 7,675 ) ( 13,412 )

Net cash provided by (used in) financing activities 487,600 ( 90,561 )

Net cash provided by financing activities 292,676 610,375

Effect of exchange rate changes on cash and cash equivalents ( 6,686 ) 3,828

8 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

For the three and nine months ended September 30, 2023 and 2022

For the three months ended March 31, 2024 and 2023

(Dollars and shares in thousands, except per share amounts)

Three Months Ended Nine Months Ended

30, 2023 Sept.

30, 2022 Sept.

30, 2023 Sept.

Common stock - shares outstanding

3 unchanged sentences

Repurchases of common stock

( 3,448 ) — ( 3,893 ) ( 650 )

Balance at end of period

7 unchanged sentences

Stock compensation expense

4,192 4,047 11,348 12,917

Net issuance of treasury stock for vested restricted stock units

22 unchanged sentences

Repurchases of common stock

( 154,547 ) — ( 176,304 ) ( 26,367 )

Balance at end of period

5 unchanged sentences

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Information at September 30, 2023 and 2022 and for the

three and nine months then ended is unaudited)

(Information at March 31, 2024 and 2023 and for the

three months then ended is unaudited)

Significant Accounting Policies

7 unchanged sentences

You should read the accompanying condensed consolidated financial statements in conjunction with our consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2023.

Goodwill and Other Intangible Assets.

We review goodwill and other indefinite-lived intangible assets for impairment as of July 1 of each year and more frequently if circumstances indicate a possible impairment.

We determined that our goodwill and other indefinite-lived intangible assets were not impaired in our annual 2023 assessment performed during the third quarter.

Certain prior year amounts have been reclassified to confirm with the current year's presentation.

The following tables present our revenues disaggregated by reportable segment and geography as they best depict how the nature, amount, timing and uncertainty of revenue and cash flows are affected by economic factors.

Revenues by segment were as follows:

Three Months Ended Nine Months Ended

30, 2023 Sept.

30, 2022 Sept.

30, 2023 Sept.

Revenues by segment for the three months ended March 31 were as follows:

(Dollars in thousands)

3 unchanged sentences

$ 1,317,038 $ 1,418,281

Revenues by geography were as follows:

Three Months Ended Nine Months Ended

30, 2023 Sept.

30, 2022 Sept.

30, 2023 Sept.

Revenues by geography for the three months ended March 31 were as follows:

(Dollars in thousands)

2 unchanged sentences

$ 1,317,038 $ 1,418,281

Our contract assets primarily consist of unbilled accounts receivable related to over time revenue recognition and were $ 104.2 million, $ 113.3 million, and $ 110.2 million as of September 30, 2023 and 2022 and December 31, 2022, respectively.

Our contract assets primarily consist of unbilled accounts receivable related to over time revenue recognition and were $ 97.2 million, $ 108.5 million, and $ 100.0 million as of March 31, 2024 and 2023 and December 31, 2023, respectively.

Unbilled receivables are included in trade accounts receivable, net on our Condensed Consolidated Balance Sheets.

1 unchanged sentence

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Information at September 30, 2023 and 2022 and for the

three and nine months then ended is unaudited)

(Information at March 31, 2024 and 2023 and for the

three months then ended is unaudited)

Rationalization Charges

1 unchanged sentence

We use a disciplined approach to identify opportunities that generate attractive cash returns.

Rationalization charges by segment were as follows:

Three Months Ended Nine Months Ended

30, 2023 Sept.

30, 2022 Sept.

30, 2023 Sept.

Rationalization charges by segment for the three months ended March 31 were as follows:

(Dollars in thousands)

12 unchanged sentences

Utilized and currency translation ( 4,229 ) ( 7,555 ) ( 348 ) ( 12,132 )

Balance at September 30, 2023

Balance at March 31, 2024

$ 33,414 $ 165 $ — $ 33,579

Rationalization reserves as of September 30, 2023 were recorded in our Condensed Consolidated Balance Sheet as accrued liabilities of $ 4.1 million and other liabilities of $ 27.0 million.

Rationalization reserves as of March 31, 2024 were recorded in our Condensed Consolidated Balance Sheet as accrued liabilities of $ 7.2 million and other liabilities of $ 26.4 million.

Excluding the impact of our withdrawal from the Central States, Southeast and Southwest Areas Pension Plan, or the Central States Pension Plan, in 2019, remaining expenses and cash expenditures for our rationalization plans are expected to be $ 8.1 million and $ 14.3 million, respectively.

Remaining expenses for the accretion of interest for the withdrawal liability related to the Central States Pension Plan are expected to average approximately $ 0.9 million per year and be recognized annually through 2040, and remaining cash expenditures for the withdrawal liability related to the Central States Pension Plan are expected to be approximately $ 0.8 million in 2023 and $ 2.6 million annually thereafter through 2040.

Remaining expenses for the accretion of interest for the withdrawal liability related to the Central States Pension Plan are expected to average approximately $ 0.8 million per year and be recognized annually through 2040, and remaining cash expenditures for the withdrawal liability related to the Central States Pension Plan are expected to be approximately $ 2.6 million annually through 2040.

SILGAN HOLDINGS INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Information at September 30, 2023 and 2022 and for the

three and nine months then ended is unaudited)

(Information at March 31, 2024 and 2023 and for the

three months then ended is unaudited)

Accumulated Other Comprehensive Loss

9 unchanged sentences

$ ( 133,523 ) $ ( 216 ) $ ( 117,622 ) $ ( 251,361 )

Other comprehensive income before reclassifications — 4,938 1,387 6,325

Other comprehensive loss before reclassifications — 2,884 ( 24,457 ) ( 21,573 )

Amounts reclassified from accumulated other

1 unchanged sentence

1,403 ( 459 ) — 944

Other comprehensive income 5,518 5,230 24,976 35,724

Balance at September 30, 2023

Other comprehensive loss 1,403 2,425 ( 24,457 ) ( 20,629 )

Balance at March 31, 2024

$ ( 132,120 ) $ 2,209 $ ( 142,079 ) $ ( 271,990 )

The amounts reclassified to earnings from the unrecognized net defined benefit plan costs component of accumulated other comprehensive loss for the three and nine months ended September 30, 2023 were net (losses) of $( 2.5 ) million and $( 7.7 ) million, respectively, excluding income tax benefits of $ 0.5 million and $ 2.2 million, respectively.

For the three and nine months ended September 30, 2023, these net (losses) consisted of amortization of net actuarial (losses) of $( 2.7 ) million and $( 8.3 ) million and amortization of net prior service credit of $ 0.2 million and $ 0.6 million, respectively.

Amortization of net actuarial losses and net prior service credit was recorded in other pension and postretirement income in our Condensed Consolidated Statements of Income.

The amounts reclassified to earnings from the unrecognized net defined benefit plan costs component of accumulated other comprehensive loss for the three months ended March 31, 2024 were net (losses) of $( 1.8 ) million, excluding income tax benefits of $ 0.4 million.

For the three months ended March 31, 2024, these net (losses) consisted primarily of amortization of net actuarial (losses) of $( 1.8 ) million.

Amortization of net actuarial losses and net prior service cost was recorded in other pension and postretirement income in our Condensed Consolidated Statements of Income.

See Note 10 for further information.

The amounts reclassified to earnings from the change in fair value of derivatives component of accumulated other comprehensive loss for the three and nine months ended September 30, 2023 were not significant.

Other comprehensive income before reclassifications related to foreign currency translation for the three and nine months ended September 30, 2023 consisted of (i) foreign currency (losses) related to translation of quarter end financial statements of foreign subsidiaries utilizing a functional currency other than the U.S.

dollar of $( 45.5 ) million and $( 3.8 ) million, respectively, (ii) foreign currency gains related to intra-entity foreign currency transactions that are of a long-term investment nature of $ 0.1 million and $ 2.0 million, respectively, and (iii) foreign currency gains related to our net investment hedges of $ 15.0 million and $ 4.1 million, respectively, excluding income tax (provisions) of $( 3.6 ) million and $( 1.0 ) million, respectively.

The amounts reclassified to earnings from the change in fair value of derivatives component of accumulated other comprehensive loss for the three months ended March 31, 2024 were not significant.

Other comprehensive loss before reclassifications related to foreign currency translation for the three months ended March 31, 2024 consisted of (i) foreign currency (losses) related to translation of quarter end financial statements of foreign subsidiaries utilizing a functional currency other than the U.S.

dollar of $( 33.5 ) million, (ii) foreign currency gains related to intra-entity foreign currency transactions that are of a long-term investment nature of $ 0.1 million, and (iii) foreign currency gains related to our net investment hedges of $ 11.6 million, excluding an income tax (provision) of $( 2.7 ) million.

See Note 7 for further discussion.

Amounts reclassified from accumulated other comprehensive loss related to foreign currency translation for the nine months ended September 30, 2023 related to the shutdown of our metal container manufacturing facilities in Russia.

SILGAN HOLDINGS INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Information at September 30, 2023 and 2022 and for the

three and nine months then ended is unaudited)

(Information at March 31, 2024 and 2023 and for the

three months then ended is unaudited)

Inventories consisted of the following:

30, 2023 Sept.

30, 2022 Dec.

March 31, 2024 March 31, 2023 Dec.

(Dollars in thousands)

8 unchanged sentences

Long-term debt consisted of the following:

30, 2023 Sept.

30, 2022 Dec.

March 31, 2024 March 31, 2023 Dec.

(Dollars in thousands)

8 unchanged sentences

1.4 % Senior Secured Notes

500,000 500,000 500,000

Finance leases 62,905 65,050 63,302

4 unchanged sentences

$ 2,534,504 $ 3,370,346 $ 2,546,451

At September 30, 2023, the current portion of long-term debt consisted of $ 818.0 million of U.S.

At March 31, 2024, the current portion of long-term debt consisted of $ 702.0 million of 3¼% Senior Notes due 2025, $ 580.0 million of U.S.

revolving loans under our amended and restated senior secured credit facility, as amended, or the Credit Agreement, $ 36.3 million of other foreign bank revolving and term loans and $ 27.6 million of finance leases.

On June 22, 2023, we and certain of our wholly owned subsidiaries entered into the Fourth Amendment to Amended and Restated Credit Agreement, or the Fourth Amendment, with the lenders party to the Credit Agreement and Wells Fargo Bank, National Association, as administrative agent.

The Fourth Amendment amended the Credit Agreement to provide for the transition from LIBOR based interest rates to SOFR (Secured Overnight Financing Rates) and SONIA (Sterling Overnight Index Average) based interest rates and to provide for standard interest rate benchmark replacement language.

The Fourth Amendment also reduced the spread adjustments for Term SOFR borrowings.

SILGAN HOLDINGS INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Information at September 30, 2023 and 2022 and for the

three and nine months then ended is unaudited)

(Information at March 31, 2024 and 2023 and for the

three months then ended is unaudited)

Financial Instruments

1 unchanged sentence

Due to their short-term maturity, the carrying amounts of trade accounts receivable and trade accounts payable approximate their fair market values.

The following table summarizes the carrying amounts and estimated fair values of our other financial instruments at September 30, 2023:

The following table summarizes the carrying amounts and estimated fair values of our other financial instruments at March 31, 2024:

(Dollars in thousands)

14 unchanged sentences

Financial Instruments Measured at Fair Value

The financial assets and liabilities that were measured on a recurring basis at September 30, 2023 consisted of our cash and cash equivalents and derivative instruments.

The financial assets and liabilities that were measured on a recurring basis at March 31, 2024 consisted of our cash and cash equivalents and derivative instruments.

We measured the fair value of cash and cash equivalents using Level 1 inputs.

11 unchanged sentences

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Information at September 30, 2023 and 2022 and for the

three and nine months then ended is unaudited)

(Information at March 31, 2024 and 2023 and for the

three months then ended is unaudited)

We utilize certain derivative financial instruments to manage a portion of our interest rate and natural gas cost exposures.

6 unchanged sentences

Interest Rate Swap Agreements

We had two U.S.

dollar interest rate swap agreements, each for $ 50.0 million notional principal amount, to manage a portion of our exposure to interest rate fluctuations, with a fixed rate of 2.878 percent, that matured on March 24, 2023.

In March 2023, we entered into four U.S.

1 unchanged sentence

These agreements have a fixed rate ranging from 3.889 percent to 3.905 percent, mature on April 3, 2026, and were entered into with financial institutions which are expected to fully perform under the terms thereof.

The difference between amounts to be paid or received on our interest rate swap agreements is recorded in interest and other debt expense in our Condensed Consolidated Statements of Income and was not significant for the three and nine months ended September 30, 2023.

The total fair value of our interest rate swaps agreements in effect at September 30, 2023 was not significant.

The total fair value of our interest rate swaps agreements in effect at March 31, 2024 was not significant.

Natural Gas Swap Agreements

We have entered into natural gas swap agreements to manage a portion of our exposure to fluctuations in natural gas prices.

The difference between amounts to be paid or received on our natural gas swap agreements is recorded in cost of goods sold in our Condensed Consolidated Statements of Income and was not significant for the three and nine months ended September 30, 2023.

These agreements are with a financial institution which is expected to fully perform under the terms thereof.

The total fair value of our natural gas swap agreements in effect at September 30, 2023 was not significant.

The total fair value of our natural gas swap agreements in effect at March 31, 2024 was not significant.

Foreign Currency Exchange Rate Risk

1 unchanged sentence

In addition, where available, we have borrowed funds in local currency or implemented certain internal hedging strategies to minimize our foreign currency exchange rate risk related to foreign operations, including net investment hedges related to the 3¼% Senior Notes which are Euro denominated.

Foreign currency gains related to our net investment hedges included in accumulated other comprehensive loss for the three and nine months ended September 30, 2023 were $ 15.0 million and $ 4.1 million, respectively.

Foreign currency gains related to our net investment hedges included in accumulated other comprehensive loss for the three months ended March 31, 2024 were $ 11.6 million.

SILGAN HOLDINGS INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Information at September 30, 2023 and 2022 and for the

three and nine months then ended is unaudited)

(Information at March 31, 2024 and 2023 and for the

three months then ended is unaudited)

Commitments and Contingencies

3 unchanged sentences

We have a supply chain finance (“SCF”) program with a major global financial institution.

Under this SCF program, qualifying suppliers may elect, but are not obligated, to sell their receivables from us to such financial institution.

We agree to pay the financial institution the stated amount of invoices from our suppliers electing to participate on the original maturity dates of the invoices.

Under this SCF program, a qualifying supplier may elect, but is not obligated, to sell its receivables from us to such financial institution.

Once a qualifying supplier elects to participate in this SCF program, all of our payments to the participating supplier are paid to such financial institution in this SCF program on the invoice due date under our agreement with such supplier, regardless of whether the individual invoice was sold by the supplier to such financial institution.

We may terminate our agreement with the financial institution upon at least 30 days’ notice, and the financial institution may terminate our agreement upon at least 10 days’ notice.

1 unchanged sentence

The suppliers' invoices sold under this SCF program can be outstanding up to 210 days from the invoice date.

Suppliers’ invoices included in this SCF program were $ 294.1 million, $ 321.9 million and $ 346.8 million at September 30, 2023 and 2022 and December 31, 2022, respectively, and were included in accounts payable in our Condensed Consolidated Balance Sheets.

Suppliers’ invoices included in this SCF program were $ 252.6 million, $ 318.4 million and $ 330.2 million at March 31, 2024 and 2023 and December 31, 2023, respectively, and were included in accounts payable in our Condensed Consolidated Balance Sheets.

Retirement Benefits

The components of the net periodic pension benefit cost (credit) were as follows:

Three Months Ended Nine Months Ended

30, 2023 Sept.

30, 2022 Sept.

30, 2023 Sept.

The components of the net periodic pension benefit cost for the three months ended March 31 were as follows:

(Dollars in thousands)

4 unchanged sentences

Amortization of actuarial losses 1,852 2,945

Net periodic benefit cost (credit) $ 3,242 $ ( 7,720 ) $ 10,699 $ ( 23,060 )

The components of the net periodic other postretirement benefit credit were as follows:

Three Months Ended Nine Months Ended

30, 2023 Sept.

30, 2022 Sept.

30, 2023 Sept.

Net periodic benefit cost $ 1,682 $ 3,722

The components of the net periodic other postretirement benefit cost (credit) for the three months ended March 31 were as follows:

(Dollars in thousands)

3 unchanged sentences

Amortization of actuarial gains ( 84 ) ( 161 )

Net periodic benefit credit $ ( 185 ) $ ( 389 ) $ ( 572 ) $ ( 1,106 )

Net periodic benefit cost (credit) $ 83 $ ( 193 )

SILGAN HOLDINGS INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Information at September 30, 2023 and 2022 and for the

three and nine months then ended is unaudited)

(Information at March 31, 2024 and 2023 and for the

three months then ended is unaudited)

Silgan and its subsidiaries file U.S.

4 unchanged sentences

On March 4, 2022, our Board of Directors authorized the repurchase by us of up to an aggregate of $ 300.0 million of our common stock by various means from time to time through and including December 31, 2026.

During the nine months ended September 30, 2023, we repurchased an aggregate of 3,893,098 shares of our common stock at an average price per share of $ 44.86 , for a total purchase price of $ 174.6 million.

At September 30, 2023, we had approximately $ 93.3 million remaining under this authorization for the repurchase of our common stock.

During the first nine months of 2023, we issued 487,409 treasury shares which had an average cost of $ 3.19 per share for restricted stock units that vested during the period that had been previously issued under a prior stock-based compensation plan.

We did not repurchase any shares of our common stock pursuant to this authorization during the three months ended March 31, 2024.

At March 31, 2024, we had approximately $ 93.3 million remaining under this authorization for the repurchase of our common stock.

During the first three months of 2024, we issued 449,998 treasury shares which had an average cost of $ 3.19 per share for restricted stock units that vested during the period that had been previously issued under our stock-based compensation plans.

In accordance with the applicable agreements for such restricted stock units, we repurchased 174,819 shares of our common stock at an average cost of $ 43.91 to satisfy minimum employee withholding tax requirements resulting from the vesting of such restricted stock units.

We account for treasury shares using the first-in, first-out (FIFO) cost method.

As of September 30, 2023, 68,614,060 shares of our common stock were held in treasury.

As of March 31, 2024, 68,337,362 shares of our common stock were held in treasury.

Stock-Based Compensation

We currently have one stock-based compensation plan in effect under which we have issued restricted stock units to our officers, other key employees and outside directors.

In May and June of 2023, 293,190 restricted stock units were granted to certain of our officers, other key employees and outside directors.

During the first three months of 2024, 460,600 restricted stock units were granted to certain of our officers and other key employees.

The fair value of these restricted stock units at the grant date was $ 20.2 million, which is being amortized ratably over the respective vesting period from the grant date.

1 unchanged sentence

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Information at September 30, 2023 and 2022 and for the

three and nine months then ended is unaudited)

(Information at March 31, 2024 and 2023 and for the

three months then ended is unaudited)

Segment Information

1 unchanged sentence

Adjusted EBIT is not a defined term under GAAP.

We define adjusted EBIT as income before interest and income taxes excluding acquired intangible asset amortization expense, other pension expense (income) for U.S.

pension plans, rationalization charges, the impact from charges for the write-up of acquired inventory required under purchase accounting, the charge for the European Commission settlement and costs attributed to announced acquisitions.

We began using adjusted EBIT in 2023.

Previously, we used segment income, without any adjustments, for our business segments.

We have provided adjusted EBIT for 2022 below for comparative purposes.

We define adjusted EBIT as income before interest and income taxes excluding acquired intangible asset amortization expense, other pension (income) expense for U.S.

pension plans and rationalization charges.

Adjusted EBIT should not be considered in isolation or as a substitute for income before interest and income taxes or any other financial data prepared in accordance with GAAP and may not be comparable to calculations of similarly titled measures by other companies.

Reportable segment information was as follows:

Reportable segment information for the three months ended March 31 was as follows:

Dispensing and Specialty Closures Metal

2 unchanged sentences

(Dollars in thousands)

Three Months Ended September 30, 2023

Net sales $ 559,081 $ 1,094,609 $ 149,411 $ — $ 1,803,101

Adjusted EBIT 93,786 113,519 11,839 ( 4,711 ) 214,433

Depreciation 25,691 18,177 8,089 8 51,965

Three Months Ended September 30, 2022

Net sales $ 575,530 $ 1,212,034 $ 182,881 $ — $ 1,970,445

Adjusted EBIT 88,305 117,612 22,791 ( 5,282 ) 223,426

Depreciation 24,541 17,509 8,752 39 50,841

Nine Months Ended September 30, 2023

Three months ended March 31, 2024

Net sales $ 535,920 $ 617,129 $ 163,989 $ — $ 1,317,038

Income before interest and income taxes 59,760 41,665 17,786 ( 7,492 ) 111,719

Adjusted EBIT 77,850 44,954 20,168 ( 7,492 ) 135,480

Depreciation 25,151 18,913 9,064 21 53,149

Nine Months Ended September 30, 2022

Three months ended March 31, 2023

Net sales $ 579,932 $ 670,096 $ 168,253 $ — $ 1,418,281

Income before interest and income taxes 70,946 47,797 18,451 ( 5,966 ) 131,228

Adjusted EBIT 82,936 52,400 20,034 ( 5,966 ) 149,404

2 unchanged sentences

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Information at September 30, 2023 and 2022 and for the

three and nine months then ended is unaudited)

Total adjusted EBIT is reconciled to income before income taxes as follows:

Three Months Ended Nine Months Ended

30, 2023 Sept.

30, 2022 Sept.

30, 2023 Sept.

(Information at March 31, 2024 and 2023 and for the

three months then ended is unaudited)

Total adjusted EBIT is reconciled to income before income taxes for the three months ended March 31 as follows:

(Dollars in thousands)

1 unchanged sentence

Acquired intangible asset amortization expense 13,281 13,221

Other pension expense (income) for U.S.

Other pension (income) expense for U.S.

pension plans ( 1,211 ) 834

Rationalization charges 11,691 4,121

European Commission settlement — — — 25,203

Income before interest and income taxes 111,719 131,228

5 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