What changed in this filing

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Item 1. Financial Statements

2024-08-07 compared with 2024-05-07 · 133 added, 79 removed, 477 unchanged (31% of the section changed)

4 unchanged sentences

(In thousands, unaudited)

March 31, December 31,

June 30, December 31,

2024 2023 2023

36 unchanged sentences

(In thousands except per-share amounts, unaudited)

Three Months Ended

Three Months Ended Six Months Ended

June 30, June 30,

2024 2023 2024 2023

Net sales $ 596,978 $ 597,580 $ 1,127,557 $ 1,132,010

6 unchanged sentences

Total operating expenses 145,009 140,743 291,620 273,864

Integration costs 2,046 1,442

Acquisition and integration related costs 1,590 1,859 3,636 3,301

Net gain on disposal of assets ( 238 ) ( 157 ) ( 436 ) ( 207 )

6 unchanged sentences

Other comprehensive income

Translation adjustment ( 19,642 ) 4,560

Translation adjustments ( 2,268 ) ( 48 ) ( 21,911 ) 4,509

Unamortized pension adjustments ( 213 ) 180 ( 285 ) 400

13 unchanged sentences

(In thousands except per-share data, unaudited)

Three Months Ended March 31, 2024 and 2023

Three Months Ended June 30, 2024 and 2023

Common Stock Additional Paid-in Retained Accumulated Other Comprehensive Treasury

Shares Par Value Capital Earnings Loss Stock Total

Balance at December 31, 2023 42,323 $ 426 $ 313,119 $ 1,426,554 $ ( 9,990 ) $ ( 50,363 ) $ 1,679,746

Balance at March 31, 2024 42,442 $ 424 $ 309,661 $ 1,440,165 $ ( 24,587 ) $ — $ 1,725,663

Net income — — — 97,831 — — 97,831

5 unchanged sentences

Shares issued from release of Restricted Stock Units 4 — ( 5 ) — — — ( 5 )

Retirement of common stock — ( 3 ) — ( 50,360 ) — 50,363 —

Repurchase of common stock ( 283 ) — — — — ( 50,257 ) ( 50,257 )

Cash dividends declared on common stock, $0.28 per share — — — ( 11,804 ) — — ( 11,804 )

Balance at March 31, 2024 42,442 $ 424 $ 309,661 $ 1,440,165 $ ( 24,587 ) $ — $ 1,725,663

Balance December 31, 2022 42,560 $ 425 $ 298,983 $ 1,118,030 $ ( 4,059 ) $ — $ 1,413,379

Balance at June 30, 2024 42,163 $ 424 $ 313,323 $ 1,526,192 $ ( 24,881 ) $ ( 50,257 ) $ 1,764,801

Balance March 31, 2023 42,663 $ 426 $ 295,976 $ 1,194,993 $ ( 3,986 ) $ — $ 1,487,409

Net income — — — 107,211 — — 107,211

7 unchanged sentences

— — — ( 11,518 ) — — ( 11,518 )

Balance at March 31, 2023 42,663 $ 426 $ 295,976 $ 1,194,993 $ ( 3,986 ) $ — $ 1,487,409

Balance at June 30, 2023 42,673 $ 426 $ 301,612 $ 1,290,686 $ ( 9,113 ) $ — $ 1,583,611

The accompanying notes are an integral part of these condensed consolidated financial statements

1 unchanged sentence

and Subsidiaries

Condensed Consolidated Statements of Stockholders’ Equity

(In thousands except per-share data, unaudited)

Six Months Ended June 30, 2024 and 2023

Common Stock Additional Paid-in Retained Accumulated Other Comprehensive Treasury

Shares Par Value Capital Earnings Loss Stock Total

Balance at December 31, 2023 42,323 $ 426 $ 313,119 $ 1,426,554 $ ( 9,990 ) $ ( 50,363 ) $ 1,679,746

Net income — — — 173,258 — — 173,258

Translation adjustment, net of tax — — — — ( 21,911 ) — ( 21,911 )

Pension adjustment and other,

net of tax — — — — ( 286 ) — ( 286 )

Cash flow hedges, net of tax — — — — 7,306 — 7,306

Stock-based compensation — — 7,752 — — — 7,752

Shares issued from release of Restricted Stock Units 123 1 ( 7,548 ) — — — ( 7,547 )

Repurchase of common stock ( 283 ) — — — — ( 50,257 ) ( 50,257 )

Retirement of treasury stock ( 3 ) ( 50,360 ) 50,363 —

Cash dividends declared on common stock, $0.55 per share — — — ( 23,260 ) — — ( 23,260 )

Balance at June 30, 2024 42,163 $ 424 $ 313,323 $ 1,526,192 $ ( 24,881 ) $ ( 50,257 ) $ 1,764,801

Balance at December 31, 2022 42,560 $ 425 $ 298,983 $ 1,118,030 $ ( 4,059 ) $ — $ 1,413,379

Net income — — — 195,164 — — 195,164

Translation adjustment, net of tax — — — — 4,509 — 4,509

Pension adjustment and other,

net of tax — — — — 400 — 400

Cash flow hedges, net of tax — — — — ( 9,963 ) — ( 9,963 )

Stock-based compensation — — 10,027 — — — 10,027

Shares issued from release of Restricted Stock Units 113 1 ( 7,398 ) — — — ( 7,397 )

Cash dividends declared on common stock, $0.53 per share — — — ( 22,508 ) — — ( 22,508 )

Balance at June 30, 2023 42,673 $ 426 $ 301,612 $ 1,290,686 $ ( 9,113 ) $ — $ 1,583,611

The accompanying notes are an integral part of these condensed consolidated financial statements

Simpson Manufacturing Co., Inc.

and Subsidiaries

Condensed Consolidated Statements of Cash Flows

(In thousands, unaudited)

Three Months Ended

Six Months Ended

Cash flows from operating activities

4 unchanged sentences

Noncash lease expense 7,874 6,595

Release of acquisition related tax contingency

Release of acquisition related tax and legal contingency ( 1,810 ) —

Loss in equity method investment, before tax

16 unchanged sentences

Proceeds from sale of property and equipment 1,787 183

Proceeds from sale of business — 8,544

Net cash used in investing activities ( 95,686 ) ( 48,049 )

Cash flows from financing activities

Repurchase of common stock ( 50,000 ) —

Proceeds from line of credit 1,265 265

Repayments of lines of credit ( 7,088 ) ( 5,625 )

Repayments of line of credit

( 13,942 ) ( 11,705 )

Dividends paid ( 22,889 ) ( 22,158 )

3 unchanged sentences

Effect of exchange rate changes on cash and cash equivalents ( 5,258 ) ( 955 )

Net decrease in cash and cash equivalents

Net increase (decrease) in cash and cash equivalents

( 74,971 ) 107,240

12 unchanged sentences

All significant intercompany transactions have been eliminated.

Certain amounts in the Condensed Consolidated Financial Statements of prior year have been reclassified to conform to the fiscal 2024 presentation.

Certain amounts in the Condensed Consolidated Financial Statements of the prior year have been reclassified to conform to the fiscal 2024 presentation.

These reclassifications had no impact on the Company's Total Assets, Total Stockholders' Equity, Net sales or Net income in its Condensed Consolidated Financial Statements.

9 unchanged sentences

The Company’s quarterly results fluctuate.

As a result, the Company believes the results of operations for the interim periods presented are not necessarily indicative of the results to be expected for any future periods.

As a result, the results of operations for the interim periods presented are not necessarily indicative of the results to be expected for any future periods.

Cash and Cash Equivalents

5 unchanged sentences

Every quarter, the Company evaluates the customer group using the accounts receivable aging report and its best judgment when considering changes in customers' credit ratings, level of delinquency, customers' historical payments and loss experience, current market and economic conditions, and expectations of future market and economic conditions.

The changes in the allowance for doubtful accounts receivable for the three months ended March 31, 2024 are outlined in the table below:

The changes in the allowance for doubtful accounts receivable for the six months ended June 30, 2024 are outlined in the table below:

December 31, 2023 Expense (Deductions), net

March 31, 2024

June 30, 2024

Allowance for doubtful accounts

12 unchanged sentences

The fair values of the Company’s contingent consideration related to acquisitions is classified as Level 3 within the fair value hierarchy, as these amounts are based on unobservable inputs such as management estimates and entity-specific assumptions and are evaluated on an ongoing basis.

The following tables summarize the financial assets and financial liabilities measured at fair value for the Company as of March 31, 2024 and 2023:

The following tables summarize the financial assets and financial liabilities measured at fair value for the Company as of June 30, 2024 and 2023:

(in thousands)

11 unchanged sentences

Contingent considerations — — 6,511 — — 6,500

(1) The carrying amounts of cash equivalents, representing money market funds traded in an active market with relatively short maturities, are reported on the consolidated balance sheet as of March 31, 2024 and 2023 as a component of "Cash and cash equivalents".

(2) The carrying amounts of our term loan and revolver approximate fair value as of March 31, 2024 based upon their terms and conditions in comparison to debt instruments with similar terms and conditions available on the same date.

(1) The carrying amounts of cash equivalents, representing money market funds traded in an active market with relatively short maturities, are reported on the consolidated balance sheet as of June 30, 2024 and 2023 as a component of "Cash and cash equivalents".

(2) The carrying amounts of our term loan and revolver approximate fair value as of June 30, 2024 based upon their terms and conditions in comparison to debt instruments with similar terms and conditions available on the same date.

(3) Derivatives for interest rate, foreign exchange and forward swap contracts are discussed in Note 7.

65 unchanged sentences

Wood Construction Products Revenue .

Wood construction products represented approximately 84.7 % and 85.1 % of total net sales for the three months ended March 31, 2024 and 2023, respectively.

Wood construction products represented approximately 84.8 % and 85.7 % of total net sales for the six months ended June 30, 2024 and 2023, respectively.

Concrete Construction Products Revenue.

Concrete construction products represented approximately 14.8 % and 14.3 % of total net sales for the three months ended March 31, 2024 and 2023 respectively.

Concrete construction products represented approximately 14.6 % and 14.0 % of total net sales for the six months ended June 30, 2024 and 2023, respectively.

Customer acceptance criteria.

3 unchanged sentences

Other revenue .

Service sales, representing after-market repair and maintenance, engineering activities and software license sales and services were less than 0.5 % of net sales and recognized as the services are completed or by transferring control over a product to a customer at a point in time.

Service sales, representing after-market repair and maintenance, engineering activities and software license sales and services were approximately 0.6 % of total net sales and recognized as the services are completed or by transferring control over a product to a customer at a point in time.

Services may be sold separately or in bundled packages.

7 unchanged sentences

Contract liabilities are recorded for any services billed to customers and not yet recognizable if the contract period has commenced or for the amount collected from customers in advance of the contract period commencing .

As of March 31, 2024 and 2023, the Company had no material contract assets or contract liabilities from contracts with customers .

As of June 30, 2024 and 2023, the Company had no material contract assets or contract liabilities from contracts with customers .

Net Income per Share

1 unchanged sentence

Three Months Ended

June 30, Six Months Ended

(in thousands, except per share amounts) 2024 2023 2024 2023

10 unchanged sentences

Under the 2011 Plan, no more than 16.3 million shares of the Company’s common stock in aggregate may be issued, including shares already issued pursuant to prior awards granted under the 2011 Plan.

Shares of the Company's common stock underlying awards to be issued pursuant to the 2011 Plan are registered under the Securities Act.

Shares of the Company's common stock underlying awards to be issued pursuant to the 2011 Plan are registered under the Securities Act of 1933.

Under the 2011 Plan, the Company may grant restricted stock and restricted stock units.

2 unchanged sentences

Stock-based compensation capitalized in inventory was immaterial for all periods presented.

The Company recognized stock-based compensation expense related to its equity plans for employees of $ 5.3 million and $ 4.6 million for the three months ended March 31, 2024 and 2023, respectively.

During the three months ended March 31, 2024 , the Company granted an aggregate of 146 thousand RSUs and PSUs to the Company's employees, including officers at an estimated weighted average fair value of $ 178.35 per share based on the closing price (adjusted for certain market factors primarily the present value of dividends) of the Company's common stock on the grant

The Company recognized stock-based compensation expense related to its equity plans for employees of $ 5.1 million and $ 6.5 million for the three months ended June 30, 2024 and 2023, respectively, and $ 10.4 million and $ 11.2 million for the six months ended June 30, 2024 and 2023, respectively.

During the six months ended June 30, 2024, the Company granted an aggregate of 160,808 RSUs and PSUs to the Company's employees, including officers at an estimated weighted-average fair value of $ 177.59 per share based on the closing price (adjusted for certain market factors primarily the present value of dividends) of the Company's common stock on the grant date.

The RSUs and PSUs granted to the Company's employees may be time-based, performance-based, or time and performance-based.

3 unchanged sentences

Time based RSUs are granted to the Company's employees excluding officers and certain key employees, vest ratably over the four year vesting-term of the award.

As of March 31, 2024, the Company's aggregate unamortized stock compensation expense was approximately $ 38.1 million which is expected to be recognized in expense over a weighted-average period of 2.7 years.

The Company’s seven non-employee directors are entitled to receive an aggregate of approximately $ 0.9 million in equity compensation annually under the Company's non-employee director compensation program.

The number of shares ultimately granted are based on the average closing share price for the Company's common stock over the 60 day period prior to approval of the award in the second quarter of each year.

In May 2024, the Company granted 4,692 shares of the Company's common stock to the non-employee directors, based on the average closing price of $ 173.89 per share and recognized $ 0.8 million of expense.

As of June 30, 2024, the Company's aggregate unamortized stock compensation expense was approximately $ 35.1 million which is expected to be recognized in expense over a weighted-average period of 2.5 years.

Trade Accounts Receivable, net

Trade accounts receivable consisted of the following:

As of March 31, As of December 31,

As of June 30, As of December 31,

(in thousands) 2024 2023 2023

2024 2023 2023

Trade accounts receivable

6 unchanged sentences

The components of inventories are as follows:

As of March 31, As of December 31,

As of June 30, As of December 31,

(in thousands) 2024 2023 2023

2024 2023 2023

Raw materials

9 unchanged sentences

The Company only enters into derivative instrument agreements with counterparties who have highly rated credit.

As of March 31, 2024 , the aggregate notional amount of the Company's outstanding interest rate contracts, cross currency swap contracts and EUR forward contract were $ 405.0 million, $ 424.6 million and $ 321.7 million, respectively.

As of June 30, 2024, the aggregate notional amount of the Company's outstanding interest rate contracts, cross currency swap contracts, and EUR forward contract were $ 399.4 million, $ 418.7 million and $ 321.7 million, respectively.

Changes in fair value of any forward contracts that are determined to be ineffective are immediately reclassified from OCI into earnings.

There were no amounts recognized due to ineffectiveness during the three and three months ended March 31, 2024 and March 31, 2023.

The effects of fair value and cash flow hedge accounting on the Condensed Consolidated Statement of Earnings and Comprehensive Income for the three months ended March 31, were as follows:

There were no amounts recognized due to ineffectiveness during the three and six months ended June 30, 2024 and June 30, 2023.

The effects of fair value and cash flow hedge accounting on the Condensed Consolidated Statement of Earnings and Comprehensive Income for the six months ended June 30, were as follows:

(in thousands) Cost of sales Interest income (expense), net and other finance costs Other & foreign exchange loss, net Cost of sales Interest income (expense), net and other finance costs Other & foreign exchange loss, net

8 unchanged sentences

Amount of gain reclassified from OCI to earnings ( 188 ) — — 80 — —

The effects of derivative instruments on the Condensed Consolidated Statement of Earnings and Comprehensive Income for the three months ended March 31, 2024 and 2023 were as follows:

The effects of derivative instruments on the Condensed Consolidated Statement of Earnings and Comprehensive Income for the three months ended June 30, 2024 and 2023 were as follows:

Cash Flow Hedging Relationships Gain (Loss) Recognized in OCI Location of Gain (Loss) Reclassified from OCI into Earnings Gain (Loss) Reclassified from OCI into Earnings

5 unchanged sentences

Total $ 7,725 $ 4,437 $ 8,728 $ 1,828

For the three months ending March 31, 2024 and March 31, 2023 gains on the net investment hedge of $ 4.7 million and $ 0.2 million were included in OCI, respectively.

For the three months ending March 31, 2024 and March 31, 2023, excluded gains of $ 1.3 million and $ 1.2 million were reclassified from OCI to interest expense, respectively.

As of March 31, 2024 , the aggregate fair values of the Company’s derivative instruments on the Condensed Consolidated Balance Sheet were comprised of an asset of $ 28.9 million, of which $ 16.0 million is included in other current assets, and the balance of $ 12.9 million as other non-current assets, and of a non-current liability of $ 19.5 million included as deferred income tax and other long-term liabilities.

The effects of derivative instruments on the Condensed Consolidated Statement of Earnings and Comprehensive Income for the six months ended June 30, 2024 and 2023 were as follows:

Cash Flow Hedging Relationships Gain (Loss) Recognized in OCI Location of Gain (Loss) Reclassified from OCI into Earnings Gain (Loss) Reclassified from OCI into Earnings

(in thousands) 2024 2023 2024 2023

Interest rate contracts $ 9,173 $ 6,546 Interest expense $ 6,235 $ 7,107

Cross currency contracts 16,333 ( 8,019 ) Interest expense 2,535 2,605

Forward contracts — ( 448 ) FX gain (loss) 14,484 ( 5,244 )

Cost of goods sold ( 188 ) 80

Total $ 25,506 $ ( 1,921 ) $ 23,066 $ 4,548

For the three months ending June 30, 2024 and June 30, 2023 gains on the net investment hedge of $ 5.2 million and $ 4.1 million were included in OCI, respectively.

For the three months ending June 30, 2024 and June 30, 2023, excluded gains of $ 1.3 million and $ 1.3 million were reclassified from OCI to interest expense, respectively.

For the six months ending June 30, 2024 and June 30, 2023 gains on the net investment hedge of $ 9.9 million and $ 4.4 million were included in OCI, respectively.

For the six months ending June 30, 2024 and June 30, 2023, excluded gains of $ 2.5 million were reclassified from OCI to interest expense for both periods.

As of June 30, 2024, the aggregate fair values of the Company’s derivative instruments on the Condensed Consolidated Balance Sheet were comprised of an asset of $ 33.5 million, of which $ 16.0 million is included in other current assets, and the balance of $ 17.4 million as other non-current assets, and of a non-current liability of $ 15.9 million included as deferred income tax and other long-term liabilities.

Property, Plant and Equipment, net

Property, plant and equipment consisted of the following:

As of March 31, As of December 31,

As of June 30, As of December 31,

(in thousands) 2024 2023 2023

13 unchanged sentences

Goodwill consisted of the following:

As of March 31, As of December 31,

As of June 30, As of December 31,

(in thousands) 2024 2023 2023

4 unchanged sentences

Intangible assets, net, consisted of the following:

As of March 31, 2024

As of June 30, 2024

Carrying Accumulated Carrying

(in thousands)

Amount Amortization Amount

(in thousands) Amount Amortization Amount

North America

3 unchanged sentences

$ 451,343 $ ( 98,847 ) $ 352,496

As of March 31, 2023

(in thousands)

As of June 30, 2023

(in thousands) Carrying

Amount Accumulated

6 unchanged sentences

As of December 31, 2023

(in thousands)

(in thousands) Carrying

Amount Accumulated

7 unchanged sentences

Definite-lived intangible assets include customer relationships, patents, unpatented technology, and non-compete agreements.

Amortization of definite-lived intangible assets was $ 5.6 million and $ 5.7 million for the three months ended March 31, 2024 and 2023, respectively.

Amortization of definite-lived intangible assets was $ 5.7 million and $ 6.0 million for the three months ended June 30, 2024 and 2023, respectively, and was $ 11.3 million and $ 11.6 million for the six months ended June 30, 2024 and 2023, respectively.

The weighted-average amortization period for all amortizable intangibles on a combined basis is 10.2 years.

Indefinite-lived intangible assets totaled $ 92.4 million, $ 93.0 million, and $ 91.7 million as of March 31, 2024 , and 2023 and December 31, 2023, respectively.

At March 31, 2024 , the estimated future amortization of definite-lived intangible assets was as follows:

Indefinite-lived intangible assets totaled $ 91.6 million, $ 92.8 million, and $ 94.2 million as of June 30, 2024, and 2023 and December 31, 2023, respectively.

At June 30, 2024, the estimated future amortization of definite-lived intangible assets was as follows:

(in thousands)

Remaining nine months of 2024 $ 21,568

Remaining six months of 2024 $ 21,294

Thereafter 126,924

The changes in the carrying amount of goodwill and intangible assets for the three months ended March 31, 2024 , were as follows:

The changes in the carrying amount of goodwill and intangible assets for the six months ended June 30, 2024, were as follows:

(in thousands) Goodwill Assets

Balance at December 31, 2023 $ 502,550 $ 365,339

Acquisition 1 8,484 8,249

Amortization — ( 11,323 )

Foreign exchange ( 13,044 ) ( 9,769 )

Balance at March 31, 2024 $ 492,767 $ 352,527

Balance at June 30, 2024 $ 497,990 $ 352,496

1 During the quarter ended June 30, 2024, the Company completed an acquisition of a business that resulted in $ 8.5 million increase in goodwill and $ 8.2 million increase in intangible assets, respectively.

These amounts may change after the valuation is finalized.

The Company has operating leases for certain facilities, equipment and automobiles.

4 unchanged sentences

The ROU assets are amortized on a straight-line basis over the lease term.

The following table provides a summary of leases included on the Condensed Consolidated Balance Sheets as of March 31, 2024 and 2023 and December 31, 2023, Condensed Consolidated Statements of Earnings and Comprehensive Income, and Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2024 and 2023:

Condensed Consolidated Balance Sheets Line Item March 31, December 31,

The following table provides a summary of leases included on the Condensed Consolidated Balance Sheets as of June 30, 2024 and 2023 and December 31, 2023, Condensed Consolidated Statements of Earnings and Comprehensive Income, and Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2024 and 2023:

Condensed Consolidated Balance Sheets Line Item June 30, December 31,

(in thousands) 2024 2023 2023

5 unchanged sentences

The components of lease expense were as follows:

Condensed Consolidated Statements of Earnings and Comprehensive Income Line Item Three Months Ended March 31,

Condensed Consolidated Statements of Earnings and Comprehensive Income Line Item Three Months Ended June 30,

(in thousands) 2024 2023

3 unchanged sentences

Supplemental cash flow information related to leases is as follows:

Three Months Ended March 31,

Three Months Ended June 30,

(in thousands) 2024 2023

2 unchanged sentences

Operating right-of-use assets obtained in exchange for new lease

The following is a schedule, by years, of maturities of lease liabilities as of March 31, 2024 :

The following is a schedule, by years, of maturities of lease liabilities as of June 30, 2024:

(in thousands) Operating Leases

Remaining nine months of 2024 $ 13,562

Remaining six months of 2024 $ 10,332

Thereafter 20,951

2 unchanged sentences

Total lease liabilities $ 85,896

The following table summarizes the Company's lease terms and discount rates as of March 31, 2024 and 2023:

The following table summarizes the Company's lease terms and discount rates as of June 30, 2024 and 2023:

Weighted-average remaining lease terms (in years):

2 unchanged sentences

Operating leases 5.1 % 4.7 %

As of March 31, 2024 , the Company had $ 480.0 million, excluding deferred financing costs, outstanding under its Amended and Restated Credit Facility.

The Company had outstanding balances of $ 577.5 million and $ 485.7 million under the Amended and Restated Credit Facility as of March 31, 2023, and December 31, 2023, respectively.

The following is a schedule, by years, of maturities for the remaining term loan facility as of March 31, 2024 :

As of June 30, 2024, the Company had $ 474.4 million, excluding deferred financing costs, outstanding under its Amended and Restated Credit Facility.

The Company had outstanding balances of $ 571.9 million and $ 485.7 million under the Amended and Restated Credit Facility as of June 30, 2023, and December 31, 2023, respectively.

The following is a schedule, by years, of maturities for the remaining term loan facility as of June 30, 2024:

(in thousands) 5-Year Term Loan

Remaining nine months of 2024 $ 16,875

Remaining six months of 2024 $ 11,250

Total loan outstanding $ 399,375

The $ 75.0 million outstanding under the revolving credit facility is due on March 31, 2027.

The Company was in compliance with its financial covenants under the Amended and Restated Credit Facility as of March 31, 2024 .

The Company was in compliance with its financial covenants under the Amended and Restated Credit Facility as of June 30, 2024.

Certain of the Company's domestic subsidiaries are guarantors for a credit agreement between certain of its foreign subsidiaries and institutional lenders that is in addition to the Amended and Restated Credit Facility.

As of March 31, 2024 , all of the Company's credit facilities provide a total of $ 380.7 million in available borrowing capacity and an irrevocable standby letter of credit in support of various insurance deductibles.

As of June 30, 2024, all of the Company's credit facilities provide a total of $ 381.2 million in available borrowing capacity and an irrevocable standby letter of credit in support of various insurance deductibles.

Commitments and Contingencies

15 unchanged sentences

The following table illustrates certain measurements used by management to assess the performance of the segments described above as of or the following periods:

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

(in thousands) 2024 2023 2024 2023

15 unchanged sentences

* Sales to other segments are eliminated upon consolidation.

As of March 31, December 31,

As of June 30, December 31,

(in thousands) 2024 2023 2023

5 unchanged sentences

Cash collected by the Company’s U.S.

subsidiaries is routinely transferred into the Company’s cash management accounts and, therefore is in the total assets of “Administrative and all other.” Cash and cash equivalent balances in the “Administrative and all other” segment were $ 276.6 million, $ 189.8 million and $ 368.6 million, as of March 31, 2024 and 2023, and December 31, 2023, respectively.

subsidiaries is routinely transferred into the Company’s cash management accounts and, therefore is in the total assets of “Administrative and all other.” Cash and cash equivalent balances in the “Administrative and all other” segment were $ 249.2 million, $ 326.5 million and $ 368.6 million, as of June 30, 2024 and 2023, and December 31, 2023, respectively.

Also included in the total assets of "Administrative and all other" are intercompany borrowings due from the Europe segment.

2 unchanged sentences

Its concrete construction products include adhesives, specialty chemicals, mechanical anchors, carbide drill bits, powder actuated tools and reinforcing fiber materials and are used for restoration, protection or strengthening concrete, masonry and steel construction in residential, industrial, commercial and infrastructure construction.

The following

table illustrates the distribution of the Company’s net sales by product group as additional information for the three months ended March 31, 2024 and 2023:

Three Months Ended March 31,

T he following

table illustrates the distribution of the Company’s net sales by product group as additional information for the three and six months ended June 30, 2024 and 2023:

Three Months Ended June 30, Six Months Ended June 30,

(in thousands) 2024 2023 2024 2023

4 unchanged sentences

Subsequent Events

Share Repurchases

From April 1, 2024 to May 2, 2024, the Company repurchased an additional 283,273 shares of the Company’s common stock in the open market at an average price of $ 176.51 per share, for a total of $ 50.0 million.

As a res ult, as of May 2, 2024, approximately $ 50.0 million remained available for share repurchase through December 31, 2024 under the Company’s previously announced $ 100.0 million share repurchase authorization.

Dividend Declared

On May 1, 2024, the Company’s Board of Directors (the "Board") declared a quarterly cash dividend of $ 0.28 per share, estimated to be $ 11.8 million in total.

The dividend will be payable on July 25, 2024, to the Company's stockholders of record on July 4, 2024 (due to July 4 being a U.S.

holiday, the effective record date is July 3, 2024).

On July 26, 2024, the Company’s Board of Directors (the "Board") declared a quarterly cash dividend of $ 0.28 per share, estimated to be $ 11.8 million in total.

The dividend will be payable on October 24, 2024, to the Company's stockholders of record on October 3, 2024.

Acquisition of Monet

On August 1, 2024, the Company completed its acquisition of all of the operating assets and assumed liabilities of Monet DeSauw Inc.

and certain properties of Callaway Properties, LLC (together with its subsidiaries “Monet”) for a total purchase consideration of approximately $ 59.0 million before normal working capital adjustments ( the “Acquisition”).

Monet is a private manufacturing company specializing in the production of large-scale saws and material handling equipment for the truss industry in the United States.

Monet’s manufacturing largely entails assembly of parts and components with limited fabrication.

The acquisition will expand the Company’s product and service offering to component manufacturers.

The acquisition will be accounted for as a business combination, with the goodwill being non-deductible for tax purposes.

The allocation of the purchase price to the underlying assets acquired and liabilities assumed is subject to a formal valuation process, which has not yet been completed.

The major classes of assets acquired include trade receivables, inventories, customer deposits, and intangibles.

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