8-K

GRACO INC (GGG)

8-K 2021-01-25 For: 2021-01-25
View Original
Added on April 11, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 25, 2021

Graco Inc.

(Exact name of registrant as specified in charter)

Minnesota 001-09249 41-0285640
(State or other Jurisdiction of Incorporation) (Commission File Number) (I.R.S. Employer Identification No.)
88 – 11th Avenue Northeast
--- --- ---
Minneapolis, Minnesota 55413
(Address of principal executive offices) (Zip Code)
(612) 623-6000
--- ---
Registrant’s telephone number, including area code
Not Applicable
---
(Former name or former address if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock GGG The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02. Results of Operations and Financial Condition

On January 25, 2021, Graco Inc. issued a press release to report the Company’s results of operations and financial condition for the year ended December 25, 2020. A copy of this press release is furnished as Exhibit 99.1 hereto and is incorporated herein by reference.

| Item 9.01. | Financial Statements and Exhibits | | --- | --- || (d) | Exhibits | | --- | --- || 99.1 | Press Release dated January 25, 2021 | | --- | --- | | 104 | Cover Page Interactive Data File (included within the Inline XBRL document). |

Signature

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Date: January 25, 2021 GRACO INC.
By: /s/ Karen Park Gallivan
Karen Park Gallivan
Its: Executive Vice President, General Counsel and Corporate Secretary

Document

Exhibit 99.1 GRACO INC.
P.O. Box 1441
image1a021.jpg Minneapolis, MN
55440-1441
NYSE: GGG FOR IMMEDIATE RELEASE: FOR FURTHER INFORMATION:
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Monday, January 25, 2021 Financial Contact: Mark Sheahan, 612-623-6656<br><br>Media Contact: Charlotte Boyd, 612-623-6153<br><br>Charlotte_M_Boyd@graco.com

Graco Reports Record Quarterly Sales and Operating Earnings

Fourth Quarter Sales Growth in All Regions

MINNEAPOLIS (January 25, 2021) – Graco Inc. (NYSE: GGG) today announced results for the fourth quarter ended December 25, 2020.

Summary

$ in millions except per share amounts

Three Months Ended Twelve Months Ended
Dec 25,<br>2020 Dec 27,<br>2019 %<br>Change Dec 25,<br>2020 Dec 27,<br>2019 %<br>Change
Net Sales $ 470.3 $ 412.3 14 % $ 1,650.1 $ 1,646.0 0 %
Operating Earnings 132.1 104.2 27 % 391.7 424.5 (8) %
Net Earnings 114.7 84.8 35 % 330.5 343.9 (4) %
Diluted Net Earnings per Common Share $ 0.66 $ 0.49 35 % $ 1.92 $ 2.00 (4) %
Adjusted (non-GAAP): (1)
Net Earnings, adjusted $ 106.0 $ 82.0 29 % $ 335.2 $ 325.4 3 %
Diluted Net Earnings per Common Share, adjusted $ 0.61 $ 0.48 27 % $ 1.95 $ 1.90 3 %

(1) Excludes impacts of impairment, excess tax benefits from stock option exercises and certain non-recurring tax provision adjustments. See Financial Results Adjusted for Comparability below for a reconciliation of adjusted non-GAAP financial measures to GAAP.

•Sales increased by 14 percent in the quarter, led by double-digit sales growth in the Contractor segment and Asia Pacific region.

•Gross profit margin rate for the quarter increased due to strong realized pricing, improved sales volume in the Industrial segment and favorable effects of changes in currency translation rates. Unfavorable product and channel mix in the Contractor segment softened the increase in the gross profit margin rate.

•Operating expense leverage for the quarter remained strong.

•The effective income tax rate for the quarter decreased 5 percentage points primarily due to increases in excess tax benefits related to stock option exercises.

“Sales in the fourth quarter grew double digits on improving Industrial demand and continued strength in the Contractor segment,” said Patrick J. McHale, Graco’s President and CEO. “While several end markets remain soft, we saw improvements in our spray foam, electronics, battery and systems end markets during the quarter. Improvements in these markets coupled with continued robust sales in our professional paint and home center channels resulted in record quarterly sales. Thanks to the hard work of our employees, suppliers and

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distributors during a challenging 2020, we were able to stick to our playbook and fully fund our growth strategies.”

Consolidated Results

Sales for the quarter increased 14 percent from the comparable period last year (12 percent at consistent translation rates). Sales increased 15 percent in the Americas, 7 percent in EMEA (1 percent at consistent translation rates) and 22 percent in Asia Pacific (17 percent at consistent translation rates). Sales for the year were comparable to last year. Sales increased 4 percent in the Americas and 1 percent in Asia Pacific and decreased 9 percent in EMEA (10 percent at consistent translation rates). Changes in currency translation rates increased worldwide sales by $9 million for the quarter (2 percentage points) and did not have a significant impact on full-year comparisons. Sales from acquired operations did not have a meaningful impact for the fourth quarter and increased worldwide sales by $18 million (1 percentage point) for the year.

The fourth quarter gross profit margin rate increased from the comparable period last year as strong realized pricing, improved Industrial segment sales volume and favorable effects of changes in currency translation rates offset the impacts of unfavorable product and channel mix within the Contractor segment. For the year, the gross profit margin rate declined slightly as price realization was not enough to offset the impacts of unfavorable product and channel mix (lower high-margin Industrial segment sales combined with growth in lower-margin Contractor segment sales).

Total operating expenses for the quarter increased $7 million (7 percentage points) mostly due to increases in sales and earnings-based expenses and product development spending. Operating expenses for the year included $35 million of non-cash impairment charges related to the third quarter sale of the Company's U.K.-based valve business (Alco). The impact of the impairment on net earnings for the year was $34 million or $0.20 per diluted share. Total operating expenses before impairment charges for the year decreased $7 million (2 percentage points) as reductions in selling expenses offset increases in product development spending.

Other non-operating expenses decreased $1 million for the quarter mostly due to market valuation fluctuations on investments held to fund certain retirement benefits liabilities. For the year, other non-operating expenses were comparable to last year.

The effective income tax rate for the fourth quarter was 11 percent, down 5 percentage points from the comparable period last year, primarily due to increases in excess tax benefits related to stock option exercises. The effective income tax rate for the year was 12 percent, down 3 percentage points compared to last year. The decrease was due primarily to additional foreign tax benefits and excess tax benefits related to stock option exercises partially offset by non-deductible impairment charges.

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Segment Results

Management assesses performance of segments by reference to operating earnings excluding unallocated corporate expenses. For a reconciliation of segment operating earnings to consolidated operating earnings, refer to the segment information table included in the financial statement section of this release. Certain measurements of segment operations are summarized below:

Three Months Twelve Months
Industrial Process Contractor Industrial Process Contractor
Net Sales (in millions) $ 212.9 $ 83.5 $ 173.9 $ 677.7 $ 326.1 $ 646.3
Percentage change from last year
Sales 9 % (6) % 35 % (9) % (5) % 17 %
Operating earnings 30 % (6) % 44 % (8) % (16) % 28 %
Operating earnings as a percentage of sales
2020 37 % 22 % 23 % 33 % 20 % 25 %
2019 31 % 22 % 22 % 33 % 22 % 23 %

Components of net sales change by geographic region for the Industrial segment were as follows:

Three Months Twelve Months
Volume and Price Acquisitions Currency Total Volume and Price Acquisitions Currency Total
Americas 1% 0% (1)% 0% (9)% 0% 0% (9)%
EMEA 2% 0% 6% 8% (15)% 0% 1% (14)%
Asia Pacific 23% 0% 6% 29% (4)% 0% 0% (4)%
Consolidated 6% 0% 3% 9% (10)% 0% 1% (9)%

Recovery in Asia Pacific contributed to Industrial segment sales growth in the fourth quarter. Sales declined for the year as most geographies were impacted by government actions that reduced economic activity. Improved sales volume, strong price realization and lower product costs drove the fourth quarter operating margin rate 6 percentage points higher than last year. Operating margin rate for the year was comparable to last year as price realization and lower product costs offset decreases in sales volume.

Components of net sales change by geographic region for the Process segment were as follows:

Three Months Twelve Months
Volume and Price Acquisitions Currency Total Volume and Price Acquisitions Currency Total
Americas (6)% 3% 0% (3)% (10)% 3% 0% (7)%
EMEA (24)% 1% 2% (21)% (19)% 5% 0% (14)%
Asia Pacific (8)% 3% 3% (2)% (2)% 11% 0% 9%
Consolidated (10)% 3% 1% (6)% (10)% 5% 0% (5)%

Process segment sales decreased for the quarter and year, although the rate of decline slowed in the fourth quarter. Operating earnings as a percentage of sales for the fourth quarter were similar to the comparable period last year as the effects of favorable changes in currency translation rates and the impact of divested operations offset lower sales volume. Operating earnings as a percentage of sales declined 2 percentage points for the year driven by lower volume and unfavorable product and channel mix, partially offset by the impact of divested operations.

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Components of net sales change by geographic region for the Contractor segment were as follows:

Three Months Twelve Months
Volume and Price Acquisitions Currency Total Volume and Price Acquisitions Currency Total
Americas 39% 0% 0% 39% 20% 0% 0% 20%
EMEA 13% 0% 7% 20% 5% 0% 1% 6%
Asia Pacific 40% 0% 5% 45% 14% 0% (1)% 13%
Consolidated 33% 0% 2% 35% 17% 0% 0% 17%

Contractor segment sales increased in all geographies for the quarter and year. Continued strength in construction and home improvement markets drove the increase. Operating margin rate for the quarter improved slightly from the comparable period last year as increased sales volume was mostly offset by unfavorable product and channel mix and higher factory spending. Increased sales volume and expense leverage contributed to the increase in the operating margin rate for the year.

Outlook

“Heading into 2021, we expect challenging end market conditions to remain in place for at least the first half in many of our end markets as lockdowns continue,” said McHale. “Our outlook for the Contractor segment remains positive as favorable conditions continue, and demand for our products is solid across major end markets and product categories.”

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Financial Results Adjusted for Comparability

Excluding the impacts of impairment charges, excess tax benefits related to stock option exercises and certain tax provision adjustments presents a more consistent basis for comparison of financial results. A calculation of the non-GAAP measurements of adjusted operating earnings, earnings before income taxes, income taxes, effective income tax rates, net earnings and diluted earnings per share follows (in millions except per share amounts):

Three Months Ended Twelve Months Ended
Dec 25,<br>2020 Dec 27,<br>2019 Dec 25,<br>2020 Dec 27,<br>2019
Operating earnings, as reported $ 132.1 $ 104.2 $ 391.7 $ 424.5
Impairment 35.2
Operating earnings, adjusted $ 132.1 $ 104.2 $ 426.9 $ 424.5
Earnings before income taxes, as reported $ 129.5 $ 100.5 $ 374.7 $ 405.9
Impairment 35.2
Earnings before income taxes, adjusted $ 129.5 $ 100.5 $ 409.9 $ 405.9
Income taxes, as reported $ 14.8 $ 15.7 $ 44.2 $ 62.0
Impairment tax benefit 1.2
Excess tax benefit from option exercises 8.7 2.3 21.3 10.4
Other non-recurring tax benefit 0.5 8.0 8.1
Income taxes, adjusted $ 23.5 $ 18.5 $ 74.7 $ 80.5
Effective income tax rate
As reported 11.4 % 15.6 % 11.8 % 15.3 %
Adjusted 18.1 % 18.5 % 18.2 % 19.8 %
Net Earnings, as reported $ 114.7 $ 84.8 $ 330.5 $ 343.9
Impairment, net 34.0
Excess tax benefit from option exercises (8.7) (2.3) (21.3) (10.4)
Other non-recurring tax benefit (0.5) (8.0) (8.1)
Net Earnings, adjusted $ 106.0 $ 82.0 $ 335.2 $ 325.4
Weighted Average Diluted Shares 173.2 171.8 172.0 171.6
Diluted Earnings per Share
As reported $ 0.66 $ 0.49 $ 1.92 $ 2.00
Adjusted $ 0.61 $ 0.48 $ 1.95 $ 1.90

Cautionary Statement Regarding Forward-Looking Statements

The Company desires to take advantage of the “safe harbor” provisions regarding forward-looking statements of the Private Securities Litigation Reform Act of 1995 and is filing this Cautionary Statement in order to do so. From time to time various forms filed by our Company with the Securities and Exchange Commission, including our Form 10-K, Form 10-Qs and Form 8-Ks, and other disclosures, including our overview report, press releases, earnings releases, analyst briefings, conference calls and other written documents or oral statements released by our Company, may contain forward-looking statements. Forward-looking statements generally use words such as “expect,” “foresee,” “anticipate,” “believe,” “project,” “should,” “estimate,” “will,” and similar expressions, and reflect our Company’s expectations concerning the future. All forecasts and projections are

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forward-looking statements. Forward-looking statements are based upon currently available information, but various risks and uncertainties may cause our Company’s actual results to differ materially from those expressed in these statements. The Company undertakes no obligation to update these statements in light of new information or future events.

Future results could differ materially from those expressed due to the impact of changes in various factors. These risk factors include, but are not limited to: the impact of the COVID-19 pandemic on our business; economic conditions in the United States and other major world economies; our Company’s growth strategies, which include making acquisitions, investing in new products, expanding geographically and targeting new industries; changes in currency translation rates; the ability to meet our customers’ needs and changes in product demand; supply interruptions or delays; security breaches; new entrants who copy our products or infringe on our intellectual property; risks incident to conducting business internationally; catastrophic events; changes in laws and regulations; compliance with anti-corruption and trade laws; changes in tax rates or the adoption of new tax legislation; the possibility of asset impairments if acquired businesses do not meet performance expectations; political instability; results of and costs associated with litigation, administrative proceedings and regulatory reviews incident to our business; our ability to attract, develop and retain qualified personnel; the possibility of decline in purchases from a few large customers of the Contractor segment; and variations in activity in the construction, automotive, mining and oil and natural gas industries. Please refer to Item 1A of our Annual Report on Form 10-K for fiscal year 2019 (and most recent Form 10-Q) for a more comprehensive discussion of these and other risk factors. These reports are available on the Company’s website at www.graco.com and the Securities and Exchange Commission’s website at www.sec.gov. Shareholders, potential investors and other readers are urged to consider these factors in evaluating forward-looking statements and are cautioned not to place undue reliance on such forward-looking statements.

Investors should realize that factors other than those identified above and in Item 1A might prove important to the Company’s future results. It is not possible for management to identify each and every factor that may have an impact on the Company’s operations in the future as new factors can develop from time to time.

Conference Call

Graco management will hold a conference call, including slides via webcast, with analysts and institutional investors on Tuesday, January 26, 2021, at 11 a.m. ET, 10 a.m. CT, to discuss Graco’s fourth quarter results.

A real-time listen-only webcast of the conference call will be broadcast by Nasdaq. Individuals can access the call and view the slides on the Company’s website at www.graco.com. Listeners should go to the website at least 15 minutes prior to the live conference call to install any necessary audio software.

For those unable to listen to the live event, a replay will be available soon after the conference call at Graco’s website, or by telephone beginning at approximately 2 p.m. ET on Tuesday, January 26, 2021, by dialing 855-859-2056, Conference ID # 5162659, if calling within the U.S. or Canada. The dial-in number for international participants is 404-537-3406, with the same Conference ID #. The replay by telephone will be available through 1 p.m. ET on Tuesday, February 2, 2021.

About Graco

Graco Inc. supplies technology and expertise for the management of fluids and coatings in both industrial and commercial applications. It designs, manufactures and markets systems and equipment to move, measure, control, dispense and spray fluid and powder materials. A recognized leader in its specialties, Minneapolis-based Graco serves customers around the world in the manufacturing, processing, construction and maintenance industries. For additional information about Graco Inc., please visit us at www.graco.com.

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GRACO INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF EARNINGS (Unaudited)

(In thousands except per share amounts)

Three Months Ended Twelve Months Ended
Dec 25,<br>2020 Dec 27,<br>2019 Dec 25,<br>2020 Dec 27,<br>2019
Net Sales $ 470,340 $ 412,292 $ 1,650,115 $ 1,646,045
Cost of products sold 225,516 202,911 795,178 786,289
Gross Profit 244,824 209,381 854,937 859,756
Product development 19,450 16,941 72,194 67,557
Selling, marketing and distribution 60,043 57,529 220,271 234,325
General and administrative 33,203 30,742 135,525 133,418
Impairment 35,229
Operating Earnings 132,128 104,169 391,718 424,456
Interest expense 2,572 2,526 11,280 13,110
Other expense (income), net 49 1,109 5,787 5,469
Earnings Before Income Taxes 129,507 100,534 374,651 405,877
Income taxes 14,816 15,699 44,195 62,024
Net Earnings $ 114,691 $ 84,835 $ 330,456 $ 343,853
Net Earnings per Common Share
Basic $ 0.68 $ 0.51 $ 1.97 $ 2.06
Diluted $ 0.66 $ 0.49 $ 1.92 $ 2.00
Weighted Average Number of Shares
Basic 168,104 166,911 167,462 166,515
Diluted 173,187 171,814 172,008 171,624

SEGMENT INFORMATION (Unaudited)

(In thousands)

Three Months Ended Twelve Months Ended
Dec 25,<br>2020 Dec 27,<br>2019 Dec 25,<br>2020 Dec 27,<br>2019
Net Sales
Industrial $ 212,904 $ 194,773 $ 677,680 $ 747,396
Process 83,495 88,882 326,105 344,930
Contractor 173,941 128,637 646,330 553,719
Total $ 470,340 $ 412,292 $ 1,650,115 $ 1,646,045
Operating Earnings
Industrial $ 78,565 $ 60,562 $ 226,575 $ 247,216
Process 18,528 19,781 64,498 76,367
Contractor 39,969 27,684 164,549 128,282
Unallocated corporate (expense) (4,934) (3,858) (28,675) (27,409)
Impairment (35,229)
Total $ 132,128 $ 104,169 $ 391,718 $ 424,456

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GRACO INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS (Unaudited)

(In thousands)

Dec 25,<br>2020 Dec 27,<br>2019
ASSETS
Current Assets
Cash and cash equivalents $ 378,909 $ 220,973
Accounts receivable, less allowances of $4,400 and $5,300 314,946 267,345
Inventories 285,704 273,233
Other current assets 44,242 29,917
Total current assets 1,023,801 791,468
Property, Plant and Equipment, net 350,750 325,546
Goodwill 347,603 307,663
Other Intangible Assets, net 160,669 162,623
Operating Lease Assets 37,807 29,891
Deferred Income Taxes 25,828 39,327
Other Assets 41,670 35,692
Total Assets $ 1,988,128 $ 1,692,210
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current Liabilities
Notes payable to banks $ 22,183 $ 7,732
Trade accounts payable 58,305 54,117
Salaries and incentives 52,005 51,301
Dividends payable 31,636 29,235
Other current liabilities 157,260 142,937
Total current liabilities 321,389 285,322
Long-term Debt 150,000 164,298
Retirement Benefits and Deferred Compensation 184,747 182,707
Operating Lease Liabilities 29,224 24,176
Deferred Income Taxes 10,264 10,776
Other Non-current Liabilities 8,600
Shareholders’ Equity
Common stock 168,568 167,287
Additional paid-in-capital 671,206 578,440
Retained earnings 568,295 448,991
Accumulated other comprehensive income (loss) (124,165) (169,787)
Total shareholders’ equity 1,283,904 1,024,931
Total Liabilities and Shareholders’ Equity $ 1,988,128 $ 1,692,210

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GRACO INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)

(In thousands)

Year Ended
Dec 25,<br>2020 Dec 27,<br>2019
Cash Flows From Operating Activities
Net Earnings $ 330,456 $ 343,853
Adjustments to reconcile net earnings to net cash<br>provided by operating activities
Depreciation and amortization 55,329 48,911
Deferred income taxes 10,747 (6,411)
Share-based compensation 25,153 26,669
Impairment 35,229
Change in
Accounts receivable (43,122) 8,934
Inventories (13,086) 12,435
Trade accounts payable 6,820 (539)
Salaries and incentives (2,622) (14,069)
Retirement benefits and deferred compensation (6,703) 13,264
Other accrued liabilities (3,772) (11,510)
Other (394) (2,803)
Net cash provided by operating activities 394,035 418,734
Cash Flows From Investing Activities
Property, plant and equipment additions (71,338) (127,953)
Acquisition of businesses, net of cash acquired (27,557) (26,577)
Other (143) (939)
Net cash provided by (used in) investing activities (99,038) (155,469)
Cash Flows From Financing Activities
Borrowings (payments) on short-term lines of credit, net (1,986) (3,341)
Borrowings on long-term lines of credit 250,000 105,423
Payments on long-term debt and lines of credit (250,000) (207,191)
Common stock issued 83,438 48,250
Common stock repurchased (102,143) (9,482)
Taxes paid related to net share settlement of equity awards (1,797) (1,268)
Cash dividends paid (116,983) (106,443)
Net cash provided by (used in) financing activities (139,471) (174,052)
Effect of exchange rate changes on cash 2,410 (358)
Net increase (decrease) in cash and cash equivalents 157,936 88,855
Cash and Cash Equivalents
Beginning of year 220,973 132,118
End of year $ 378,909 $ 220,973

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