8-K
MSA Safety Inc (MSA)
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): February 12, 2025
MSA SAFETY INCORPORATED
(Exact name of registrant as specified in its charter)
| Pennsylvania | 1-15579 | 46-4914539 | ||||
|---|---|---|---|---|---|---|
| (State or other jurisdiction of incorporation or organization) | (Commission File Number) | (IRS Employer Identification Number) | 1000 Cranberry Woods Drive | |||
| --- | --- | --- | ||||
| Cranberry Township, | Pennsylvania | 16066-5207 | ||||
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: 724-776-8600
Former name or former address, if changed since last report: N/A
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, no par value | MSA | 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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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 February 12, 2025, the Company issued a press release announcing its financial results for the quarter and full year ended December 31, 2024. A copy of the press release is furnished herewith as Exhibit 99.1 to this report.
| Item 9.01 | Financial Statements and Exhibits |
|---|
(d) Exhibits
99.1 MSA Safety Incorporated Press Release dated February 12, 2025, announcing financial results for the quarter and full year ended December 31, 2024.
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 hereunto duly authorized.
| MSA SAFETY INCORPORATED | |
|---|---|
| (Registrant) | |
| By | /s/ Lee B. McChesney |
| Lee B. McChesney | |
| Senior Vice President and Chief Financial Officer |
February 12, 2025
EXHIBIT INDEX
Exhibit No. Description
Document
EXHIBIT 99.1
FOR IMMEDIATE RELEASE
FROM: MSA Safety Incorporated
Ticker: MSA (NYSE)
Media Relations Contact: Mark Deasy (412) 559-8154
Investor Relations Contact: Larry De Maria (917) 449-2237
MSA Safety Announces Fourth Quarter and Full Year 2024 Results
Fourth Quarter 2024 Highlights
•Achieved net sales of $500 million, a 1% GAAP increase and 2% organic(a) increase year-over-year
•Generated GAAP operating income of $118 million, or 23.5% of sales, and adjusted operating income of $120 million, or 24.0% of sales
•Recorded GAAP net income of $88 million, or $2.22 per diluted share, and adjusted earnings of $89 million, or $2.25 per diluted share
•Invested $14 million for capital expenditures, repaid $43 million of debt, returned $20 million to shareholders through dividends and repurchased $10 million of common stock
Full Year 2024 Highlights
•Achieved net sales of $1.8 billion, a 1% GAAP increase and 2% organic increase year-over-year
•Generated GAAP operating income of $389 million, or 21.5% of sales, and adjusted operating income of $414 million, or 22.9% of sales
•Recorded GAAP earnings of $285 million, or $7.21 per diluted share, and adjusted earnings of $305 million, or $7.70 per diluted share
•Invested $54 million for capital expenditures, repaid $94 million of debt, returned $79 million to shareholders through dividends and repurchased $30 million of common stock
•Improved strong financial position with net leverage of 0.7x and ample liquidity
PITTSBURGH, February 12, 2025 - Global safety equipment and solutions provider MSA Safety Incorporated (NYSE: MSA) today reported financial results for the fourth quarter and year ended December 31, 2024.
(a) Definition of organic revenue growth provided on the bottom of page eight.
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“We closed 2024 with solid performance against the backdrop of a dynamic operating environment,” said Steve Blanco, MSA Safety President and Chief Executive Officer. “Our team delivered resilient full year results with double-digit EPS growth and solid operating margin expansion, supported by effective SG&A management, despite lower-than-expected sales growth. This year, our sales growth headwinds included pockets of industrial end market weakness, softer U.S. fire service demand and FX. As we enter 2025, we continue to navigate a dynamic operating environment, and we maintain our commitment to achieving our 2028 targets through the execution of our Accelerate corporate strategy, enabled by the MSA Business System."
Financial Highlights
| Three Months Ended December 31, | Twelve Months Ended December 31, | |||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| ($ millions, except per share data and percentages) | 2024 | 2023 | % Change (a) | 2024 | 2023 | % Change (a) | ||||||||||
| Net Sales | $ | 500 | $ | 495 | 1 | % | $ | 1,808 | $ | 1,788 | 1 | % | ||||
| GAAP | ||||||||||||||||
| Operating income | 118 | 102 | 15 | % | 389 | 231 | 68 | % | ||||||||
| % of Net sales | 23.5 | % | 20.6 | % | 290 bps | 21.5 | % | 12.9 | % | 860 bps | ||||||
| Net income | 88 | 76 | 15 | % | 285 | 59 | 386 | % | ||||||||
| Diluted EPS | $ | 2.22 | $ | 1.93 | 15 | % | $ | 7.21 | $ | 1.48 | 387 | % | ||||
| Non-GAAP | ||||||||||||||||
| Adjusted operating income | $ | 120 | $ | 115 | 4 | % | $ | 414 | $ | 398 | 4 | % | ||||
| % of Net sales | 24.0 | % | 23.3 | % | 70 bps | 22.9 | % | 22.2 | % | 70 bps | ||||||
| Adjusted EBITDA | 135 | 129 | 5 | % | 469 | 449 | 4 | % | ||||||||
| % of Net sales | 26.9 | % | 26.0 | % | 90 bps | 26.0 | % | 25.1 | % | 90 bps | ||||||
| Adjusted earnings | 89 | 82 | 9 | % | 305 | 278 | 10 | % | ||||||||
| Adjusted diluted EPS | $ | 2.25 | $ | 2.06 | 9 | % | $ | 7.70 | $ | 7.03 | 10 | % | ||||
| Free Cash Flow | 93 | 147 | (36) | % | 242 | 397 | (39) | % | ||||||||
| Free Cash Flow Conversion(b) | 105 | % | 180 | % | 80 | % | 143 | % | ||||||||
| Americas Segment | ||||||||||||||||
| Net sales | $ | 337 | $ | 333 | 1 | % | $ | 1,247 | $ | 1,236 | 1 | % | ||||
| GAAP Operating income | 101 | 97 | 5 | % | 371 | 349 | 6 | % | ||||||||
| % of Net sales | 30.1 | % | 29.2 | % | 90 bps | 29.8 | % | 28.3 | % | 150 bps | ||||||
| Adjusted Operating income | 104 | 99 | 4 | % | 380 | 360 | 6 | % | ||||||||
| % of Net sales | 30.7 | % | 29.8 | % | 90 bps | 30.5 | % | 29.1 | % | 140 bps | ||||||
| International Segment | ||||||||||||||||
| Net sales | $ | 163 | $ | 163 | — | % | $ | 561 | $ | 552 | 2 | % | ||||
| GAAP Operating income | 28 | 28 | (1) | % | 79 | 83 | (5) | % | ||||||||
| % of Net sales | 17.1 | % | 17.2 | % | (10) bps | 14.1 | % | 15.0 | % | (90) bps | ||||||
| Adjusted Operating income | 29 | 30 | (3) | % | 85 | 90 | (6) | % | ||||||||
| % of Net sales | 17.6 | % | 18.2 | % | (60) bps | 15.1 | % | 16.2 | % | (110) bps |
(a) Percentage change may not calculate exactly due to rounding.
(b) Free cash flow conversion refers to the ratio of free cash flow to adjusted earnings. The free cash flow for the twelve months ended 2023 is adjusted to reflect the divestiture of MSA LLC.
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Balance Sheet and Cash Flow
“While the fourth quarter and full year proved to be more volatile than expected, our team’s strong operational execution this year delivered resilient results, including continued margin enhancement, double-digit EPS growth, and moderately lower than expected free cash flow conversion. We also made substantial progress on strengthening our financial position and returned cash to shareholders,” commented Lee McChesney, MSA Safety Senior Vice President and Chief Financial Officer. "While there are macro and geopolitical considerations included in the 2025 outlook, we retain a cautious optimism given our generally healthy operating conditions, solid order pace, and capital deployment flexibility, and we are prepared for a wide array of scenarios," McChesney added.
The company balanced capital allocation priorities in 2024 by returning $79 million of capital to shareholders via dividends, executing $30 million of share repurchases and repaying $94 million in debt. MSA maintains a strong liquidity position with net debt at the end of the fourth quarter of $343 million. The company’s net leverage ratio was 0.7x at December 31, 2024. MSA's healthy balance sheet and strong financial profile continue to provide optionality around execution of strategic growth initiatives, including acquisitions.
2025 Net Sales Outlook
The company is expecting low-single digit full-year organic sales growth in 2025, and has provided an update on the operating environment below:
Positives
•Diverse end market demand supportive of healthy order momentum entering 2025
•Growing global demand for safety products and solutions
•Generally stable funding and operating environment for fire service
•Supportive market dynamics in detection and continued adoption of connected worker technology
•Infrastructure stimulus in key regions
•Leveraging MSA Business System to support strong operating performance and margin expansion
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Challenges
•Non-recurrence of U.S. Air Force order and normalized backlog
•2025 North American Fire Protection Association (NFPA) standard change
•Mixed industrial end market demand
•Macroeconomic and geopolitical uncertainty
•Foreign exchange headwinds to sales and earnings
Conference Call
MSA Safety will host a conference call on Thursday, February 13, 2025 at 10:00 a.m. Eastern Time to discuss the fourth quarter and full year 2024 results. The call and an accompanying slide presentation will be webcast at http://investors.msasafety.com/ under the "News and Events" tab, subheading "Events & Presentations." Investors and interested parties can also dial into the call at 1-844-854-4415 (Toll Free) or 1-412-902-6599 (International). When prompted, please instruct the operator to be joined into the MSA Safety Incorporated conference call. A replay of the conference call will be available at http://investors.msasafety.com/ shortly after the conclusion of the presentation and will be available for the next 90 days.
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MSA Safety Incorporated
Consolidated Statement of Income (Unaudited)
(In thousands, except per share amounts)
| Three Months Ended December 31, | Twelve Months Ended December 31, | |||||||
|---|---|---|---|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | |||||
| Net sales | $ | 499,696 | $ | 495,358 | $ | 1,808,140 | $ | 1,787,647 |
| Cost of products sold | 265,267 | 257,175 | 947,695 | 935,509 | ||||
| Gross profit | 234,429 | 238,183 | 860,445 | 852,138 | ||||
| Selling, general and administrative | 100,378 | 107,043 | 394,707 | 396,645 | ||||
| Research and development | 16,831 | 19,082 | 66,526 | 67,988 | ||||
| Restructuring charges | 653 | 1,510 | 6,397 | 9,892 | ||||
| Currency exchange (gains) losses, net | (1,077) | 8,298 | 3,638 | 17,079 | ||||
| Loss on divestiture of MSA LLC | — | — | — | 129,211 | ||||
| Product liability expense | — | — | — | 3 | ||||
| Operating income | 117,644 | 102,250 | 389,177 | 231,320 | ||||
| Interest expense | 7,333 | 9,584 | 36,889 | 46,733 | ||||
| Other income, net | (6,503) | (6,614) | (22,718) | (22,101) | ||||
| Total other expense, net | 830 | 2,970 | 14,171 | 24,632 | ||||
| Income before income taxes | 116,814 | 99,280 | 375,006 | 206,688 | ||||
| Provision for income taxes | 28,868 | 22,870 | 90,039 | 148,105 | ||||
| Net income | 87,946 | 76,410 | 284,967 | 58,583 | ||||
| Earnings per share attributable to common shareholders: | ||||||||
| Basic | $ | 2.23 | $ | 1.94 | $ | 7.24 | $ | 1.49 |
| Diluted | $ | 2.22 | $ | 1.93 | $ | 7.21 | $ | 1.48 |
| Basic shares outstanding | 39,374 | 39,339 | 39,371 | 39,307 | ||||
| Diluted shares outstanding | 39,548 | 39,541 | 39,535 | 39,473 |
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MSA Safety Incorporated
Condensed Consolidated Balance Sheet (Unaudited)
(In thousands)
| December 31, 2024 | December 31, 2023 | |||
|---|---|---|---|---|
| Assets | ||||
| Cash and cash equivalents | $ | 164,560 | $ | 146,442 |
| Trade receivables, net | 279,213 | 294,678 | ||
| Inventories | 296,796 | 292,604 | ||
| Other current assets | 62,461 | 52,546 | ||
| Total current assets | 803,030 | 786,270 | ||
| Property, plant and equipment, net | 211,865 | 211,877 | ||
| Prepaid pension cost | 224,638 | 172,161 | ||
| Goodwill | 620,895 | 627,534 | ||
| Intangible assets, net | 246,437 | 266,134 | ||
| Other noncurrent assets | 98,919 | 106,174 | ||
| Total assets | $ | 2,205,784 | $ | 2,170,150 |
| Liabilities and shareholders' equity | ||||
| Notes payable and current portion of long-term debt, net | $ | 26,391 | $ | 26,522 |
| Accounts payable | 108,163 | 111,872 | ||
| Other current liabilities | 153,539 | 194,424 | ||
| Total current liabilities | 288,093 | 332,818 | ||
| Long-term debt, net | 481,622 | 575,170 | ||
| Pensions and other employee benefits | 134,251 | 143,967 | ||
| Deferred tax liabilities | 107,691 | 102,419 | ||
| Other noncurrent liabilities | 50,808 | 48,974 | ||
| Total shareholders' equity | 1,143,319 | 966,802 | ||
| Total liabilities and shareholders' equity | $ | 2,205,784 | $ | 2,170,150 |
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MSA Safety Incorporated
Condensed Consolidated Statement of Cash Flows (Unaudited)
(In thousands)
| Three Months Ended December 31, | Twelve Months Ended December 31, | |||||||
|---|---|---|---|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | |||||
| Net income | $ | 87,946 | $ | 76,410 | $ | 284,967 | $ | 58,583 |
| Depreciation and amortization | 16,770 | 15,808 | 64,333 | 60,773 | ||||
| Tax-effected loss on divestiture of MSA LLC | — | — | — | 199,578 | ||||
| Contribution on divestiture of MSA LLC | — | — | — | (341,186) | ||||
| Change in working capital and other operating | 3,192 | 66,696 | (52,872) | 115,109 | ||||
| Cash flow from operating activities | 107,908 | 158,914 | 296,428 | 92,857 | ||||
| Capital expenditures | (14,409) | (11,785) | (54,223) | (42,764) | ||||
| Property disposals and other investing | 378 | 121 | 468 | 2,811 | ||||
| Cash flow used in investing activities | (14,031) | (11,664) | (53,755) | (39,953) | ||||
| Change in debt | (43,251) | (144,750) | (94,254) | 23,898 | ||||
| Cash dividends paid | (20,089) | (18,489) | (78,759) | (73,488) | ||||
| Company stock purchases under repurchase program | (9,906) | — | (29,932) | — | ||||
| Other financing | 729 | 479 | (5,744) | (2,663) | ||||
| Cash flow used in financing activities | (72,517) | (162,760) | (208,689) | (52,253) | ||||
| Effect of exchange rate changes on cash, <br>cash equivalents and restricted cash | (11,233) | (2,519) | (17,295) | (16,671) | ||||
| Increase (decrease) in cash, cash equivalents and restricted cash | $ | 10,127 | $ | (18,029) | $ | 16,689 | $ | (16,020) |
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MSA Safety Incorporated
Reconciliation of GAAP to Non-GAAP Financial Measures
Organic revenue change (Unaudited)
Consolidated
| Three Months Ended December 31, 2024 | ||||
|---|---|---|---|---|
| Fire Service(a) | Detection(b) | Industrial PPE and Other(c) | Net Sales | |
| GAAP reported sales change | 7% | (3)% | (4)% | 1% |
| Plus: Currency translation effects | —% | 1% | 3% | 1% |
| Organic sales change | 7% | (2)% | (1)% | 2% |
| Twelve Months Ended December 31, 2024 | ||||
| --- | --- | --- | --- | --- |
| Fire Service(a) | Detection(b) | Industrial PPE and Other(c) | Net Sales | |
| GAAP reported sales change | 4% | 1% | (3)% | 1% |
| Plus: Currency translation effects | —% | 1% | 1% | 1% |
| Organic sales change | 4% | 2% | (2)% | 2% |
| (a) Fire Service includes Breathing Apparatus and Firefighter Helmets and Protective Apparel.<br><br>(b) Detection includes Fixed Gas and Flame Detection and Portable Gas Detection.<br><br>(c) Industrial PPE and Other includes Industrial Head Protection, Fall Protection and Non-Core. |
Management believes that organic revenue growth is a useful metric for investors, as foreign currency translation can have a material impact on revenue growth trends. Organic revenue growth highlights ongoing business performance excluding the impact of fluctuating foreign currencies, which is outside of management's control. There can be no assurances that MSA's definition of organic revenue growth is consistent with that of other companies. As such, management believes that it is appropriate to consider revenue growth determined on a GAAP basis in addition to this non-GAAP financial measure.
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MSA Safety Incorporated
Reconciliation of GAAP to Non-GAAP Financial Measures
Organic revenue growth (Unaudited)
Americas Segment
| Three Months Ended December 31, 2024 | ||||
|---|---|---|---|---|
| Fire Service(a) | Detection(b) | Industrial PPE and Other(c) | Net Sales | |
| GAAP reported sales change | 5% | (2)% | (3)% | 1% |
| Plus: Currency translation effects | 1% | 1% | 5% | 2% |
| Organic sales change | 6% | (1)% | 2% | 3% |
| Twelve Months Ended December 31, 2024 | ||||
| --- | --- | --- | --- | --- |
| Fire Service(a) | Detection(b) | Industrial PPE and Other(c) | Net Sales | |
| GAAP reported sales change | 1% | 2% | (1)% | 1% |
| Plus: Currency translation effects | —% | —% | 2% | 1% |
| Organic sales change | 1% | 2% | 1% | 2% |
International Segment
| Three Months Ended December 31, 2024 | ||||
|---|---|---|---|---|
| Fire Service(a) | Detection(b) | Industrial PPE and Other(c) | Net Sales | |
| GAAP reported sales change | 10% | (4)% | (6)% | —% |
| Plus: Currency translation effects | 1% | —% | —% | —% |
| Organic sales change | 11% | (4)% | (6)% | —% |
| Twelve Months Ended December 31, 2024 | ||||
| --- | --- | --- | --- | --- |
| Fire Service(a) | Detection(b) | Industrial PPE and Other(c) | Net Sales | |
| GAAP reported sales change | 12% | —% | (9)% | 2% |
| Plus: Currency translation effects | —% | —% | —% | (1)% |
| Organic sales change | 12% | —% | (9)% | 1% |
| (a) Fire Service includes Breathing Apparatus and Firefighter Helmets and Protective Apparel.<br><br>(b) Detection includes Fixed Gas and Flame Detection and Portable Gas Detection.<br><br>(c) Industrial PPE and Other includes Industrial Head Protection, Fall Protection and Non-Core. |
Management believes that organic revenue growth is a useful metric for investors, as foreign currency translation can have a material impact on revenue growth trends. Organic revenue growth highlights ongoing business performance excluding the impact of fluctuating foreign currencies, which is outside of management's control. There can be no assurances that MSA's definition of organic revenue growth is consistent with that of other companies. As such, management believes that it is appropriate to consider revenue growth determined on a GAAP basis in addition to this non-GAAP financial measure.
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MSA Safety Incorporated
Reconciliation of Non-GAAP Financial Measures
Adjusted operating income (Unaudited)
Adjusted EBITDA (Unaudited)
(In thousands)
| Three Months <br>Ended December 31, | Twelve Months<br> Ended December 31, | |||||||
|---|---|---|---|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | |||||
| Adjusted EBITDA | $ | 134,642 | $ | 128,753 | $ | 469,431 | $ | 449,243 |
| Less: | ||||||||
| Depreciation and amortization | 14,484 | 13,498 | 55,159 | 51,527 | ||||
| Adjusted operating income | 120,158 | 115,255 | 414,272 | 397,716 | ||||
| Less: | ||||||||
| Currency exchange (gains) losses, net | (1,077) | 8,298 | 3,638 | 17,079 | ||||
| Amortization of acquisition-related intangible assets | 2,286 | 2,310 | 9,174 | 9,246 | ||||
| Restructuring charges | 653 | 1,510 | 6,397 | 9,892 | ||||
| Net cost for product related legal matter | — | — | 5,000 | — | ||||
| Transaction costs (a) | 652 | 887 | 886 | 965 | ||||
| Loss on divestiture of MSA LLC | — | — | — | 129,211 | ||||
| Product liability expense | — | — | — | 3 | ||||
| GAAP operating income | 117,644 | 102,250 | 389,177 | 231,320 | ||||
| Less: | ||||||||
| Interest expense | 7,333 | 9,584 | 36,889 | 46,733 | ||||
| Other income, net | (6,503) | (6,614) | (22,718) | (22,101) | ||||
| Income before income taxes | 116,814 | 99,280 | 375,006 | 206,688 | ||||
| Provision for income taxes | 28,868 | 22,870 | 90,039 | 148,105 | ||||
| Net income | $ | 87,946 | $ | 76,410 | $ | 284,967 | $ | 58,583 |
| (a) Transaction costs include advisory, legal, accounting, valuation, and other professional or consulting fees incurred during acquisitions and divestitures. These costs are included in selling, general and administrative expense in the Consolidated Statements of Income. |
Adjusted operating income, adjusted operating margin, adjusted earnings before interest, taxes, depreciation and amortization (EBITDA) and adjusted EBITDA margin are the measures used by management to evaluate segment performance and allocate resources. As such, management believes these measures are useful metrics for investors. Adjusted operating income is defined as operating income excluding restructuring charges, currency exchange gains / losses, loss on divestiture of MSA LLC, product liability expense, net cost for product related legal matter, amortization of acquisition-related intangible assets, and transaction costs. Adjusted operating margin is defined as adjusted operating income divided by net sales to external customers. Adjusted EBITDA is defined as adjusted operating income plus depreciation and amortization, and adjusted EBITDA margin is defined as adjusted EBITDA divided by net sales to external customers. Adjusted operating income, adjusted operating margin, adjusted EBITDA and adjusted EBITDA margin are not recognized terms under GAAP, and therefore do not purport to be alternatives to operating income or operating margin as a measure of operating performance. The company's definition of adjusted operating income, adjusted operating margin, adjusted EBITDA and adjusted EBITDA margin may not be comparable to similarly titled measures of other companies. As such, management believes that it is appropriate to consider operating income and net income determined on a GAAP basis in addition to these non-GAAP measures.
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MSA Safety Incorporated
Reconciliation of Non-GAAP Financial Measures
Adjusted earnings (Unaudited)
Adjusted earnings per diluted share (Unaudited)
(In thousands, except percentages and per share amounts)
| Three Months <br>Ended December 31, | Twelve Months<br> Ended December 31, | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 2024 | 2023 | % Change | 2024 | 2023 | % Change | |||||
| Net income | $ | 87,946 | $ | 76,410 | 15% | $ | 284,967 | $ | 58,583 | 386% |
| Currency exchange (gains) losses, net | (1,077) | 8,298 | 3,638 | 17,079 | ||||||
| Amortization of acquisition-related intangible assets | 2,286 | 2,310 | 9,174 | 9,246 | ||||||
| Restructuring charges | 653 | 1,510 | 6,397 | 9,892 | ||||||
| Asset related losses and other | (141) | 844 | 819 | 173 | ||||||
| Net cost for product related legal matter | — | — | 5,000 | — | ||||||
| Pension settlement | — | — | 1,308 | — | ||||||
| Transaction costs (a) | 652 | 887 | 886 | 965 | ||||||
| Loss on divestiture of MSA LLC | — | — | — | 129,211 | ||||||
| Deferred tax asset write-off related to divestiture of MSA LLC | — | — | 70,366 | |||||||
| Product liability expense | — | — | — | 3 | ||||||
| Tax benefit associated with tax reform | (710) | (5,313) | — | (5,313) | ||||||
| Income tax expense on adjustments | (567) | (3,409) | (7,689) | (12,657) | ||||||
| Adjusted earnings | $ | 89,042 | $ | 81,537 | 9% | $ | 304,500 | $ | 277,548 | 10% |
| Adjusted earnings per diluted share | $ | 2.25 | $ | 2.06 | 9% | $ | 7.70 | $ | 7.03 | 10% |
| (a) Transaction costs include advisory, legal, accounting, valuation, and other professional or consulting fees incurred during acquisitions and divestitures. These costs are included in selling, general and administrative expense in the Consolidated Statements of Income. |
Management believes that adjusted earnings and adjusted earnings per diluted share are useful measures for investors, as management uses these measures to internally assess the Company’s performance and ongoing operating trends. There can be no assurances that additional special items will not occur in future periods, nor that MSA's definition of adjusted earnings is consistent with that of other companies. As such, management believes that it is appropriate to consider both net income determined on a GAAP basis as well as adjusted earnings.
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MSA Safety Incorporated
Reconciliation of Non-GAAP Financial Measures
Debt to adjusted EBITDA / Net debt to adjusted EBITDA (Unaudited)
(In thousands)
| Twelve Months Ended December 31, | ||
|---|---|---|
| 2024 | ||
| Operating income | $ | 389,177 |
| Depreciation and amortization | 55,159 | |
| Restructuring charges | 6,397 | |
| Currency exchange losses, net | 3,638 | |
| Amortization of acquisition-related intangible assets | 9,174 | |
| Net cost for product related legal matter | 5,000 | |
| Transaction costs (a) | 886 | |
| Adjusted EBITDA | $ | 469,431 |
| Total end-of-period debt | 508,013 | |
| Debt to adjusted EBITDA | 1.1 | |
| Total end-of-period debt | 508,013 | |
| Total end-of-period cash and cash equivalents | 164,560 | |
| Net debt | $ | 343,453 |
| Net debt to adjusted EBITDA | 0.7 | |
| (a) Transaction costs include advisory, legal, accounting, valuation, and other professional or consulting fees incurred during acquisitions and divestitures. These costs are included in selling, general and administrative expense in the Consolidated Statements of Income. |
Management believes that debt to adjusted EBITDA and net debt to adjusted EBITDA are useful measures for investors, as management uses these measures to internally assess the Company’s liquidity and balance sheet strength. There can be no assurances that that MSA's definition of debt to adjusted EBITDA and net debt to adjusted EBITDA is consistent with that of other companies.
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About MSA Safety:
MSA Safety Incorporated (NYSE: MSA) is the global leader in advanced safety products, technologies and solutions. Driven by its singular mission of safety, the Company has been at the forefront of safety innovation since 1914, protecting workers and facility infrastructure around the world across a broad range of diverse end markets while creating sustainable value for shareholders. With 2024 revenues of $1.8 billion, MSA Safety is headquartered in Cranberry Township, Pennsylvania and employs a team of over 5,000 associates across its more than 40 international locations. For more information, please visit www.MSASafety.com.
Cautionary Statement Regarding Forward-Looking Statements:
Except for historical information, certain matters discussed in this press release may be "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. These statements relate to future events or our future financial performance and involve various assumptions, known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. In some cases, you can identify forward-looking statements by words such as “may,” “will,” “should,” “expects,” “intends,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “potential” or other comparable words. Actual results, performance or outcomes may differ materially from those expressed or implied by these forward-looking statements and may not align with historical performance and events due to a number of factors, including those discussed in the sections of our annual report on Form 10-K entitled “Cautionary Statement Regarding Forward-Looking Statements” and “Risk Factors,” and those discussed in our Form 10-Q quarterly reports filed after such annual report. MSA’s SEC filings are readily obtainable at no charge at www.sec.gov, as well as on its own investor relations website at http://investors.MSAsafety.com. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements, and caution should be exercised against placing undue reliance upon such statements. We are under no duty to update publicly any of the forward-looking statements after the date of this earnings press release, whether as a result of new information, future events or otherwise, except as required by law.
Non-GAAP Financial Measures:
This press release includes certain non-GAAP financial measures. These financial measures include organic revenue growth, adjusted operating income, adjusted operating margin, adjusted EBITDA, adjusted EBITDA margin, adjusted earnings, adjusted earnings per diluted share, debt to adjusted EBITDA, net debt to adjusted EBITDA, and adjusted payments on debt. These non-GAAP financial measures provide information useful to investors in understanding our operating performance and trends, and to facilitate comparisons with the performance of our peers. Management also uses these measures internally to assess and better understand our underlying business performance and trends related to core business activities. The non-GAAP financial measures and key performance indicators we use, and computational methods with respect thereto, may differ from the non-GAAP financial measures and key performance indicators, and computational methods, that our peers use to assess their performance and trends.
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The presentation of these non-GAAP financial measures does not comply with U.S. GAAP. These non-GAAP financial measures should be viewed as supplemental in nature, and not as a substitute for, or superior to, our reported results prepared in accordance with GAAP. When non-GAAP financial measures are disclosed, the Securities and Exchange Commission's Regulation G requires: (i) the presentation of the most directly comparable financial measure calculated and presented in accordance with GAAP and (ii) a reconciliation of the differences between the non-GAAP financial measure presented and the most directly comparable financial measure calculated and presented in accordance with GAAP. The presentation of these financial measures does not comply with U.S. generally accepted accounting principles ("GAAP"). For an explanation of these measures, with a reconciliation to the most directly comparable GAAP financial measure, see the Reconciliation of GAAP Financial Measures to Non-GAAP Financial Measures in the financial tables section above.