8-K
NORDSON CORP (NDSN)
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): December 10, 2025
NORDSON CORPORATION
(Exact Name of Registrant as Specified in its Charter)
| Ohio | 000-07977 | 34-0590250 | ||
|---|---|---|---|---|
| (State or Other<br><br>Jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. Employer<br><br>Identification Number) | 28601 Clemens Road<br><br>Westlake, Ohio 44145<br><br>(Address of Principal Executive<br><br>Offices, including Zip Code) | |
| --- |
Registrant’s Telephone Number, including Area Code: 440-892-1580
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 (see General Instruction A.2. below):
| ☐ | 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<br>On Which Registered |
|---|---|---|
| Common Shares, without par value | NDSN | Nasdaq Stock Market LLC |
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 December 10, 2025, Nordson Corporation issued a press release relating to its results of operations for the fourth quarter and full fiscal year 2025. A copy is attached as Exhibit 99.1.
Item 7.01. Regulation FD Disclosure.
Nordson Corporation will provide additional commentary on fourth quarter and full year fiscal 2025 results and outlook during a webcast on Thursday, December 11, 2025 at 8:30 a.m. eastern time, which can be accessed at https://investors.nordson.com. For persons unable to listen to the live broadcast, a replay will be available after the event.
As provided in General Instruction B.2 of Form 8-K, the information contained in Items 2.02 and 7.01 of this Form 8-K shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall any such information be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| 99.1 | Press release of Nordson Corporation dated December 10, 2025. |
|---|---|
| 104 | Cover Page Interactive Data File (embedded 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, hereunto duly authorized.
| NORDSON CORPORATION | |||
|---|---|---|---|
| Date: | December 10, 2025 | By: | /s/ Joseph Rutledge |
| Joseph Rutledge | |||
| Chief Accounting Officer |
Document
Nordson Corporation Reports Record Fourth Quarter and Fiscal Year 2025 Results
Fourth Quarter:
•Sales were $752 million, growth of 1% over prior year
•Earnings per diluted share were $2.69
•Adjusted earnings per diluted share were $3.03, growth of 9% over prior year
Full Year:
•Record sales of $2.8 billion, growth of 4% over prior year’s record sales
•Earnings per diluted share were $8.51
•Adjusted earnings per diluted share were $10.24, growth of 5% over prior year
Fiscal 2026 Guidance:
•Fiscal 2026 forecasted sales range between $2,830 to $2,950 million and adjusted earnings in the range of $10.80 to $11.50
WESTLAKE, Ohio--(BUSINESS WIRE)--December 10, 2025--Nordson Corporation (Nasdaq: NDSN) today reported results for the fiscal fourth quarter ended October 31, 2025. Sales were $752 million, a 1% increase compared to the prior year’s fourth quarter sales of $744 million. The increase in fourth quarter 2025 sales included favorable currency translation of 2% and a 1% acquisition impact, which was partially offset by the medical contract manufacturing divestiture and an organic sales decrease of 1%.
Net income was $152 million, or earnings per diluted share of $2.69, compared to prior year’s fourth quarter net income of $122 million, or earnings per diluted share of $2.12. Adjusted net income was $171 million, up from prior year adjusted net income of $160 million. Fourth quarter 2025 adjusted earnings per diluted share were $3.03, a 9% increase compared to prior year adjusted earnings per diluted share of $2.78.
EBITDA in the fourth quarter was $256 million, or 34% of sales, an increase of 6% compared to prior year EBITDA of $241 million, or 32% of sales.
Commenting on the Company’s fiscal 2025 fourth quarter results, Nordson President and Chief Executive Officer Sundaram Nagarajan said, “We had a strong operational finish to fiscal 2025, and I want to thank our teams for delivering value to our customers and shareholders. Adjusted earnings per share increased 9% year-over-year, which was at the high end of our fourth quarter guidance. Sales increased 1%, inclusive of the divestiture of our medical contract manufacturing business that closed on September 2, 2025. Importantly, we achieved record EBITDA margin and free cash flow conversion of 128% resulting in continued balanced capital allocation of ongoing share repurchases, dividend payments and further debt reduction.”
Fourth Quarter Segment Results
Industrial Precision Solutions sales of $362 million decreased 2% compared to the prior year fourth quarter, driven by a 4% organic sales decrease and a favorable currency impact of 2%. The organic sales decrease was driven by double-digit weakness in polymer processing systems. EBITDA in the quarter was $137 million, or 38% of sales, a 1% increase from the prior year fourth quarter EBITDA of $136 million despite slightly lower sales volume.
Medical and Fluid Solutions sales of $220 million increased 10% compared to the prior year fourth quarter. Organic sales increased 7% driven by growth in all product lines. The final acquisition impact from Atrion, net of the divested sales from the medical contract manufacturing businesses, added 2% and favorable currency added another 1%. EBITDA in the quarter was $88 million, or 40% of sales, a 380 basis point margin increase versus the prior year fourth quarter EBITDA of $72 million, or 36% of sales.
Advanced Technology Solutions sales of $171 million decreased 4% compared to the prior year fourth quarter, driven by an organic sales decrease of 5% and a favorable currency impact of 1%. Ongoing sales strength in electronics dispense systems was more than offset by fewer deliveries of test and inspection systems, particularly x-ray systems. EBITDA in the quarter was $43 million, or 25% of sales, a decrease from the prior year fourth quarter EBITDA of $48 million, or 27% of sales.
Fiscal 2025 Full Year Results
Sales for the fiscal year ended October 31, 2025, were a record $2.8 billion, an increase of 4% compared to the prior year. This sales growth was driven by a favorable acquisition net impact of 6%, partially offset by a 3% decrease in organic volume.
Net income was $484 million, or earnings per diluted share of $8.51, compared to prior year’s net income of $467 million, or earnings per diluted share of $8.11. Adjusted net income was $583 million, an increase from prior year adjusted net income of $561 million. Adjusted earnings per diluted share were also a record at $10.24, a 5% increase compared to prior year adjusted earnings per diluted share of $9.73.
EBITDA was $900 million, or 32% of sales, compared to prior year EBITDA of $849 million, or 32% of sales. Full-year free cash flow was $661 million, a new Company record, which was a conversion rate of 136% of net income.
Reflecting on fiscal 2025, Mr. Nagarajan continued, “Nordson’s winning team delivered strong results in line with the expectations we set at the beginning of the year. This is a significant achievement, particularly in the context of the macroeconomic environment this year. Leveraging our NBS Next growth framework, as well as our close-to-the-customer business model and differentiated products, we achieved record sales of $2.8 billion, delivered our 2025 Ascend strategy goal of $900 million in EBITDA, maintained gross margins of 55% in an evolving tariff environment and achieved a 5% year-over-year increase in adjusted earnings per share. We also continued to strengthen our portfolio and balance sheet, ending the year well positioned for growth.”
Outlook
Following four consecutive years of record-setting performance, we enter fiscal 2026 with approximately $600 million in backlog, up 5% from the prior year end, excluding backlog associated with the divested business.
Based on the combination of order entry, backlog, current exchange rates and anticipated end market expectations, we expect to deliver sales in the range of $2,830 to $2,950 million in fiscal 2026. Full year fiscal 2026 adjusted earnings are forecasted in the range of $10.80 to $11.50 per diluted share.
First quarter fiscal 2026 sales are forecasted in the range of $630 to $670 million with adjusted earnings in the range of $2.25 to $2.45 per diluted share.
Commenting on fiscal 2026 guidance, Mr. Nagarajan said, “As several of our end markets begin to inflect, we are entering the fiscal year optimistic to deliver solid growth in 2026. The implementation of the Ascend Strategy, a combination of our NBS Next growth framework, owner mindset and winning teams, positions us well to meet increasing customer demand. We also remain focused on creating value for our shareholders by deploying strategic capital for acquisitions, share repurchases, dividends and debt service.”
Nordson management will provide additional commentary on these results and outlook during its previously announced webcast on Thursday, December 11, 2025, at 8:30 a.m. eastern time, which can be accessed at https://investors.nordson.com. Information about Nordson’s investor relations and shareholder services is available from Lara Mahoney, vice president, investor relations and corporate communications at (440) 204-9985 or lara.mahoney@nordson.com.
Certain statements contained in this release are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by terminology such as “may,” “will,” “should,” “could,” “expects,” “anticipates,” “believes,” “projects,” “forecasts,” “outlook,” “guidance,” “continue,” “target,” or the negative of these terms or comparable terminology. These statements reflect management’s current expectations and involve a number of risks and uncertainties. These risks and uncertainties include, but are not limited to, U.S. and international economic and political conditions; financial and market conditions; currency exchange rates and devaluations; possible acquisitions and the Company’s ability to successfully integrate acquisitions; the Company’s ability to successfully divest or dispose of businesses that are deemed not to fit with its strategic plan; the effects of changes in U.S. trade policy and trade agreements, including changes in tariffs by the U.S. or other nations; the effects of changes in tax law; and the possible effects of events beyond our control, such as political unrest, including the conflicts in Europe and the Middle East, acts of terror, natural disasters and pandemics and the other factors discussed in Item 1A (Risk Factors) in the Company’s most recently filed Annual Report on Form 10-K and in its Forms 10-Q filed with the Securities and Exchange Commission, which should be reviewed carefully. The Company undertakes no obligation to update or revise any forward-looking statement in this press release.
Nordson Corporation is an innovative precision technology company that leverages a scalable growth framework through an entrepreneurial, division-led organization to deliver top tier growth with leading margins and returns. The Company’s direct sales model and applications expertise serve global customers through a wide variety of critical applications. Its diverse end
market exposure includes consumer non-durable, medical, electronics and industrial end markets. Founded in 1954 and headquartered in Westlake, Ohio, the Company has operations and support offices in over 35 countries. Visit Nordson on the web at www.nordson.com, linkedin/Nordson, or www.facebook.com/nordson.
NORDSON CORPORATION
SEGMENT INFORMATION (Unaudited)
(Dollars in thousands)
| Three Months Ended | Twelve Months Ended | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| October 31, 2025 | October 31, 2024 | October 31, 2025 | October 31, 2024 | |||||||||
| SALES | ||||||||||||
| Industrial precision solutions | $ | 361,713 | $ | 367,195 | $ | 1,331,792 | $ | 1,398,912 | ||||
| Medical and fluid solutions | 219,502 | 200,223 | 835,385 | 695,452 | ||||||||
| Advanced technology solutions | 170,605 | 177,064 | 624,510 | 595,557 | ||||||||
| Total sales | $ | 751,820 | $ | 744,482 | $ | 2,791,687 | $ | 2,689,921 | ||||
| EBITDA | ||||||||||||
| Industrial precision solutions | $ | 137,420 | 38% | $ | 136,244 | 37% | $ | 493,873 | 37% | $ | 520,769 | 37% |
| Medical and fluid solutions | 87,661 | 40% | 72,264 | 36% | 311,684 | 37% | 256,553 | 37% | ||||
| Advanced technology solutions | 42,756 | 25% | 47,564 | 27% | 146,589 | 23% | 129,181 | 22% | ||||
| Corporate expenses | (12,086) | (14,976) | (52,628) | (57,335) | ||||||||
| EBITDA (non-GAAP) (1) | $ | 255,751 | 34% | $ | 241,096 | 32% | $ | 899,518 | 32% | $ | 849,168 | 32% |
(1) Total company EBITDA is a non-GAAP measure. Refer to the reconciliation of non-GAAP measures – net income to EBITDA.
| Three Months Ended | Twelve Months Ended | |||||||
|---|---|---|---|---|---|---|---|---|
| October 31, 2025 | October 31, 2024 | October 31, 2025 | October 31, 2024 | |||||
| Depreciation and amortization | ||||||||
| Industrial precision solutions | $ | 14,015 | $ | 12,783 | $ | 52,492 | $ | 51,187 |
| Medical and fluid solutions | 17,396 | 17,240 | 71,588 | 58,062 | ||||
| Advanced technology solutions | 4,683 | 4,593 | 18,741 | 19,102 | ||||
| Corporate expenses | 1,975 | 1,913 | 7,702 | 7,824 | ||||
| Total | $ | 38,069 | $ | 36,529 | $ | 150,523 | $ | 136,175 |
NORDSON CORPORATION
CONSOLIDATED STATEMENT OF INCOME (Unaudited)
(Dollars in thousands except for per-share amounts)
| Three Months Ended | Twelve Months Ended | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| October 31, 2025 | October 31, 2024 | October 31, 2025 | October 31, 2024 | |||||||||
| Sales | $ | 751,820 | $ | 744,482 | $ | 2,791,687 | $ | 2,689,921 | ||||
| Cost of sales | 328,353 | 341,658 | 1,251,903 | 1,203,792 | ||||||||
| Gross profit | 423,467 | 402,824 | 1,539,784 | 1,486,129 | ||||||||
| Gross margin % | 56.3 | % | 54.1 | % | 55.2 | % | 55.2 | % | ||||
| Selling & administrative expenses | 208,872 | 223,932 | 815,514 | 812,128 | ||||||||
| Divestiture and related charges | 334 | — | 12,545 | — | ||||||||
| Operating profit | 214,261 | 178,892 | 711,725 | 674,001 | ||||||||
| Interest expense - net | (23,770) | (27,282) | (101,105) | (84,011) | ||||||||
| Other expense - net | (7,592) | (3,538) | (12,972) | (4,509) | ||||||||
| Income before income taxes | 182,899 | 148,072 | 597,648 | 585,481 | ||||||||
| Income taxes | 31,265 | 25,904 | 113,174 | 118,197 | ||||||||
| Net Income | $ | 151,634 | $ | 122,168 | $ | 484,474 | $ | 467,284 | ||||
| Weighted-average common shares outstanding: | ||||||||||||
| Basic | 56,077 | 57,188 | 56,606 | 57,176 | ||||||||
| Diluted | 56,417 | 57,603 | 56,916 | 57,616 | ||||||||
| Earnings per share: | ||||||||||||
| Basic earnings | $ | 2.70 | $ | 2.14 | $ | 8.56 | $ | 8.17 | ||||
| Diluted earnings | $ | 2.69 | $ | 2.12 | $ | 8.51 | $ | 8.11 |
NORDSON CORPORATION
CONSOLIDATED BALANCE SHEET (Unaudited)
(Dollars in thousands)
| October 31, 2025 | October 31, 2024 | |||
|---|---|---|---|---|
| Cash and cash equivalents | $ | 108,442 | $ | 115,952 |
| Receivables - net | 587,843 | 594,663 | ||
| Inventories - net | 444,814 | 476,935 | ||
| Other current assets | 101,752 | 87,482 | ||
| Total current assets | 1,242,851 | 1,275,032 | ||
| Property, plant & equipment - net | 516,914 | 544,607 | ||
| Goodwill | 3,304,685 | 3,280,819 | ||
| Other assets | 853,231 | 900,508 | ||
| $ | 5,917,681 | $ | 6,000,966 | |
| Notes payable and debt due within one year | $ | 315,000 | $ | 103,928 |
| Accounts payable and accrued liabilities | 443,260 | 424,549 | ||
| Total current liabilities | 758,260 | 528,477 | ||
| Long-term debt | 1,681,254 | 2,101,197 | ||
| Other liabilities | 434,596 | 439,100 | ||
| Total shareholders' equity | 3,043,571 | 2,932,192 | ||
| $ | 5,917,681 | $ | 6,000,966 |
NORDSON CORPORATION
CONSOLIDATED STATEMENT OF CASH FLOWS (Unaudited)
(Dollars in thousands)
| Twelve Months Ended | ||||
|---|---|---|---|---|
| October 31, 2025 | October 31, 2024 | |||
| Cash flows from operating activities: | ||||
| Net Income | $ | 484,474 | $ | 467,284 |
| Depreciation and amortization | 150,523 | 136,175 | ||
| Divestiture and related charges | 12,545 | — | ||
| Other non-cash items | 14,806 | 5,883 | ||
| Changes in operating assets and liabilities and other | 56,827 | (53,149) | ||
| Net cash provided by operating activities | 719,175 | 556,193 | ||
| Cash flows from investing activities: | ||||
| Additions to property, plant and equipment | (58,060) | (64,410) | ||
| Sale (acquisition) of businesses, net of cash acquired | 28,107 | (789,996) | ||
| Other - net | 3,263 | 10,008 | ||
| Net cash used in investing activities | (26,690) | (844,398) | ||
| Cash flows from financing activities: | ||||
| Issuance (repayment) of long-term debt | (224,141) | 464,353 | ||
| Repayment of finance lease obligations | (5,868) | (6,148) | ||
| Dividends paid | (179,069) | (161,438) | ||
| Issuance of common shares | 9,014 | 31,067 | ||
| Purchase of treasury shares | (306,367) | (33,339) | ||
| Net cash provided (used) by financing activities | (706,431) | 294,495 | ||
| Effect of exchange rate change on cash: | 6,436 | (6,017) | ||
| Net change in cash and cash equivalents | (7,510) | 273 | ||
| Cash and cash equivalents: | ||||
| Beginning of period | 115,952 | 115,679 | ||
| End of period | $ | 108,442 | $ | 115,952 |
NORDSON CORPORATION
SALES BY GEOGRAPHIC SEGMENT (Unaudited)
(Dollars in thousands)
| Three Months Ended | Sales Variance | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| October 31, 2025 | October 31, 2024 | Organic | Acquisitions / Divestitures | Currency | Total | |||||||
| SALES BY SEGMENT | ||||||||||||
| Industrial precision solutions | $ | 361,713 | $ | 367,195 | (3.5) | % | — | % | 2.0 | % | (1.5) | % |
| Medical and fluid solutions | 219,502 | 200,223 | 7.4 | % | 1.6 | % | 0.6 | % | 9.6 | % | ||
| Advanced technology solutions | 170,605 | 177,064 | (4.9) | % | — | % | 1.3 | % | (3.6) | % | ||
| Total sales | $ | 751,820 | $ | 744,482 | (1.1) | % | 0.6 | % | 1.5 | % | 1.0 | % |
| SALES BY GEOGRAPHIC REGION | ||||||||||||
| Americas | 330,962 | 323,170 | 2.0 | % | — | % | 0.4 | % | 2.4 | % | ||
| Europe | 195,343 | 185,350 | (1.0) | % | 1.4 | % | 5.0 | % | 5.4 | % | ||
| Asia Pacific | 225,515 | 235,962 | (5.3) | % | 0.6 | % | 0.3 | % | (4.4) | % | ||
| Total sales | $ | 751,820 | $ | 744,482 | (1.1) | % | 0.6 | % | 1.5 | % | 1.0 | % |
| Twelve Months Ended | Sales Variance | |||||||||||
| October 31, 2025 | October 31, 2024 | Organic | Acquisitions / Divestitures | Currency | Total | |||||||
| SALES BY SEGMENT | ||||||||||||
| Industrial precision solutions | $ | 1,331,792 | $ | 1,398,912 | (5.1) | % | — | % | 0.3 | % | (4.8) | % |
| Medical and fluid solutions | 835,385 | 695,452 | (3.1) | % | 23.0 | % | 0.2 | % | 20.1 | % | ||
| Advanced technology solutions | 624,510 | 595,557 | 4.1 | % | — | % | 0.8 | % | 4.9 | % | ||
| Total sales | $ | 2,791,687 | $ | 2,689,921 | (2.5) | % | 6.0 | % | 0.3 | % | 3.8 | % |
| SALES BY GEOGRAPHIC REGION | ||||||||||||
| Americas | 1,205,830 | 1,178,626 | (6.7) | % | 9.5 | % | (0.5) | % | 2.3 | % | ||
| Europe | 722,221 | 726,100 | (6.7) | % | 4.2 | % | 2.0 | % | (0.5) | % | ||
| Asia Pacific | 863,636 | 785,195 | 7.6 | % | 2.3 | % | 0.1 | % | 10.0 | % | ||
| Total sales | $ | 2,791,687 | $ | 2,689,921 | (2.5) | % | 6.0 | % | 0.3 | % | 3.8 | % |
NORDSON CORPORATION
RECONCILIATION OF NON-GAAP MEASURES - NET INCOME to EBITDA (Unaudited)
(Dollars in thousands)
| Three Months Ended | Twelve Months Ended | |||||||
|---|---|---|---|---|---|---|---|---|
| October 31, 2025 | October 31, 2024 | October 31, 2025 | October 31, 2024 | |||||
| Net income | $ | 151,634 | $ | 122,168 | $ | 484,474 | $ | 467,284 |
| Income taxes | 31,265 | 25,904 | 113,174 | 118,197 | ||||
| Interest expense - net | 23,770 | 27,282 | 101,105 | 84,011 | ||||
| Other (income) expense - net | 7,592 | 3,538 | 12,972 | 4,509 | ||||
| Inventory step-up amortization (1) | — | 4,759 | 3,135 | 7,703 | ||||
| Severance and other (1) | 2,531 | 12,717 | 19,256 | 17,332 | ||||
| Acquisition-related costs (1) | 556 | 8,200 | 2,334 | 13,957 | ||||
| Divestiture and related charges (2) | 334 | — | 12,545 | — | ||||
| Adjusted operating profit | 217,682 | 204,568 | 748,995 | 712,993 | ||||
| Depreciation and amortization | 38,069 | 36,528 | 150,523 | 136,175 | ||||
| EBITDA (non-GAAP) (3) | $ | 255,751 | $ | 241,096 | $ | 899,518 | $ | 849,168 |
(1) Represents non-recurring cost reduction actions as well as fees and non-cash inventory charges associated with acquisitions.
(2) Represents the loss on sale and other charges associated with the exit of the medical contract manufacturing business.
(3) EBITDA is a non-GAAP measure used by management to evaluate the Company's ongoing operations. EBITDA is defined as operating profit plus certain adjustments, such as non-recurring cost reduction actions, fees and non-cash inventory charges associated with acquisitions, plus depreciation and amortization.
NORDSON CORPORATION
RECONCILIATION OF NON-GAAP MEASURES - ADJUSTED NET INCOME AND EARNINGS PER SHARE (Unaudited)
(Dollars in thousands)
| Three Months Ended | Twelve Months Ended | |||||||
|---|---|---|---|---|---|---|---|---|
| October 31, 2025 | October 31, 2024 | October 31, 2025 | October 31, 2024 | |||||
| GAAP AS REPORTED | ||||||||
| Net income | $ | 151,634 | $ | 122,168 | $ | 484,474 | $ | 467,284 |
| Diluted earnings per share | $ | 2.69 | $ | 2.12 | $ | 8.51 | $ | 8.11 |
| Shares outstanding - diluted | 56,417 | 57,603 | 56,916 | 57,616 | ||||
| ADJUSTMENTS | ||||||||
| Inventory step-up amortization (1) | $ | — | $ | 4,759 | $ | 3,135 | $ | 7,703 |
| Acquisition costs (1) | 556 | 8,200 | 2,334 | 13,957 | ||||
| Severance and other (1) | 2,531 | 12,717 | 19,256 | 17,332 | ||||
| Divestiture and related charges (2) | 334 | — | 12,545 | — | ||||
| Acquisition amortization of intangibles | 20,165 | 19,560 | 79,264 | 76,972 | ||||
| Entity liquidation | — | — | 988 | — | ||||
| Interest | — | 908 | — | 908 | ||||
| Total adjustments | $ | 23,586 | $ | 46,144 | $ | 117,522 | $ | 116,872 |
| Adjustments net of tax | $ | 19,554 | $ | 38,071 | $ | 98,259 | $ | 93,278 |
| EPS effect of adjustments | $ | 0.35 | $ | 0.66 | $ | 1.73 | $ | 1.62 |
| NON-GAAP | ||||||||
| Adjusted net income (3) | $ | 171,188 | $ | 160,239 | $ | 582,733 | $ | 560,562 |
| Adjusted earnings per share (4) | $ | 3.03 | $ | 2.78 | $ | 10.24 | $ | 9.73 |
(1) Represents non-recurring cost reduction actions as well as fees and non-cash inventory charges associated with acquisitions.
(2) Represents the loss on sale and other charges associated with the exit of the medical contract manufacturing business.
(3) Adjusted net income is a non-GAAP measure defined as net income plus tax effected adjustments and other discrete tax items.
(4) Adjusted earnings per share is a non-GAAP measure defined as GAAP EPS adjusted for tax effected adjustments and other discrete tax items.
NORDSON CORPORATION
RECONCILIATION OF NON-GAAP MEASURES - OPERATING CASH FLOW TO FREE CASH FLOW (Unaudited)
(Dollars in thousands)
| Year to Date | ||||||
|---|---|---|---|---|---|---|
| October 31, 2025 | July 31, 2025 | |||||
| Net cash provided by operating activities | $ | 719,175 | $ | 516,264 | ||
| Additions to property, plant and equipment | (58,060) | (49,002) | ||||
| Free Cash Flow - Year to Date (1) | $ | 661,115 | $ | 467,262 | ||
| Free Cash Flow - Quarter to Date (1) | $ | 193,853 | ||||
| Net Income - Year to Date | $ | 484,474 | $ | 332,840 | ||
| Free Cash Flow Conversion - Year to Date (2) | 136 | % | 140 | % | ||
| Net Income - Quarter to Date | $ | 151,634 | ||||
| Free Cash Flow Conversion - Quarter to Date (2) | 128 | % | ||||
| Year to Date | ||||||
| October 31, 2024 | July 31, 2024 | |||||
| Net cash provided by operating activities | $ | 556,193 | $ | 459,812 | ||
| Additions to property, plant and equipment | (64,410) | (43,786) | ||||
| Free Cash Flow - Year to Date (1) | $ | 491,783 | $ | 416,026 | ||
| Free Cash Flow - Quarter to Date (1) | $ | 75,757 |
(1) Free Cash Flow is a non-GAAP measure used by management to evaluate the Company's ongoing operations and is defined as Net cash provided by operating activities minus Additions to property, plant and equipment.
(2) Free Cash Flow Conversion is a non-GAAP measure used by management to evaluate the Company's ongoing operations and is defined as Free Cash Flow divided by Net Income.
Management uses certain non-GAAP measures, such as adjusted net income, adjusted EPS and EBITDA, internally to make strategic decisions, forecast future results, and evaluate the Company's current performance. Given management's use of these non-GAAP measures, the Company believes these measures are important to investors in understanding the Company's current and future operating results as seen through the eyes of management. In addition, management believes these non-GAAP measures are useful to investors in enabling them to better assess changes in the Company's core business across different time periods. Because non-GAAP financial measures are not standardized, it may not be possible to compare these financial measures to other companies' non-GAAP financial measures, even if they have similar names. Amounts may not add due to rounding.
Contact
Lara Mahoney
Vice President
Investor Relations & Corporate Communications
440.204.9985
Lara.Mahoney@nordson.com
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