8-K - VMI - Equibles

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of The SecuritiesExchange Act of 1934

June4, 2025

Date of Report (date of earliest event reported)

Valmont Industries, Inc.

(Exact name of registrant as specified in its charter)

Delaware

(State or other jurisdiction of incorporation)

1-31429	47-0351813
(Commission File Number)	(I.R.S. Employer Identification No.)
15000 Valmont Plaza	68154
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Omaha NE
(Address of Principal Executive Offices)	(Zip Code)

(402)

963-1000

Registrant's telephone number, including area code

(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 (see General Instruction A.2. below):

¨	Written communications pursuant to Rule 425 under the Securities<br>Act (17 CFR 230.425)
¨	Soliciting material pursuant to Rule 14a-12 under the Exchange<br>Act (17 CFR 240.14a-12)
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¨	Pre-commencement communications pursuant to Rule 14d-2(b) under<br>the Exchange Act (17 CFR 240.14d-2(b))
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¨	Pre-commencement communications pursuant to Rule 13e-4(c) under<br>the Exchange Act (17 CFR 240.13e-4(c))
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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, $1.00 par value	VMI	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 7.01	Regulation FD Disclosure.

On Wednesday, June 4, 2025, Valmont Industries, Inc. (the “Company”) will participate in the William Blair & Company 45th Annual Growth Stock Conference in Chicago, IL. As previously announced a live webcast of the presentation will be available online at investors.valmont.com by clicking on the Events and Presentations link. A copy of the presentation to be used by the Company during the webcast is furnished with this Form 8-K as Exhibit 99.1 and is incorporated herein by reference.

The information in Item 7.01 is being furnished and shall not be deemed “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. The information in Item 7.01 shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01.	Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.	Description
99.1	Presentation Slides
104	Cover Page Interactive File (the cover page XBRL tags are embedded in the Inline XBRL document)

SIGNATURES

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.

		Valmont Industries, Inc.
Date: June 4, 2025
	By:	/s/ Thomas Liguori
		Name:	Thomas Liguori
		Title:	Executive Vice President and Chief Financial Officer

Exhibit99.1

Valmont® © 2025 Industries, Inc.<br>William Blair 45th<br>Annual Growth Stock<br>Conference<br>June 4, 2025
These slides (and the accompanying oral discussion) contain forward-looking statements within the meaning of the Private Securities<br>Litigation Reform Act of 1995. These statements are based on assumptions made by management, considering its experience in the<br>industries where Valmont operates, perceptions of historical trends, current conditions, expected future developments, and other relevant<br>factors. It is important to note that these statements are not guarantees of future performance or results. They involve risks, uncertainties<br>(some of which are beyond Valmont’s control), and assumptions. While management believes these forward-looking statements are based on<br>reasonable assumptions, numerous factors could cause actual results to differ materially from those anticipated. These factors include, among<br>other things, risks described in Valmont’s reports to the Securities and Exchange Commission (“SEC”), the Company’s actual cash flows and<br>net income, future economic and market circumstances, industry conditions, company performance and financial results, operational<br>efficiencies, availability and price of raw materials, availability and market acceptance of new products, product pricing, domestic and<br>international competitive environments, geopolitical risks, and actions and policy changes by domestic and foreign governments. The<br>Company cautions that any forward-looking statements in this release are made as of its publication date and does not undertake to update<br>these statements, except as required by law.<br>Disclosure Regarding Forward-Looking Statements<br>2 Valmont Industries, Inc.	June 4, 2025
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Valmont Industries, Inc.	<br>Valmont Snapshot (NYSE: VMI)<br>June 4, 2025<br>$4.1B<br>2024 Net Sales<br>Omaha, NE<br>Headquarters<br>$6.5B<br>Market Cap1<br>~11,000<br>Global Employees<br>100+<br>Countries of Operation<br>83<br>Manufacturing Facilities<br>2024 Net Sales ($M) 2024 Segment Operating<br>Income ($M) and Margin<br>71%<br>USA &<br>CANADA<br>7%<br>LATIN<br>AMERICA<br>10%<br>EMEA<br>12%<br>APAC<br>Delivering Innovative Solutions for Global Infrastructure and Agriculture Markets<br>2024 Net Sales By Geography<br>All data as of 12/28/2024 unless otherwise noted 1 As of 5/20/2025<br>$2,998<br>$1,077<br>$497<br>$138<br>Infrastructure<br>Agriculture<br>16.6%<br>12.8%<br>3
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Valmont Industries, Inc.	<br>Infrastructure Portfolio<br>4 June 4, 2025<br>UTILITY L&T COATINGS TELECOM SOLAR<br>Products Transmission,<br>distribution &<br>substation<br>Finishing services,<br>galvanizing and<br>painting<br>Components, macro<br>towers, concealment,<br>small cell<br>Single-axis tracker<br>46% 29% 12% 8% 5%<br>Market<br>Drivers<br> • Power load growth and<br>electricity consumption<br> • Reliability: weather<br>resilience and aging<br>infrastructure<br> • Renewable generation<br> • Supported by state<br>and federal funding<br> • DOT investment:<br>road and bridge<br>construction starts<br> • Single-family housing<br>starts<br> • Aligns with regional<br>GDP and industrial<br>production trends<br> • ~30% supports<br>internal demand<br> • Services a variety of<br>external end markets<br> • Carrier spending and<br>programs<br> • Regulatory and<br>industry drivers<br> • Growing data<br>consumption and<br>connected devices<br> • Regional policy and<br>regulatory support<br>(i.e. agrivoltaics in<br>Italy)<br> • Rising energy<br>demand and<br>renewable adoption<br>% of 2024<br>Sales<br>Lighting structures,<br>traffic & sign structures,<br>highway safety
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Valmont Industries, Inc.	<br>IRRIGATION EQUIPMENT<br>AND PARTS<br>Center pivot; linear and corner<br>irrigation systems; aftermarket parts<br>and tubular products<br>91%<br> • Grower income, driven by commodity<br>prices, interest rates, and input costs<br> • Conversion from no irrigation or less<br>efficient systems, and replacement<br>demand<br> • Farm consolidation and large strategic<br>accounts<br>TECHNOLOGY PRODUCTS<br>AND SERVICES<br>Suite of technology solutions;<br>advanced monitoring, analysis and<br>automation<br>9%<br> • Technology provides insights and<br>predictability to maximize land<br>productivity and improve yields<br> • Climate change concerns driving more<br>intentional resource use<br>INTERNATIONAL SALES<br>International sales and large-scale<br>projects<br>47%<br> • Government-sponsored food security<br>initiatives<br> • Growing populations and improving diets<br>in developing countries<br> • New land development in historically<br>uncultivated areas<br>Agriculture Portfolio<br>Products<br>Market<br>Drivers<br>% of 2024<br>Sales<br>5 June 4, 2025
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Valmont Industries, Inc.	June 4, 2025<br>Multi-Year Energy<br>Transition<br>The transition to more<br>diverse energy<br>generation, including<br>renewables, will require<br>innovative, engineered<br>structures to connect in<br>new ways.<br>Aging Infrastructure<br> & Resilience<br>Stronger, more reliable<br>infrastructure is needed to<br>rebuild aging structures to<br>withstand greater climate<br>stress and extend their<br>useful life.<br>Technology &<br>Data Consumption<br>The growth of advanced<br>technologies like AI is<br>driving the demand for<br>data, which will require<br>infrastructure to support<br>both connectivity and<br>the increased grid<br>capacity needed to<br>provide reliable energy.<br>Food<br>Security<br>Technology and<br>advanced equipment<br>will play a critical role<br>as nations worldwide<br>enhance food<br>security.<br>Sustainability &<br>Productivity<br>Precision, tech-enabled<br>equipment will help<br>farmers do more with<br>less, getting the most<br>from our available<br>resources.<br>Population<br>Growth<br>A growing population<br>will require farmers to<br>grow more food,<br>focusing on<br>improved productivity<br>to get the most from<br>our existing<br>resources.<br>Addressing Global Megatrends<br>Delivering innovative products and solutions to address some of the world’s greatest challenges<br>Infrastructure Agriculture<br>6
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2025 Critical Objectives to Build on Past Success<br>Catch the Global<br>Infrastructure Wave<br> • Investing in new capabilities and capacity across our footprint to meet growing demand<br> • Capitalizing on the largest opportunities in our Utility business<br>Position Agriculture<br>for Growth<br> • Demonstrating resiliency and market leadership during macro-driven headwinds<br> • Implementing the tools that will drive us forward in the next growth cycle<br>Disciplined Resource<br>Allocation<br> • Finding better ways to work smarter and more efficiently<br> • Aligning capital allocation priorities with our strategic growth plans<br>World-Class Safety • Our people are at the center of everything we do<br> • Employee safety is a fundamental commitment<br>Talent Development • Equipping our employees with the skills and opportunities to grow<br> • Fostering a high-performance culture that drives innovation and long-term success<br>Seizing opportunities to create long-term, sustainable stakeholder value<br>7 Valmont Industries, Inc.	June 4, 2025
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$2,895<br>$3,502<br>$4,345<br>$4,175 $4,075 $4,100<br>2020 2021 2022 2023 2024 2025<br>Guidance2<br>Path to Revenue Growth and Margin Expansion<br>Expand capacity - Utility<br>Increase factory productivity<br>- Advanced scheduling<br>- Lean initiatives<br>- Automation<br>Grow high margin products & services<br>Aftermarket & Tech connections<br>Reduce product cost<br>Grow international with improved margins<br>Reduce cost to 2% of sales<br>Streamline org and reduce outside spend<br>Execute capital allocation program<br>Agriculture<br>Corporate<br>Infrastructure<br>Operating Income & Operating Margin<br>Net Sales<br>Diluted Earnings Per Share<br>9.3%<br>9.5%<br>10.3%<br>11.3%<br>12.9%<br>Align organization for growth, including reviewing spans and layers<br>Optimize cost structure<br>Selectively assess product portfolio<br>Near-Term<br>Dollars in millions, except per-share amounts; 1Please see Reg G reconciliation to GAAP measures at end of document; 2Guidance speaks as of April 22, 2025 as provided with the Q1 results<br>2020 2021 2022 2023 2024 2025<br>$226 7.8%<br>$287<br>8.2%<br>$292<br>7.0%<br>$525<br>12.9%<br>$268<br>9.3%<br>$334<br>9.5%<br>$473<br>11.3%<br>$525<br>2020 2021 2022 2023 2024 2025<br>$6.57<br>$9.10<br>$6.78<br>$17.19<br>$8.18<br>$10.92<br>$14.98<br>$18.00<br>$GAAP $ADJUSTED1<br>$13.82<br>$11.62<br>$433<br>10.0%<br>$450<br>10.3%<br>2025 Guidance2<br>2025 Guidance2<br>$GAAP $ADJUSTED1
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Valmont Industries, Inc.	June 4, 2025<br>Disciplined and Balanced Capital Allocation Driving Shareholder Value<br>Capital Allocation Priorities<br>~50% Growing Our Business<br>Capital<br>Expenditures<br> • Increasing annual CapEx run rate to ~$150M in the near-term,<br>up from ~$95M<br> • Investments to catch the infrastructure wave and support growth<br>Acquisitions • Strategic fit at the right price<br> • Be selective and focus on growth and ROIC<br>~50% Returning Cash to Shareholders<br>Share<br>Repurchases • New $700M authorization announced February 2025<br>Dividends • 13% dividend increase announced February 2025<br> • Targeting annual increases in line with growing earnings<br>Capital<br>Expenditures<br>Acquisitions<br>Share<br>Repurchases<br>Dividends<br>Illustrative Use of Cash<br>Over the Next 3-5 Years<br>9
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Why Invest in Valmont<br>Executing a focused strategy to achieve long-term financial targets<br>1 VMI sales growth through the Agriculture cycle; organic sales growth only<br>Serving High Growth<br>Markets<br>Expanding Margins and<br>Generating Significant<br>Cash Flow<br>Increasing Shareholder<br>Returns with Balanced<br>Capital Allocation<br>Strategically Executing<br>to Achieve Long-Term<br>Financial Targets<br>Aligned with end markets<br>supported by long-term<br>global megatrends<br>Innovative solutions and<br>competitive advantages<br>drive consistent market<br>leadership<br>Strategic, return-focused<br>M&A complements strong<br>organic growth<br>Pricing excellence to<br>reflect the differentiated<br>value of our solutions<br>Focused strategy driving<br>operational efficiencies<br>Streamlined organizational<br>structure supports scalable,<br>long-term growth<br>Working capital discipline,<br>supply chain, and inventory<br>initiatives to enhance<br>cash flow<br>Disciplined approach<br>balancing growth<br>investments and<br>shareholder returns<br>High-return growth capex<br>to catch the global<br>infrastructure wave<br>Consistent share<br>repurchase cadence<br>reinforces capital return<br>commitment<br>Growing dividend<br>annually, aligned with<br>long-term earnings growth<br>MSD+<br>Net Sales Growth1<br>Approaching<br>Mid-Teens<br>Operating Margin<br>High-Teens<br>Return on Invested Capital<br>100%<br>Net Earnings<br>FCF Conversion<br>10 Valmont Industries, Inc.	June 4, 2025
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Q&A<br>11 Valmont Industries, Inc.	June 4, 2025
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Appendix<br>12 Valmont Industries, Inc.	June 4, 2025
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Reconciliation of Non-GAAP Financial Measures to Reported Financial Measures<br>Management utilizes non-GAAP financial measures to assess the Company’s historical and prospective financial performance, evaluate operational profitability on a<br>consistent basis, factor into executive compensation decisions, and enhance transparency for the investment community. These non-GAAP measures are intended<br>to supplement, not replace, the Company’s reported financial results prepared in accordance with GAAP. It is important to note that other companies may calculate<br>these measures differently, which can limit their usefulness for comparison across organizations.<br>The following non-GAAP measures have been included in this financial communication:<br> • Adjusted Operating Income, Adjusted Operating Margin, Adjusted Net Earnings, and Adjusted Diluted EPS: These metrics provide meaningful<br>supplemental insights into the Company’s operating performance by excluding items that are not considered part of core operating results. This approach<br>enhances comparability across reporting periods. Adjustments may include costs or benefits associated with acquisitions, divestitures, expenses related to<br>realignment or restructuring programs, goodwill or intangible asset impairment, significant expenses or benefits from changes in tax laws or rates, cumulative<br>effects of changes in accounting standards, refinancing-related expenses, loss or gain from a partial or full settlement of the U.K defined benefit pension plan<br>obligation, losses from natural disasters, and other non-recurring items.<br>13 Valmont Industries, Inc.	June 4, 2025
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Reconciliation of Non-GAAP Financial Measures to Reported Financial Measures<br>In thousands<br>1Earnings per share includes rounding.<br>2The tax effect of adjustments is calculated based on the income tax rate in each applicable jurisdiction.<br>14 Valmont Industries, Inc.	June 4, 2025
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Reconciliation of Non-GAAP Financial Measures to Reported Financial Measures<br>In thousands, except per-share amounts<br>15 Valmont Industries, Inc.	June 4, 2025
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