VMI 8-K
Valmont Industries Inc (VMI)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation)
(Commission File Number) | (IRS Employer Identification No.) | |
(Address of principal executive offices) | (Zip Code) |
(
Registrant's telephone number, including area code
N/A
(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):
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
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.
Valmont Industries, Inc. issued a press release on July 21, 2026 announcing its financial results for its fiscal quarter ended June 27, 2026. The press release is furnished with this Form 8-K as Exhibit 99.1.
The information in Item 2.02 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 2.02 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.
Exhibit No. | Description | |
99.1 | ||
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. | ||||
By: | /s/ JOHN SCHWIETZ | |||
Name: | John Schwietz |
| ||
Title: | Executive Vice President and Chief Financial Officer | |||
Date: July 21, 2026
Exhibit 99.1
| FOR IMMEDIATE RELEASE | ||
| | | |
Contact: | Renee Campbell | | |
Email: | | ||
Date: | July 21, 2026 | | |
Valmont Reports Second Quarter 2026 Results
and Raises Full-Year 2026 Guidance
OMAHA, Neb.-- Valmont® Industries, Inc. (NYSE: VMI), a global leader that provides products and solutions to support vital infrastructure and advance agricultural productivity, today reported financial results for the second quarter ended June 27, 2026.
President and Chief Executive Officer Avner M. Applbaum commented, “Valmont delivered solid second quarter results, demonstrating the execution of our strategy and the strength of our market-leading businesses. In North America Utility and Coatings, commercial excellence, pricing discipline, and ongoing investments in capacity and operations drove another quarter of strong performance. Building on this momentum, we will continue strengthening our operations while leveraging our competitive advantages to capture the significant opportunities ahead. In Agriculture, we continue to navigate challenging market conditions through pricing discipline, operational execution, and cost management while investing in aftermarket solutions and technologies that improve grower productivity and reinforce our competitive advantage. These investments position the business to accelerate growth as market conditions improve.
“During the quarter, we hosted our Investor Day and outlined a clear roadmap for profitable growth, margin expansion, disciplined resource allocation, and higher returns on invested capital. The progress we’ve made this quarter reinforces our confidence in that path and our ability to deliver sustainable long-term value for our shareholders.”
Second Quarter 2026 Highlights (all metrics compared to Second Quarter 2025 unless otherwise noted)
| ● | Net sales increased 6.5% to $1.12 billion, compared to $1.05 billion |
| ● | Operating income increased to $166.1 million or 14.8% of net sales, compared to $29.3 million or 2.8% of net sales ($141.4 million or 13.5% adjusted1) |
| ● | Diluted earnings (loss) per share increased to $6.14, compared to ($1.53) or $4.88 adjusted1 |
| ● | Generated operating cash flow of $148.1 million; cash and cash equivalents were $139.1 million and net leverage ratio1 was ~1.0x |
| ● | Returned $74.9 million to shareholders through $60.0 million in share repurchases and $14.9 million in dividends |
| ● | Invested $35.9 million in capital expenditures to primarily support capacity investments for the North America Utility product line |
1Please see Reg G reconciliation to GAAP measures at end of document
Key Financial Metrics
Second Quarter 2026 | | GAAP | | Adjusted1 | | |||||||||||||
(In thousands, except per-share amounts) | | 6/27/2026 | | 6/28/2025 | | | | | 6/27/2026 | | 6/28/2025 | | | | ||||
| | Q2 2026 | | Q2 2025 | | vs. Q2 2025 | | | Q2 2026 | | Q2 2025 | | vs. Q2 2025 | | ||||
Net Sales | | $ | 1,118,689 | | $ | 1,050,548 | | 6.5% | | | $ | 1,118,689 | | $ | 1,050,548 | | 6.5% | |
Gross Profit | | | 340,817 | | | 321,167 | | 6.1% | | | | 340,817 | | | 322,761 | | 5.6% | |
Gross Profit as a % of Net Sales | | | 30.5% | | | 30.6% | | | | | | 30.5% | | | 30.7% | | | |
Operating Income | | | 166,111 | | | 29,276 | | 467.4% | | | | 166,111 | | | 141,356 | | 17.5% | |
Operating Income as a % of Net Sales | | | 14.8% | | | 2.8% | | | | | | 14.8% | | | 13.5% | | | |
Net Earnings (Loss) Attributable to VMI2 | | | 119,918 | | | (30,263) | | NM | | | | 119,918 | | | 97,198 | | 23.4% | |
Diluted Earnings (Loss) per Share | | | 6.14 | | | (1.53) | | NM | | | | 6.14 | | | 4.88 | | 25.8% | |
Weighted Average Shares Outstanding | | | 19,520 | | | 19,809 | | | | | | 19,520 | | | 19,930 | | | |
Year-to-Date 2026 | | GAAP | | Adjusted1 | | |||||||||||||
(In thousands, except per-share amounts) | | 6/27/2026 | | 6/28/2025 | | | | | 6/27/2026 | | 6/28/2025 | | | | ||||
| | FY 2026 | | FY 2025 | | vs. FY 2025 | | | FY 2026 | | FY 2025 | | vs. FY 2025 | | ||||
Net Sales | | $ | 2,147,886 | | $ | 2,019,862 | | 6.3% | | | $ | 2,147,886 | | $ | 2,019,862 | | 6.3% | |
Gross Profit | | | 657,695 | | | 612,269 | | 7.4% | | | | 657,695 | | | 613,863 | | 7.1% | |
Gross Profit as a % of Net Sales | | | 30.6% | | | 30.3% | | | | | | 30.6% | | | 30.4% | | | |
Operating Income | | | 321,737 | | | 157,590 | | 104.2% | | | | 321,737 | | | 269,670 | | 19.3% | |
Operating Income as a % of Net Sales | | | 15.0% | | | 7.8% | | | | | | 15.0% | | | 13.4% | | | |
Net Earnings Attributable to VMI2 | | | 227,951 | | | 56,998 | | 299.9% | | | | 227,951 | | | 184,459 | | 23.6% | |
Diluted Earnings per Share | | | 11.65 | | | 2.84 | | 310.2% | | | | 11.65 | | | 9.19 | | 26.8% | |
Weighted Average Shares Outstanding | | | 19,571 | | | 20,063 | | | | | | 19,571 | | | 20,063 | | | |
2Fiscal 2025 net earnings (loss) attributable to Valmont Industries, Inc. including a change in redemption value of redeemable noncontrolling interests of $26,243
Second Quarter 2026 Segment Review (all metrics compared to Second Quarter 2025 unless otherwise noted)
Infrastructure (78.4% of Net Sales)
Products and solutions to serve the infrastructure markets of utility, lighting, transportation, and telecommunications, along with coatings services to protect metal products
Sales increased 14.8% to $878.9 million, compared to $765.5 million.
Infrastructure end markets remained strong, supporting sales growth of 33.9% in North America Utility and 16.6% in North America Coatings, driven by favorable pricing and higher volumes. International sales increased primarily due to favorable foreign currency impacts. These increases were partially offset by lower volumes in North America Telecommunications due to moderating carrier spend.
Operating income increased to $154.4 million or 17.6% of net sales, compared to $25.9 million or 3.4% of net sales ($124.6 million or 16.3% adjusted1). The improvement compared to prior-year GAAP results primarily reflects the absence of impairment and realignment charges recorded in the prior year. Excluding those items, the increase compared to adjusted1 operating income was primarily driven by favorable pricing and higher volumes, partially offset by increased input costs, primarily materials.
Agriculture (21.6% of Net Sales)
Center pivot and linear irrigation equipment components for agricultural markets, including aftermarket parts and tubular products, and advanced technology solutions for precision agriculture
Sales decreased 15.8% to $243.7 million, compared to $289.4 million.
In North America, irrigation sales decreased 2.3% due to lower volumes amid continued agriculture market softness, partially offset by favorable pricing. International sales decreased 28.9% driven primarily by disruptions associated with the ongoing Middle East conflict.
Operating income increased to $39.9 million or 16.5% of net sales, compared to $36.1 million or 12.5% of net sales ($44.8 million or 15.6% adjusted1). Compared to prior-year adjusted1 operating income, the results were impacted by lower volumes, partially offset by favorable pricing and reduced costs.
1Please see Reg G reconciliation to GAAP measures at end of document
Full-Year 2026 Financial Outlook and Key Assumptions
The Company is raising its full-year 2026 net sales and diluted EPS outlook and updating its key assumptions.
Metric | Previous Outlook | Updated Outlook | ||
Net Sales | $4.2 to $4.4 billion | $4.3 to $4.45 billion | ||
Infrastructure Net Sales | $3.3 to $3.45 billion | $3.4 to $3.5 billion | ||
Agriculture Net Sales | $0.9 to $0.95 billion | No change | ||
Diluted Earnings per Share | $21.50 to $23.50 | $22.25 to $23.50 | ||
Capital Expenditures | $170 to $200 million | No change | ||
Effective Tax Rate | ~26.0% | No change | ||
Key Assumptions
| ● | Steel cost assumptions are aligned with futures markets as of July 17, 2026 |
| ● | Foreign currency assumptions based on FX rates as of July 17, 2026 |
| ● | This outlook includes the current tariffs as of July 17, 2026 and assumes no material change to the current trade or tariff environment |
A live audio discussion with Avner M. Applbaum, President and Chief Executive Officer, and John Schwietz, Executive Vice President and Chief Financial Officer, will take place on Tuesday, July 21, 2026 at 8:00 a.m. CT. The discussion can be accessed by telephone at +1 877.407.6184 or +1 201.389.0877 (no Conference ID needed) or via webcast at the following link: Valmont Industries 2Q 2026 Earnings Conference Call. A slide presentation will be available for download on the Investors page of valmont.com during the webcast. A replay of the event will be accessible three hours after the call at the above link or by telephone at +1 877.660.6853 or +1 201.612.7415 using access code 13756345. The replay will be available until 10:59 p.m. CT on Tuesday, July 28, 2026.
About Valmont Industries, Inc.
For more than 80 years, Valmont has been a global leader that provides products and solutions to support vital infrastructure and advance agricultural productivity. We are committed to customer-focused innovation that delivers lasting value. Learn more about how we’re Conserving Resources. Improving Life.® at valmont.com.
Concerning Forward-Looking Statements
This release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on assumptions made by management, considering its experience in the industries where Valmont operates, perceptions of historical trends, current conditions, expected future developments, and other relevant factors. It is important to note that these statements are not guarantees of future performance or results. They involve risks, uncertainties (some of which are beyond Valmont’s control), and assumptions. Forward-looking statements may be accompanied by words such as “opportunities,” “estimate,” “outlook,” “clear path,” “target,” “expect,” “plan” and similar expressions. While management believes these forward-looking statements are based on reasonable assumptions as of the date made, numerous factors could cause actual results to differ materially from those anticipated. These factors include, among other things, risks described in Valmont’s reports to the Securities and Exchange Commission (“SEC”), the Company’s actual cash flows and net income, future economic and market circumstances, industry conditions, company performance and financial results, operational efficiencies, availability and price of raw materials, availability and market acceptance of new products, product pricing, domestic and international competitive environments, geopolitical risks, and actions and policy changes by domestic and foreign governments, including tariffs. The Company cautions that any forward-looking statements in this release are made as of its publication date and does not undertake to update these statements, except as required by law.
The Company may provide certain non-GAAP financial measures (adjusted diluted earnings per share and adjusted effective tax rate) on a forward-looking basis from time to time. These measures are typically calculated by excluding the impact of items such as foreign exchange, acquisitions, divestitures, realignment or restructuring expenses, goodwill or intangible asset impairment, changes in tax laws or rates, change in
1Please see Reg G reconciliation to GAAP measures at end of document
redemption value of redeemable noncontrolling interests, and other non-recurring items. To the extent the Company provides forward-looking non-GAAP financial measures, reconciliations to the most directly comparable GAAP financial measures are not provided, as the Company cannot do so without unreasonable effort due to the inherent uncertainty and difficulty in predicting the timing and financial impact of such items. For the same reasons, the Company cannot assess the likely significance of unavailable information, which could be material to future results.
Website and Social Media Disclosure
The Company uses its website and social media channels, as identified on its website, to distribute company information. Posts on these channels may contain material information. Therefore, investors should monitor these channels alongside the Company’s press releases, SEC filings, and public conference calls and webcasts. The contents of the Company’s website and social media channels are not considered part of this press release.
###
1Please see Reg G reconciliation to GAAP measures at end of document
VALMONT INDUSTRIES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Dollars and shares in thousands, except per-share amounts)
(Unaudited)
| | Thirteen weeks ended | | Twenty-six weeks ended | | ||||||||
| | June 27, | | June 28, | | June 27, | | June 28, | | ||||
| | 2026 | | 2025 | | 2026 | | 2025 | | ||||
Net sales | | $ | 1,118,689 | | $ | 1,050,548 | | $ | 2,147,886 | | $ | 2,019,862 | |
Cost of sales | | | 777,872 | | | 729,381 | | | 1,490,191 | | | 1,407,593 | |
Gross profit | | | 340,817 | | | 321,167 | | | 657,695 | | | 612,269 | |
Selling, general, and administrative expenses | | | 174,706 | | | 191,670 | | | 335,958 | | | 354,458 | |
Impairment of long-lived assets | | | — | | | 91,337 | | | — | | | 91,337 | |
Realignment charges | | | — | | | 8,884 | | | — | | | 8,884 | |
Operating income | | | 166,111 | | | 29,276 | | | 321,737 | | | 157,590 | |
Other income (expenses): | | | | | | | | | | | | | |
Interest expense | | | (9,430) | | | (10,543) | | | (18,841) | | | (20,658) | |
Interest income | | | 1,271 | | | 1,568 | | | 2,648 | | | 4,962 | |
Gain on deferred compensation investments | | | 3,786 | | | 2,384 | | | 2,228 | | | 1,543 | |
Other, net | | | 737 | | | (3,675) | | | (158) | | | (6,405) | |
Total other income (expenses) | | | (3,636) | | | (10,266) | | | (14,123) | | | (20,558) | |
Earnings before income taxes and equity method investment loss | | | 162,475 | | | 19,010 | | | 307,614 | | | 137,032 | |
Income tax expense | | | 41,989 | | | 22,280 | | | 79,104 | | | 53,079 | |
Equity method investment loss | | | (264) | | | (21) | | | (264) | | | (581) | |
Net earnings (loss) | | | 120,222 | | | (3,291) | | | 228,246 | | | 83,372 | |
Earnings attributable to redeemable noncontrolling interests | | | (304) | | | (729) | | | (295) | | | (131) | |
Net earnings (loss) attributable to Valmont Industries, Inc. | | $ | 119,918 | | $ | (4,020) | | $ | 227,951 | | $ | 83,241 | |
| | | | | | | | | | | | | |
Weighted average shares outstanding - Basic | | | 19,368 | | | 19,809 | | | 19,421 | | | 19,928 | |
Earnings (loss) per share - Basic | | $ | 6.19 | | $ | (1.53) | 1 | $ | 11.74 | | $ | 2.86 | 1 |
| | | | | | | | | | | | | |
Weighted average shares outstanding - Diluted | | | 19,520 | | | 19,809 | | | 19,571 | | | 20,063 | |
Earnings (loss) per share - Diluted | | $ | 6.14 | | $ | (1.53) | 1 | $ | 11.65 | | $ | 2.84 | 1 |
| | | | | | | | | | | | | |
Cash dividends per share | | $ | 0.77 | | $ | 0.68 | | $ | 1.54 | | $ | 1.36 | |
1Fiscal 2025 basic and diluted earnings (loss) per share include a change in redemption value of redeemable noncontrolling interests of $26,243
VALMONT INDUSTRIES, INC. AND SUBSIDIARIES
SUMMARY OPERATING RESULTS
(Dollars in thousands)
(Unaudited)
| | Thirteen weeks ended | | Twenty-six weeks ended | ||||||||
| | June 27, | | June 28, | | June 27, | | June 28, | ||||
| | 2026 | | 2025 | | 2026 | | 2025 | ||||
Infrastructure | | | | | | | | | | | | |
Net sales | | $ | 876,718 | | $ | 763,092 | | $ | 1,679,898 | | $ | 1,466,583 |
Gross profit | | | 264,641 | | | 227,883 | | | 508,831 | | | 440,758 |
as a percentage of net sales | | | 30.2% | | | 29.9% | | | 30.3% | | | 30.1% |
Selling, general, and administrative expenses | | | 110,265 | | | 111,187 | | | 211,432 | | | 206,850 |
as a percentage of net sales | | | 12.6% | | | 14.6% | | | 12.6% | | | 14.1% |
Impairment of long-lived assets | | | — | | | 89,356 | | | — | | | 89,356 |
Realignment charges | | | — | | | 1,426 | | | — | | | 1,426 |
Operating income | | | 154,376 | | | 25,914 | | | 297,399 | | | 143,126 |
as a percentage of net sales | | | 17.6% | | | 3.4% | | | 17.7% | | | 9.8% |
| | | | | | | | | | | | |
Agriculture | | | | | | | | | | | | |
Net sales | | $ | 241,971 | | $ | 287,456 | | $ | 467,988 | | $ | 553,279 |
Gross profit | | | 76,176 | | | 93,284 | | | 148,864 | | | 171,511 |
as a percentage of net sales | | | 31.5% | | | 32.5% | | | 31.8% | | | 31.0% |
Selling, general, and administrative expenses | | | 36,293 | | | 52,366 | | | 75,478 | | | 94,356 |
as a percentage of net sales | | | 15.0% | | | 18.2% | | | 16.1% | | | 17.1% |
Impairment of long-lived assets | | | — | | | 1,981 | | | — | | | 1,981 |
Realignment charges | | | — | | | 2,886 | | | — | | | 2,886 |
Operating income | | | 39,883 | | | 36,051 | | | 73,386 | | | 72,288 |
as a percentage of net sales | | | 16.5% | | | 12.5% | | | 15.7% | | | 13.1% |
| | | | | | | | | | | | |
Corporate | | | | | | | | | | | | |
Selling, general, and administrative expenses | | $ | 28,148 | | $ | 28,117 | | $ | 49,048 | | $ | 53,252 |
Realignment charges | | | — | | | 4,572 | | | — | | | 4,572 |
Operating loss | | | (28,148) | | | (32,689) | | | (49,048) | | | (57,824) |
VALMONT INDUSTRIES, INC. AND SUBSIDIARIES
SUMMARY OPERATING RESULTS
(Dollars in thousands)
(Unaudited)
In the first quarter of fiscal 2026, the Company revised its product line presentation to better reflect how the business is currently managed. Within the Infrastructure segment, product lines are now presented as North America Utility, North America Lighting and Transportation, North America Coatings, North America Telecommunications, and International Infrastructure and Solar, replacing the previous presentation of Utility, Lighting and Transportation, Coatings, Telecommunications, and Solar. Within the Agriculture segment, product lines are now presented as Agriculture, replacing the previous presentation of Irrigation Equipment and Parts and Technology Products and Services. The prior period product line amounts have been recast to conform to the current period presentation.
| | Thirteen weeks ended June 27, 2026 | ||||||||||
| | Infrastructure | | Agriculture | | Intersegment | | Consolidated | ||||
Geographical Market: | | | | | | | | | | | | |
North America | | $ | 713,814 | | $ | 139,157 | | $ | (3,951) | | $ | 849,020 |
International | | | 165,127 | | | 104,542 | | | — | | | 269,669 |
Total sales | | $ | 878,941 | | $ | 243,699 | | $ | (3,951) | | $ | 1,118,689 |
| | | | | | | | | | | | |
Product Line: | | | | | | | | | | | | |
North America Utility | | $ | 456,738 | | $ | — | | $ | — | | $ | 456,738 |
North America Lighting and Transportation | | | 130,502 | | | — | | | — | | | 130,502 |
North America Coatings | | | 69,037 | | | — | | | (2,223) | | | 66,814 |
North America Telecommunications | | | 56,985 | | | — | | | — | | | 56,985 |
International Infrastructure and Solar | | | 165,679 | | | — | | | — | | | 165,679 |
Agriculture | | | — | | | 243,699 | | | (1,728) | | | 241,971 |
Total sales | | $ | 878,941 | | $ | 243,699 | | $ | (3,951) | | $ | 1,118,689 |
| | Thirteen weeks ended June 28, 2025 | ||||||||||
| | Infrastructure | | Agriculture | | Intersegment | | Consolidated | ||||
Geographical Market: | | | | | | | | | | | | |
North America | | $ | 616,436 | | $ | 142,482 | | $ | (4,329) | | $ | 754,589 |
International | | | 149,089 | | | 146,938 | | | (68) | | | 295,959 |
Total sales | | $ | 765,525 | | $ | 289,420 | | $ | (4,397) | | $ | 1,050,548 |
| | | | | | | | | | | | |
Product Line: | | | | | | | | | | | | |
North America Utility | | $ | 341,188 | | $ | — | | $ | — | | $ | 341,188 |
North America Lighting and Transportation | | | 133,765 | | | — | | | — | | | 133,765 |
North America Coatings | | | 59,184 | | | — | | | (2,365) | | | 56,819 |
North America Telecommunications | | | 77,149 | | | — | | | — | | | 77,149 |
International Infrastructure and Solar | | | 154,239 | | | — | | | (68) | | | 154,171 |
Agriculture | | | — | | | 289,420 | | | (1,964) | | | 287,456 |
Total sales | | $ | 765,525 | | $ | 289,420 | | $ | (4,397) | | $ | 1,050,548 |
VALMONT INDUSTRIES, INC. AND SUBSIDIARIES
SUMMARY OPERATING RESULTS
(Dollars in thousands)
(Unaudited)
| | Twenty-six weeks ended June 27, 2026 | ||||||||||
| | Infrastructure | | Agriculture | | Intersegment | | Consolidated | ||||
Geographical Market: | | | | | | | | | | | | |
North America | | $ | 1,381,342 | | $ | 278,750 | | $ | (7,671) | | $ | 1,652,421 |
International | | | 303,520 | | | 191,945 | | | — | | | 495,465 |
Total sales | | $ | 1,684,862 | | $ | 470,695 | | $ | (7,671) | | $ | 2,147,886 |
| | | | | | | | | | | | |
Product Line: | | | | | | | | | | | | |
North America Utility | | $ | 880,922 | | $ | — | | $ | — | | $ | 880,922 |
North America Lighting and Transportation | | | 249,154 | | | — | | | — | | | 249,154 |
North America Coatings | | | 132,171 | | | — | | | (4,964) | | | 127,207 |
North America Telecommunications | | | 118,489 | | | — | | | — | | | 118,489 |
International Infrastructure and Solar | | | 304,126 | | | — | | | — | | | 304,126 |
Agriculture | | | — | | | 470,695 | | | (2,707) | | | 467,988 |
Total sales | | $ | 1,684,862 | | $ | 470,695 | | $ | (7,671) | | $ | 2,147,886 |
| | Twenty-six weeks ended June 28, 2025 | ||||||||||
| | Infrastructure | | Agriculture | | Intersegment | | Consolidated | ||||
Geographical Market: | | | | | | | | | | | | |
North America | | $ | 1,193,633 | | $ | 279,958 | | $ | (8,441) | | $ | 1,465,150 |
International | | | 278,113 | | | 276,733 | | | (134) | | | 554,712 |
Total sales | | $ | 1,471,746 | | $ | 556,691 | | $ | (8,575) | | $ | 2,019,862 |
| | | | | | | | | | | | |
Product Line: | | | | | | | | | | | | |
North America Utility | | $ | 674,024 | | $ | — | | $ | — | | $ | 674,024 |
North America Lighting and Transportation | | | 257,888 | | | — | | | — | | | 257,888 |
North America Coatings | | | 114,892 | | | — | | | (5,029) | | | 109,863 |
North America Telecommunications | | | 141,137 | | | — | | | — | | | 141,137 |
International Infrastructure and Solar | | | 283,805 | | | — | | | (134) | | | 283,671 |
Agriculture | | | — | | | 556,691 | | | (3,412) | | | 553,279 |
Total sales | | $ | 1,471,746 | | $ | 556,691 | | $ | (8,575) | | $ | 2,019,862 |
VALMONT INDUSTRIES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Dollars in thousands)
(Unaudited)
| | June 27, | | December 27, | ||
| | 2026 | | 2025 | ||
ASSETS | | | | | | |
Current assets: | | | | | | |
Cash and cash equivalents | | $ | 139,051 | | $ | 187,140 |
Receivables, net | | | 648,703 | | | 590,127 |
Inventories | | | 608,842 | | | 566,396 |
Contract assets | | | 272,731 | | | 266,922 |
Prepaid expenses and other current assets | | | 113,126 | | | 109,063 |
Total current assets | | | 1,782,453 | | | 1,719,648 |
Property, plant, and equipment, net | | | 693,183 | | | 673,863 |
Goodwill and other non-current assets | | | 990,069 | | | 975,818 |
Total assets | | $ | 3,465,705 | | $ | 3,369,329 |
| | | | | | |
LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS, AND SHAREHOLDERS' EQUITY | | | | | | |
Current liabilities: | | | | | | |
Current installments of long-term debt | | $ | 60 | | $ | 513 |
Mandatorily redeemable financial instrument | | | — | | | 8,922 |
Accounts payable | | | 387,899 | | | 359,539 |
Accrued expenses | | | 253,040 | | | 284,751 |
Contract liabilities | | | 79,785 | | | 52,013 |
Income taxes payable | | | 21,698 | | | 12,604 |
Dividends payable | | | 14,864 | | | 13,278 |
Total current liabilities | | | 757,346 | | | 731,620 |
Long-term debt, excluding current installments | | | 730,625 | | | 795,150 |
Operating lease liabilities | | | 141,056 | | | 130,007 |
Other non-current liabilities | | | 101,089 | | | 70,267 |
Total liabilities | | | 1,730,116 | | | 1,727,044 |
Redeemable noncontrolling interests | | | 8,836 | | | 9,498 |
Shareholders' equity | | | 1,726,753 | | | 1,632,787 |
Total liabilities, redeemable noncontrolling interests, and shareholders' equity | | $ | 3,465,705 | | $ | 3,369,329 |
VALMONT INDUSTRIES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Dollars in thousands)
(Unaudited)
| | Twenty-six weeks ended | ||||
| | June 27, | | June 28, | ||
| | 2026 | | 2025 | ||
Cash flows from operating activities: | | | | | | |
Net earnings | | $ | 228,246 | | $ | 83,372 |
Depreciation and amortization | | | 46,832 | | | 43,781 |
Contribution to defined benefit pension plan | | | (886) | | | (1,492) |
Impairment of long-lived assets | | | 9,340 | | | 91,337 |
Changes in assets and liabilities | | | (63,694) | | | 3,729 |
Other, net | | | 31,745 | | | 12,012 |
Net cash flows from operating activities | | | 251,583 | | | 232,739 |
Cash flows from investing activities: | | | | | | |
Purchases of property, plant, and equipment | | | (70,504) | | | (62,306) |
Acquisitions, net of cash acquired | | | (11,470) | | | — |
Other, net | | | 5,418 | | | (2,013) |
Net cash flows from investing activities | | | (76,556) | | | (64,319) |
Cash flows from financing activities: | | | | | | |
Net repayments on short-term borrowings | | | — | | | (1,652) |
Proceeds from long-term borrowings | | | 65,211 | | | 130,000 |
Principal repayments on long-term borrowings | | | (130,558) | | | (130,358) |
Dividends paid | | | (28,227) | | | (25,667) |
Purchases of redeemable noncontrolling interests | | | (8,922) | | | — |
Repurchases of common stock | | | (117,540) | | | (100,007) |
Other, net | | | (3,680) | | | (3,539) |
Net cash flows from financing activities | | | (223,716) | | | (131,223) |
Effect of exchange rates on cash and cash equivalents | | | 600 | | | 7,021 |
Net change in cash and cash equivalents | | | (48,089) | | | 44,218 |
Cash and cash equivalents—beginning of period | | | 187,140 | | | 164,315 |
Cash and cash equivalents—end of period | | $ | 139,051 | | $ | 208,533 |
VALMONT INDUSTRIES, INC. AND SUBSIDIARIES
USE OF NON-GAAP FINANCIAL MEASURES
Management utilizes non-GAAP financial measures to assess the Company’s historical and prospective financial performance, evaluate operational profitability on a consistent basis, factor into executive compensation decisions, and enhance transparency for the investment community. These non-GAAP measures are intended 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 these measures differently, which can limit their usefulness for comparison across organizations.
The following non-GAAP measures may be included in financial releases and other financial communications:
| ● | Adjusted Gross Profit, Adjusted Gross Margin, Adjusted Operating Income, Adjusted Operating Margin, Adjusted Net Earnings, Adjusted Diluted EPS, and Adjusted Effective Tax Rate: These metrics provide meaningful supplemental insights into the Company’s operating performance by excluding items that are not considered part of core operating results. This approach enhances comparability across reporting periods. Adjustments may include costs or benefits associated with acquisitions, divestitures, expenses related to realignment or restructuring programs, goodwill or intangible asset impairment, significant expenses or benefits from changes in tax laws or rates, cumulative effects of changes in accounting standards, refinancing-related expenses, a loss or a gain from a partial or full settlement of the U.K. defined benefit pension plan obligation, losses from natural disasters, change in redemption value of redeemable noncontrolling interests, and other non-recurring items. |
| ● | Adjusted EBITDA: This metric is a key component of a financial ratio included in the covenants of our major debt agreements. It is calculated as net earnings before interest, taxes, depreciation, amortization, stock-based compensation, and other adjustments as outlined in the applicable debt agreements. This metric offers investors and analysts valuable insights into the Company’s core operating performance. Adjusted EBITDA margin is also used to evaluate profitability. |
| ● | Leverage Ratio: This ratio is calculated by taking the sum of interest-bearing debt, minus unrestricted cash in excess of $50.0 million (but not exceeding $500.0 million), and dividing it by Adjusted EBITDA. This is a key financial ratio included in the covenants of our major debt agreements and is calculated on a rolling four-fiscal-quarter basis. The revolving credit facility requires us to maintain a financial leverage ratio of 3.50 or lower, measured as of the last day of each fiscal quarter. |
| ● | Free Cash Flow: Calculated as net cash provided by operating activities minus capital expenditures, free cash flow serves as an indicator of the Company’s financial strength. However, this measure does not fully reflect the Company’s ability to deploy cash freely, as it has obligations such as debt repayments and other fixed commitments. |
| ● | Backlog: This operating measure is used to evaluate future potential sales revenue. An order is included in the backlog upon receipt of a customer purchase order or the execution of a sales order contract. Backlog is particularly relevant to the Infrastructure segment due to the longer-term nature of its projects. However, backlog is not a term defined under U.S. GAAP and does not measure contract profitability. It should not be viewed as the sole indicator of future revenue, as many projects with short lead times book-and-bill within the same reporting period and are not included in the backlog. |
| ● | ROIC: Return on invested capital (“ROIC”) and adjusted ROIC are key operating ratios that enable investors to assess our operating performance relative to the investment needed to generate operating profit. ROIC is calculated as after-tax operating income divided by the average of beginning and ending invested capital. Adjusted ROIC is calculated as after-tax adjusted operating income divided by the average of beginning and ending invested capital. Invested capital represents total assets minus total liabilities (excluding interest-bearing debt and redeemable noncontrolling interests). |
VALMONT INDUSTRIES, INC. AND SUBSIDIARIES
SUMMARY OF EFFECT OF SIGNIFICANT NON-RECURRING ITEMS ON REPORTED RESULTS
REGULATION G RECONCILIATION
(Dollars in thousands)
(Unaudited)
| | Thirteen weeks ended June 28, 2025 | ||||||||||
Gross Profit Reconciliation | | Infrastructure | | Agriculture | | Corporate | | Consolidated | ||||
Gross profit - as reported | | $ | 227,883 | | $ | 93,284 | | $ | — | | $ | 321,167 |
Realignment charges | | | 910 | | | — | | | — | | | 910 |
Other non-recurring charges | | | — | | | 684 | | | — | | | 684 |
Adjusted gross profit | | $ | 228,793 | | $ | 93,968 | | $ | — | | $ | 322,761 |
Net sales - as reported | | | 763,092 | | | 287,456 | | | — | | | 1,050,548 |
| | | | | | | | | | | | |
Gross profit as a % of net sales | | | 29.9% | | | 32.5% | | | NM | | | 30.6% |
Adjusted gross profit as a % of net sales | | | 30.0% | | | 32.7% | | | NM | | | 30.7% |
| | Twenty-six weeks ended June 28, 2025 | ||||||||||
Gross Profit Reconciliation | | Infrastructure | | Agriculture | | Corporate | | Consolidated | ||||
Gross profit - as reported | | $ | 440,758 | | $ | 171,511 | | $ | — | | $ | 612,269 |
Realignment charges | | | 910 | | | — | | | — | | | 910 |
Other non-recurring charges | | | — | | | 684 | | | — | | | 684 |
Adjusted gross profit | | $ | 441,668 | | $ | 172,195 | | $ | — | | $ | 613,863 |
Net sales - as reported | | | 1,466,583 | | | 553,279 | | | — | | | 2,019,862 |
| | | | | | | | | | | | |
Gross profit as a % of net sales | | | 30.1% | | | 31.0% | | | NM | | | 30.3% |
Adjusted gross profit as a % of net sales | | | 30.1% | | | 31.1% | | | NM | | | 30.4% |
VALMONT INDUSTRIES, INC. AND SUBSIDIARIES
SUMMARY OF EFFECT OF SIGNIFICANT NON-RECURRING ITEMS ON REPORTED RESULTS
REGULATION G RECONCILIATION
(Dollars in thousands)
(Unaudited)
| | Thirteen weeks ended June 28, 2025 | ||||||||||
Operating Income (Loss) Reconciliation | | Infrastructure | | Agriculture | | Corporate | | Consolidated | ||||
Operating income (loss) - as reported | | $ | 25,914 | | $ | 36,051 | | $ | (32,689) | | $ | 29,276 |
Impairment of long-lived assets | | | 89,356 | | | 1,981 | | | — | | | 91,337 |
Realignment charges | | | 2,336 | | | 2,886 | | | 4,572 | | | 9,794 |
Other non-recurring charges | | | 7,031 | | | 3,918 | | | — | | | 10,949 |
Adjusted operating income (loss) | | $ | 124,637 | | $ | 44,836 | | $ | (28,117) | | $ | 141,356 |
Net sales - as reported | | | 763,092 | | | 287,456 | | | — | | | 1,050,548 |
| | | | | | | | | | | | |
Operating income (loss) as a % of net sales | | | 3.4% | | | 12.5% | | | NM | | | 2.8% |
Adjusted operating income (loss) as a % of net sales | | | 16.3% | | | 15.6% | | | NM | | | 13.5% |
| | Twenty-six weeks ended June 28, 2025 | ||||||||||
Operating Income (Loss) Reconciliation | | Infrastructure | | Agriculture | | Corporate | | Consolidated | ||||
Operating income (loss) - as reported | | $ | 143,126 | | $ | 72,288 | | $ | (57,824) | | $ | 157,590 |
Impairment of long-lived assets | | | 89,356 | | | 1,981 | | | — | | | 91,337 |
Realignment charges | | | 2,336 | | | 2,886 | | | 4,572 | | | 9,794 |
Other non-recurring charges | | | 7,031 | | | 3,918 | | | — | | | 10,949 |
Adjusted operating income (loss) | | $ | 241,849 | | $ | 81,073 | | $ | (53,252) | | $ | 269,670 |
Net sales - as reported | | | 1,466,583 | | | 553,279 | | | — | | | 2,019,862 |
| | | | | | | | | | | | |
Operating income (loss) as a % of net sales | | | 9.8% | | | 13.1% | | | NM | | | 7.8% |
Adjusted operating income (loss) as a % of net sales | | | 16.5% | | | 14.7% | | | NM | | | 13.4% |
VALMONT INDUSTRIES, INC. AND SUBSIDIARIES
SUMMARY OF EFFECT OF SIGNIFICANT NON-RECURRING ITEMS ON REPORTED RESULTS
REGULATION G RECONCILIATION
(Dollars in thousands)
(Unaudited)
| | Thirteen | | Diluted | | Twenty-six | | | | |||
| | weeks ended | | earnings | | weeks ended | | Diluted | ||||
| | June 28, | | (loss) per | | June 28, | | earnings per | ||||
| | 2025 | | share1,2 | | 2025 | | share1,2 | ||||
Net earnings (loss) attributable to Valmont Industries, | | | | | | | | | | | | |
Inc. including change in redemption value of | | | | | | | | | | | | |
redeemable noncontrolling interests - as reported | | $ | (30,263) | | $ | (1.52) | | $ | 56,998 | | $ | 2.84 |
Less: Change in redemption value of redeemable | | | | | | | | | | | | |
noncontrolling interests | | | 26,243 | | | 1.32 | | | 26,243 | | | 1.31 |
Net earnings (loss) attributable to Valmont Industries, Inc. | | | (4,020) | | | (0.20) | | | 83,241 | | | 4.15 |
Impairment of long-lived assets4 | | | 91,337 | | | 4.58 | | | 91,337 | | | 4.55 |
Realignment charges5 | | | 9,794 | | | 0.49 | | | 9,794 | | | 0.49 |
Other non-recurring charges6 | | | 10,949 | | | 0.55 | | | 10,949 | | | 0.55 |
Total adjustments, pre-tax | | | 112,080 | | | 5.62 | | | 112,080 | | | 5.59 |
Tax effect of adjustments3 | | | (10,862) | | | (0.55) | | | (10,862) | | | (0.54) |
Net earnings attributable to Valmont Industries, Inc. - | | | | | | | | | | | | |
adjusted | | $ | 97,198 | | $ | 4.88 | | $ | 184,459 | | $ | 9.19 |
Average shares outstanding - diluted | | | | | | 19,930 | | | | | | 20,063 |
1In the second quarter of fiscal 2025, the Company reported a GAAP net loss. In periods in which the Company recognizes a net loss, the Company excludes the impact of outstanding stock awards from the diluted loss per share calculation, as their inclusion would have an anti-dilutive effect. The adjusted diluted earnings per share calculation includes the impact of outstanding stock awards.
2Diluted earnings (loss) per share includes rounding.
3The tax effect of adjustments is calculated based on the income tax rate in each applicable jurisdiction.
4The Company recorded non-cash impairment charges of $71.1 million for goodwill and certain intangible assets in the Solar and Access Systems businesses and recorded $20.2 million for other long-lived assets that will no longer be utilized.
5The Company took realignment actions resulting in pre-tax charges of $9.8 million, primarily severance-related.
6Other non-recurring charges consist of costs to fulfill contractually required payments for system licenses no longer needed and asset valuation adjustments for a joint venture ag solar business.
VALMONT INDUSTRIES, INC. AND SUBSIDIARIES
REGULATION G RECONCILIATION OF ADJUSTED EBITDA
(Dollars in thousands)
(Unaudited)
| | Four fiscal quarters ended | |
| | June 27, | |
| | 2026 | |
Net cash flows from operating activities | | $ | 475,328 |
Interest expense | | | 38,725 |
Income tax expense | | | 49,889 |
Impairment of long-lived assets | | | (9,340) |
Deferred income taxes | | | (4,631) |
Redeemable noncontrolling interests | | | (3,579) |
Net periodic pension cost | | | (2,677) |
Contribution to defined benefit pension plan | | | 2,553 |
Changes in assets and liabilities | | | 149,847 |
Other, net | | | 1,392 |
Impairment of long-lived assets | | | 9,340 |
Realignment activities | | | 6,272 |
Pro forma acquisition adjustment | | | 4,709 |
Adjusted EBITDA | | $ | 717,828 |
| | | |
Net earnings attributable to Valmont Industries, Inc. | | $ | 494,983 |
Interest expense | |
| 38,725 |
Income tax expense | |
| 49,889 |
Depreciation and amortization | |
| 91,560 |
Stock-based compensation | |
| 22,350 |
Impairment of long-lived assets | |
| 9,340 |
Realignment activities | | | 6,272 |
Pro forma acquisition adjustment | | | 4,709 |
Adjusted EBITDA | | $ | 717,828 |
VALMONT INDUSTRIES, INC. AND SUBSIDIARIES
REGULATION G RECONCILIATION OF LEVERAGE RATIO
(Dollars in thousands)
(Unaudited)
| | June 27, | |
| | 2026 | |
Interest-bearing debt, excluding origination fees and discounts of $24,522 | | $ | 755,207 |
Less: Cash and cash equivalents in excess of $50,000 | |
| 89,051 |
Net indebtedness | | $ | 666,156 |
Adjusted EBITDA | |
| 717,828 |
Leverage ratio | |
| 0.93 |
VALMONT INDUSTRIES, INC. AND SUBSIDIARIES
BACKLOG
(Dollars in millions)
(Unaudited)
| | June 27, | | December 27, | ||
| | 2026 | | 2025 | ||
Infrastructure | | $ | 1,583.6 | | $ | 1,548.3 |
Agriculture | |
| 91.3 | |
| 105.4 |
Total backlog | | $ | 1,674.9 | | $ | 1,653.7 |