Ametek 10-Q 2023-03-31

Filed 2023-05-02. 5 sections, 91K characters. Original on sec.gov · Markdown · JSON

Cover and table of contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_________________________

FORM 10-Q

_________________________

(Mark One)

☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2023

OR

☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number 1-12981

_________________________

AMETEK, Inc.

(Exact name of registrant as specified in its charter)

_________________________

Delaware

(State or other jurisdiction of

incorporation or organization)

1100 Cassatt Road

Berwyn, Pennsylvania

(Address of principal executive offices)

14-1682544

(I.R.S. Employer

Identification No.)

19312-1177

(Zip Code)

Registrant’s telephone number, including area code: (610) 647-2121

_________________________

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer☒Accelerated filer☐
Non-accelerated filer☐ (Do not check if a smaller reporting company)Smaller reporting company☐
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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

_________________________

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

Title of each classTrading Symbol(s)Name of each exchange on which registered
Common StockAMENew York Stock Exchange

The number of shares of the registrant’s common stock outstanding as of the latest practicable date was: Common Stock, $0.01 Par Value, outstanding at April 28, 2023 was 230,475,184 shares.

AMETEK, Inc.

Form 10-Q

Table of Contents

Page
PART I. FINANCIAL INFORMATION
Item 1.Financial Statements
Consolidated Statement of Income for the three months ended March 31, 2023 and 20223
Condensed Consolidated Statement of Comprehensive Income for the three months ended March 31, 2023 and 20224
Consolidated Balance Sheet at March 31, 2023 and December 31, 20225
Consolidated Statement of Stockholders’ Equity for the three months ended March 31, 2023 and 20226
Condensed Consolidated Statement of Cash Flows for the three months ended March 31, 2023 and 20227
Notes to Consolidated Financial Statements8
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations20
Item 4.Controls and Procedures23
PART II. OTHER INFORMATION
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds24
Item 6.Exhibits25
SIGNATURES26

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

AMETEK, Inc.

Consolidated Statement of Income

(In thousands, except per share amounts)

(Unaudited)

Three Months Ended March 31,
20232022
Net sales$1,597,117$1,458,525
Cost of sales1,022,525948,833
Selling, general and administrative169,051156,452
Total operating expenses1,191,5761,105,285
Operating income405,541353,240
Interest expense(20,569)(19,570)
Other (expense) income, net(5,373)2,552
Income before income taxes379,599336,222
Provision for income taxes73,88763,775
Net income$305,712$272,447
Basic earnings per share$1.33$1.18
Diluted earnings per share$1.32$1.17
Weighted average common shares outstanding:
Basic shares230,126231,481
Diluted shares231,229233,065
Dividends declared and paid per share$0.25$0.22

See accompanying notes.

AMETEK, Inc.

Condensed Consolidated Statement of Comprehensive Income

(In thousands)

(Unaudited)

Three Months Ended March 31,
20232022
Total comprehensive income$332,211$257,301

See accompanying notes.

AMETEK, Inc.

Consolidated Balance Sheet

(In thousands)

March 31, 2023December 31, 2022
(Unaudited)
ASSETS
Current assets:
Cash and cash equivalents$399,873$345,386
Receivables, net901,506919,335
Inventories, net1,117,0511,044,284
Other current assets247,512219,053
Total current assets2,665,9422,528,058
Property, plant and equipment, net637,672635,641
Right of use assets, net166,985170,295
Goodwill5,430,4935,372,562
Other intangibles, net3,321,1243,342,085
Investments and other assets393,806382,479
Total assets$12,616,022$12,431,120
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Short-term borrowings and current portion of long-term debt, net$70,017$226,079
Accounts payable526,063497,134
Customer advanced payments377,856357,674
Income taxes payable107,13448,171
Accrued liabilities and other371,597435,144
Total current liabilities1,452,6671,564,202
Long-term debt, net2,175,8802,158,928
Deferred income taxes670,256694,267
Other long-term liabilities560,094537,211
Total liabilities4,858,8974,954,608
Stockholders’ equity:
Common stock2,7042,700
Capital in excess of par value1,092,3621,094,236
Retained earnings9,105,7058,857,485
Accumulated other comprehensive loss(548,446)(574,945)
Treasury stock(1,895,200)(1,902,964)
Total stockholders’ equity7,757,1257,476,512
Total liabilities and stockholders’ equity$12,616,022$12,431,120

See accompanying notes.

AMETEK, Inc.

Consolidated Statement of Stockholders’ Equity

(In thousands)

(Unaudited)

Three months ended March 31,
20232022
Capital stock
Common stock, $0.01 par value
Balance at the beginning of the period$2,700$2,689
Shares issued44
Balance at the end of the period2,7042,693
Capital in excess of par value
Balance at the beginning of the period1,094,2361,012,526
Issuance of common stock under employee stock plans(12,153)(3,664)
Share-based compensation expense10,2799,571
Balance at the end of the period1,092,3621,018,433
Retained earnings
Balance at the beginning of the period8,857,485

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Results of Operations

The following table sets forth net sales and income by reportable segment and on a consolidated basis:

Three Months Ended March 31,
20232022
(In thousands)
Net sales:
Electronic Instruments$1,117,247$987,759
Electromechanical479,870470,766
Consolidated net sales$1,597,117$1,458,525
Operating income and income before income taxes:
Segment operating income:
Electronic Instruments$309,747$244,774
Electromechanical120,504128,209
Total segment operating income430,251372,983
Corporate administrative expenses(24,710)(19,743)
Consolidated operating income405,541353,240
Interest expense(20,569)(19,570)
Other (expense) income, net(5,373)2,552
Consolidated income before income taxes$379,599$336,222

For the quarter ended March 31, 2023, the Company posted record backlog, operating income, operating margins, and operating cash flow, as well as strong orders, sales, net income, and diluted earnings per share. We achieved these results from organic sales growth in both EIG and EMG, contributions from the acquisitions of Navitar in September 2022 and RTDS in October 2022, as well as our Operational Excellence initiatives. During 2022 and into 2023, we continue to experience heightened levels of inflation in material costs, supply chain constraints, as well as continued uncertainty in the global economy. We expect material cost inflation to remain elevated throughout 2023, but anticipate pricing actions to mitigate this inflationary pressure. In response to supply chain pressures, we have taken actions to build inventory and seek alternative sources of supply to support sales and backlog growth. We continue to evaluate the extent to which these factors will impact our business, financial condition, and results of operations and will take additional actions as necessary throughout 2023 to mitigate this inflationary pressure. For 2023, our record backlog, the full year impact of the 2022 acquisitions, the 2023 acquisition of Bison Gear & Engineering Corp., and continued focus on and implementation of our Operational Excellence initiatives are expected to have a positive impact on the remainder of our 2023 results.

Results of operations for the first quarter of 2023 compared with the first quarter of 2022

Net sales for the first quarter of 2023 were $1,597.1 million, an increase of $138.6 million or 9.5%, compared with net sales of $1,458.5 million for the first quarter of 2022. The increase in net sales for the first quarter of 2023 was due to a 9% increase in organic sales and a 2% increase from acquisitions, partially offset by an unfavorable 2% effect of foreign currency translation.

Total international sales for the first quarter of 2023 were $788.1 million or 49.3% of net sales, an increase of $43.7 million or 5.9%, compared with international sales of $744.4 million or 51.0% of net sales for the first quarter of 2022. The increase in international sales was primarily driven by strong demand in Europe and Asia during the quarter as well as contributions from the 2022 acquisitions.

Orders for the first quarter of 2023 were $1,812.1 million, a increase of $109.3 million or 6.4%, compared with $1,702.8 million for the first quarter of 2022. The increase in orders for the first quarter of 2023 was due to a 1% increase in organic orders and a 5% increase from acquisitions. As a result, the Company's backlog of unfilled orders at March 31, 2023 was a record $3,433.6 million, an increase of $215.0 million or 6.7% compared with $3,218.6 million at December 31, 2022.

Segment operating income for the first quarter of 2023 was $430.3 million, an increase of $57.3 million or 15.4%, compared with segment operating income of $373.0 million for the first quarter of 2022. Segment operating margins, as a percentage of net sales, increased to 26.9% for the first quarter of 2023, compared with 25.6% for the first quarter of 2022.

Segment operating income and operating margins were positively impacted in 2023 by the increase in sales discussed above. In the first quarter of 2022, segment operating income included a $7.1 million gain on the sale of a facility which increased operating margins 50 basis points.

Cost of sales for the first quarter of 2023 was $1,022.5 million or 64.0% of net sales, an increase of $73.7 million or 7.8%, compared with $948.8 million or 65.1% of net sales for the first quarter of 2022. The cost of sales increase was primarily due to the net sales increase discussed above.

Selling, general and administrative expenses for the first quarter of 2023 were $169.1 million or 10.6% of net sales, an increase of $12.6 million or 8.1%, compared with $156.5 million or 10.7% of net sales for the first quarter of 2022. The selling expenses increase is primarily due to the net sales increase discussed above. General and administrative expenses for the first quarter of 2023 were $24.7 million, compared with $19.7 million for the first quarter of 2022. The general and administrative expenses in the first quarter of 2023 include higher employee compensation expense compared to the first quarter of 2022.

Consolidated operating income was a record $405.5 million or a record 25.4% of net sales for the first quarter of 2023, an increase of $52.3 million or 14.8%, compared with $353.2 million or 24.2% of net sales for the first quarter of 2022.

Other expense, net was $5.4 million for the first quarter of 2023, compared with $2.6 million of other income, net for the first quarter of 2022, an increase of $7.9 million. The first quarter of 2023 includes lower pension income compared to the first quarter of 2022.

The effective tax rate for the first quarter of 2023 was 19.5%, compared with 19.0% for the first quarter of 2022. The higher effective tax rate in 2023 is primarily due to an increase in the foreign rate differential which reflects a greater proportion of earnings in higher tax jurisdictions.

Net income for the first quarter of 2023 was $305.7 million, an increase of $33.3 million or 12.2%, compared with $272.4 million for the first quarter of 2022.

Diluted earnings per share for the first quarter of 2023 were $1.32, an increase of $0.15 or 12.8%, compared with $1.17 per diluted share for the first quarter of 2022.

Segment Results

EIG**’**s net sales totaled $1,117.2 million for the first quarter of 2023, an increase of $129.4 million or 13.1%, compared with $987.8 million for the first quarter of 2022. The net sales increase was due to an 11% increase in organic sales and a 3% increase from acquisitions, partially offset by an unfavorable 1% effect of foreign currency translation.

EIG’s operating income was a record $309.7 million for the first quarter of 2023, an increase of $64.9 million or 26.5%, compared with $244.8 million for the first quarter of 2022. EIG’s operating margins were 27.7% of net sales for the first quarter of 2023, compared with 24.8% for the first quarter of 2022, due to continued benefits from the Company's Operational Excellence initiatives.

EMG’s net sales totaled $479.9 million for the first quarter of 2023, an increase of $9.1 million or 1.9%, compared with $470.8 million for the first quarter of 2022. The net sales increase was due to a 4% organic sales increase, partially offset by an unfavorable 2% effect of foreign currency translation.

EMG’s operating income was $120.5 million for the first quarter of 2023, a decrease of $7.7 million or 6.0%, compared with $128.2 million for the first quarter of 2022. EMG’s operating margins were 25.1% of net sales for the first quarter of 2023, compared with 27.2% for the first quarter of 2022. EMG's operating margins in the first quarter of 2023 were negatively impacted by the dilutive impact of the 2023 acquisition. In the first quarter of 2022, EMG operating income and margins included a $7.1 million gain on the sale of a facility, which increased EMG operating margins by 150 basis points. Excluding the dilutive impact of the 2023 acquisition and the gain on the sale of a facility, EMG margins increased 60 basis points compared with the first quarter of 2022.

Financial Condition

Liquidity and Capital Resources

Cash provided by operating activities totaled a record $386.5 million for the first three months of 2023, an increase of $185.2 million or 92.0%, compared with $201.3 million for the first three months of 2022. The increase in cash provided by operating activities for the first three months of 2023 was primarily due to improved working capital management and higher net income.

Free cash flow (cash flow provided by operating activities less capital expenditures) was a record $366.5 million for the first three months of 2023, compared with $175.0 million for the first three months of 2022. EBITDA (earnings before interest, income taxes, depreciation and amortization) was $481.7 million for the first three months of 2023, compared with $433.6 million for the first three months of 2022. Free cash flow and EBITDA are presented because the Company is aware that they are measures used by third parties in evaluating the Company.

Cash used by investing activities totaled $122.2 million for the first three months of 2023, compared with cash used by investing activities of $14.9 million for the first three months of 2022. For the first three months of 2023, the Company paid $99.3 million, net of cash acquired, to purchase Bison Gear & Engineering Corp. For the first three months of 2022, the Company received $11.8 million from the sale of a facility. Additions to property, plant and equipment totaled $20.0 million for the first three months of 2023, compared with $26.4 million for the first three months of 2022.

Cash used by financing activities totaled $215.0 million for the first three months of 2023, compared with cash used by financing activities of $187.4 million for the first three months of 2022. At March 31, 2023, total debt, net was $2,245.9 million, compared with $2,385.0 million at December 31, 2022. For the first three months of 2023, total borrowings decreased by $155.5 million compared with a $20.0 million increase for the first three months of 2022. At March 31, 2023, the Company had available borrowing capacity of $2,901.0 million under its revolving credit facility, including the $700 million accordion feature.

The debt-to-capital ratio was 22.5% at March 31, 2023, compared with 24.2% at December 31, 2022. The net debt-to-capital ratio (total debt, net less cash and cash equivalents divided by the sum of net debt and stockholders’ equity) was 19.2% at March 31, 2023, compared with 21.4% at December 31, 2022. The net debt-to-capital ratio is presented because the Company is aware that this measure is used by third parties in evaluating the Company.

Additional financing activities for the first three months of 2023 included cash dividends paid of $57.5 million, compared with $50.8 million for the first three months of 2022. Effective February 9, 2023, the Company’s Board of Directors approved a 14% increase in the quarterly cash dividend on the Company’s common stock to $0.25 per common share from $0.22 per common share. The Company repurchased $6.5 million of its common stock for the first three months of 2023, compared with $156.7 million for the first three months of 2022. Proceeds from stock option exercises were $10.4 million for the first three months of 2023, compared with $8.3 million for the first three months of 2022.

As a result of all of the Company’s cash flow activities for the first three months of 2023, cash and cash equivalents at March 31, 2023 totaled $399.9 million, compared with $345.4 million at December 31, 2022. At March 31, 2023, the Company had $377.1 million in cash outside the United States, compared with $334.1 million at December 31, 2022. The Company utilizes this cash to fund its international operations, as well as to acquire international businesses. The Company is in compliance with all covenants, including financial covenants, for all of its debt agreements. The Company believes it has sufficient cash-generating capabilities from domestic and unrestricted foreign sources, available credit facilities and access to long-term capital funds to enable it to meet its operating needs and contractual obligations in the foreseeable future.

Critical Accounting Policies

The Company’s critical accounting policies are detailed in Part II, Item 7, Management’s Discussion and Analysis of Financial Condition of its Annual Report on Form 10-K for the year ended December 31, 2022. Primary disclosure of the Company’s significant accounting policies is also included in Note 1 to the Consolidated Financial Statements included in Part II, Item 8 of its Annual Report on Form 10-K.

Forward-Looking Information

Information contained in this discussion, other than historical information, is considered “forward-looking statements” and is subject to various factors and uncertainties that may cause actual results to differ significantly from expectations. These factors and uncertainties include risks related to the COVID-19 pandemic and its potential impact on AMETEK’s operations, supply chain, and demand across key end markets; general economic conditions affecting the industries the Company serves; changes in the competitive environment or the effects of competition in the Company’s markets; risks associated with international sales and operations; the Company’s ability to consummate and successfully integrate future acquisitions; the Company’s ability to successfully develop new products, open new facilities or transfer product lines; the price and availability of raw materials; compliance with government regulations, including environmental regulations; and the ability to maintain adequate liquidity and financing sources. A detailed discussion of these and other factors that may affect the Company’s future results is contained in AMETEK’s filings with the U.S. Securities and Exchange Commission, including its most recent reports on Form 10-K, 10-Q, and 8-K. AMETEK disclaims any intention or obligation to update or revise any forward-looking statements, unless required by the securities laws to do so.

Item 4. Controls and Procedures

The Company maintains a system of disclosure controls and procedures that is designed to provide reasonable assurance that information, which is required to be disclosed, is accumulated and communicated to management in a timely manner. Under the supervision and with the participation of our management, including the Company’s principal executive officer and principal financial officer, we have evaluated the effectiveness of our system of disclosure controls and procedures as required by Exchange Act Rule 13a-15(b) as of March 31, 2023. Based on that evaluation, the Company’s principal executive officer and principal financial officer concluded that the Company’s disclosure controls and procedures are effective at the reasonable assurance level.

Such evaluation did not identify any change in the Company’s internal control over financial reporting during the quarter ended March 31, 2023 that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

PART II. OTHER INFORMATION

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

(c) Purchase of equity securities by the issuer and affiliated purchasers.

The following table reflects purchases of AMETEK, Inc. common stock by the Company during the three months ended March 31, 2023:

PeriodTotal Number of Shares Purchased (1)(2)Average Price Paid per ShareTotal Number of Shares Purchased as Part of Publicly Announced Plan (2)Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plan
January 1, 2023 to January 31, 202360$144.6360$823,894,358
February 1, 2023 to February 28, 2023382145.26382823,838,869
March 1, 2023 to March 31, 202346,573138.2346,573817,400,913
Total47,015$138.3047,015

(1) Represents shares surrendered to the Company to satisfy tax withholding obligations in connection with employees’ share-based compensation awards.

(2) Consists of the number of shares purchased pursuant to the Company’s Board of Directors $1 billion authorization for the repurchase of its common stock announced in May 2022. Such purchases may be effected from time to time in the open market or in private transactions, subject to market conditions and at management’s discretion.

Item 6. Exhibits

Exhibit NumberDescription
31.1*Certification of Chief Executive Officer, Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2*Certification of Chief Financial Officer, Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1*Certification of Chief Executive Officer, Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2*Certification of Chief Financial Officer, Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS*XBRL Instance Document.
101.SCH*XBRL Taxonomy Extension Schema Document.
101.CAL*XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF*XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB*XBRL Taxonomy Extension Label Linkbase Document.
101.PRE*XBRL Taxonomy Extension Presentation Linkbase Document.
104Cover Page Interactive Data File (formatted as inline XBRL with applicable taxonomy extension information contained in Exhibits 101).

  • Filed electronically herewith.

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 thereunto duly authorized.

AMETEK, Inc.
By:/s/ THOMAS M. MONTGOMERY
Thomas M. Montgomery
Senior Vice President – Comptroller
(Principal Accounting Officer)
May 2, 2023