MILWAUKEE, Nov. 1, 2023
/PRNewswire/ -- Regal Rexnord Corporation (NYSE: RRX)
- Strong Free Cash Flow* Of $161.5
Million
- Paid Down $185 Million Of Gross
Debt In The Quarter; Net Debt To Normalized Adjusted EBITDA* Is
3.86
- Reached An Agreement To Sell Our Industrial Motors &
Generators Businesses For $400
Million
- Sales Up 24.5% Versus PY, Or Down 8.5% On A Pro Forma Organic
Basis
- GAAP Net Income Decreased $260.5
Million Versus PY To $(138.6)
Million, Including Non-Cash Impairment Charges Of
$173.7 Million
- Adjusted EBITDA Margin Of 20.6% Is Down 10bps Versus PY On A
Pro Forma Basis, Equating To A Deleverage Rate Of 22.1%, As
Synergies, 80/20 Actions And Positive Price/Cost Offset Volume
& Mix Headwinds
- GAAP Diluted EPS Of $(2.10) And
Adjusted Diluted EPS* Of $2.10
- Now Expect Full Year GAAP Diluted EPS In A Range Of
$(1.07) To $(0.87) And Adjusted Diluted EPS* In A Range Of
$9.05 To $9.25 Versus $10.20
To $10.60 Previously. The Reduction
In Adjusted Diluted EPS Primarily Factors Weaker Global Industrial
Markets
- Reiterating Expectation For Free Cash Flow To Exceed
$650 Million In 2023
CEO Louis Pinkham commented,
"Our performance in the third quarter may best be summarized on
two fronts. The first was another quarter of strong free cash flow
and successfully reaching an agreement to sell our Industrial
Motors and Generators businesses. The second was facing more
challenging end market headwinds and higher-than-targeted
manufacturing costs, which caused us to fall short of our guidance
expectations. During third quarter, we proactively decided to incur
higher costs in our IPS segment to minimize customer impacts as we
move through a peak period of plant moves and closures related to
our PMC synergies. Our synergy timeline and targets remain
unchanged."
Mr. Pinkham further explained, "Even in the face of
some heightened near-term market challenges, our Regal Rexnord team
continued to execute at a high level. As an enterprise, we held our
adjusted pro forma EBITDA margin roughly flat versus prior year, on
lower sales. Regal Rexnord also generated $162 million of free cash flow in the quarter,
keeping us on track to hit our 2023 cash flow target of 'at least
$650 million' and enabling us to pay down $185 million of debt. Also in the quarter, we
reached an agreement to sell our Industrial Motors and Generators
businesses, which we expect to be mix accretive to our enterprise
gross and adjusted EBITDA margins by over 100 basis points, and
provide proceeds to accelerate debt pay down. We also expect the
transaction to provide a great home for our Industrial team to
excel in the future."
Mr. Pinkham concluded, "All in all, Regal Rexnord's
future remains undeniably bright, defined by the significant value
creation opportunities under our control. Free cash flow is strong,
and is on track to rise meaningfully in the coming years, which
should allow us to quickly pay down our debt and benefit from
reduced interest expense. We continue to believe we have a clear
path to ~40% gross margins and 25% adjusted EBITDA margins, which
is largely volume independent. We are executing many strategies to
accelerate profitable growth, including a robust pipeline of new
products, and numerous commercial initiatives. And given our
portfolio has nearly 40% exposure to secular growth end markets,
including aerospace & defense, data center, medical and food
& beverage, and nearly 50% exposure when including residential
HVAC, we are well positioned to benefit from a host of secular
demand drivers. In short, we believe we have many credible value
creation opportunities for our key stakeholders for many years to
come."
*Non-GAAP Financial Measurement, See Appendix for
Reconciliation
Guidance
The Company's 2023 annual guidance for GAAP diluted (loss) earnings
per share is now expected to be in a range of $(1.07) to $(0.87),
compared to $2.69 to $3.09 previously. The Company's 2023 annual
guidance for adjusted diluted earnings per share is now expected to
be in a range of $9.05 to
$9.25, compared to $10.20 to $10.60
previously. The revision to the Company's adjusted diluted EPS
outlook primarily factors weaker global industrial markets,
including in Europe and
China. The revised outlook also
factors a proactive decision made in the third quarter to incur
temporarily higher costs in the IPS segment to maintain customer
service levels during a peak period of footprint changes related to
PMC cost synergies.
Segment Performance
All prior periods identified in this release have been recast to
reflect the new segment structure established at first quarter 2023
related to closing the Altra acquisition, and provide comparison to
the comparable period.
Third quarter 2023 segment results versus the prior year are
summarized below:
- Automation & Motion Control net sales were $419.8 million, an increase of 118.0% or flat on
a pro forma organic basis*. Results reflect the Altra acquisition
plus strength in the data center, aerospace & defense and
medical markets, offset by weakness in global factory automation.
Adjusted EBITDA margin was 24.0% of adjusted net sales*.
- Industrial Powertrain Solutions segment net sales were
$640.7 million, an increase of 54.2%
or a decrease of 3.7% on a pro forma organic basis. Results reflect
the Altra acquisition, plus strength in energy and metals &
mining markets, net of weakness in the global general industrial
and agriculture markets. Adjusted EBITDA margin was 21.7% of
adjusted net sales. Third quarter performance includes
approximately $10 Million of
temporary costs aimed at ensuring high customer service levels
during a period of footprint changes related to PMC cost
synergies.
- Power Efficiency Solutions net sales were $461.3 million, a decrease of 18.9% or a decrease
of 19.1% on an organic basis. The decline reflects continued
weakness in N.A. residential HVAC markets, weakness in China, and channel destocking in the U.S.
general commercial market. Adjusted EBITDA margin was 19.7% of
adjusted net sales.
- Industrial Systems net sales were $128.0
million, a decrease of 13.5% or a decrease of 13.2% on an
organic basis. Results reflect weak global industrial markets,
particularly in China, along with
North America industrial
distributor destocking activity. Adjusted EBITDA margin was 7.2% of
adjusted net sales.
Conference Call
Regal Rexnord will hold a conference call to discuss this
earnings release at 9:00 AM CT
(10:00 AM ET) on Thursday, November 2, 2023. To listen to the live
audio and view the presentation during the call, please visit Regal
Rexnord's Investor website: https://investors.regalrexnord.com. To
listen by phone or to ask the presenters a question, dial
1.877.264.6786 (U.S. callers) or +1.412.317.5177 (international
callers) and enter 0006739# when prompted.
A webcast replay will be available at the link above, and a
telephone replay will be available at 1.877.344.7529 (U.S. callers)
or +1.412.317.0088 (international callers), using a replay access
code of 5146574#. Both replays will be accessible for three months
after the earnings call.
About Regal Rexnord
Regal Rexnord Corporation is a global leader in the engineering
and manufacturing of factory automation sub-systems, industrial
powertrain solutions, automation and mechanical power transmission
components, electric motors and electronic controls, air moving
products, and specialty electrical components and systems.
Through longstanding technology leadership and an intentional
focus on producing more socially conscious and
environmentally-friendly products and sub-systems, the Company is
regularly addressing increasingly relevant secular demands of
customers in the medical, alternative energy, aerospace, food &
beverage, general industrial and warehouse/intralogistics end
markets, among others. In short, Regal Rexnord's 36,000 associates
around the world are proud to be working each day towards
fulfilling the Company's purpose – helping create a better tomorrow
– for its customers and for the planet.
Regal Rexnord is comprised of four operating segments:
Automation & Motion Control, Industrial Powertrain Solutions,
Power Efficiency Solutions and Industrial Systems. Regal Rexnord is
headquartered in Milwaukee,
Wisconsin and has manufacturing, sales and service
facilities worldwide. For more information, visit
RegalRexnord.com.
Forward Looking Statements
This release contains forward-looking statements, within the
meaning of Section 21E of the Securities Exchange Act of 1934, as
amended, which reflect Regal Rexnord's current estimates,
expectations and projections about Regal Rexnord's future results,
performance, prospects and opportunities. Such forward-looking
statements may include, among other things, statements about the
acquisition of Altra Industrial Motion Corp. ("Altra"), the
benefits and synergies of the acquisition of Altra (the "Altra
Transaction"), future opportunities for Regal Rexnord and any other
statements regarding Regal Rexnord's future operations, anticipated
economic activity, business levels, credit ratings, future
earnings, planned activities, anticipated growth, market
opportunities, strategies, competition and other expectations and
estimates for future periods. Forward-looking statements
include statements that are not historical facts and can be
identified by forward-looking words such as "anticipate,"
"believe," "confident," "estimate," "expect," "intend," "plan,"
"may," "will," "project," "forecast," "would," "could," "should,"
and similar expressions. These forward-looking statements are based
upon information currently available to Regal Rexnord and are
subject to a number of risks, uncertainties, and other factors that
could cause Regal Rexnord's performance, prospects or opportunities
to differ materially from those expressed in, or implied by, these
forward-looking statements. Important factors that could cause
Regal Rexnord's actual results to differ materially from the
results referred to in the forward-looking statements Regal Rexnord
makes in this release include: Regal Rexnord's substantial
indebtedness as a result of the Altra Transaction and the effects
of such indebtedness on Regal Rexnord's financial flexibility;
after the Altra Transaction; Regal Rexnord's ability to achieve its
objectives on reducing its indebtedness on the desired timeline;
dependence on key suppliers and the potential effects of supply
disruptions; fluctuations in commodity prices and raw material
costs; any unforeseen changes to or the effects on liabilities,
future capital expenditures, revenue, expenses, synergies,
indebtedness, financial condition, losses and future prospects; the
possibility that Regal Rexnord may be unable to achieve expected
benefits, synergies and operating efficiencies in connection with
the Altra Transaction, and the merger with the Rexnord Process
& Motion Control business (the "Rexnord PMC business") within
the expected time-frames or at all and to successfully integrate
Altra and the Rexnord PMC business; expected or targeted future
financial and operating performance and results; operating costs,
customer loss and business disruption (including, without
limitation, difficulties in maintaining relationships with
employees, customers, clients or suppliers) being greater than
expected following the Altra Transaction or our merger with the
Rexnord PMC business; Regal Rexnord's ability to retain key
executives and employees; the continued financial and operational
impacts of and uncertainties relating to the COVID-19 pandemic on
customers and suppliers and the geographies in which they operate;
uncertainties regarding the ability to execute restructuring plans
within expected costs and timing; challenges to the tax treatment
that was elected with respect to the merger with the Rexnord PMC
business and related transactions; requirements to abide by
potentially significant restrictions with respect to the tax
treatment of the merger with the Rexnord PMC business which could
limit Regal Rexnord's ability to undertake certain corporate
actions that otherwise could be advantageous; actions taken by
competitors and their ability to effectively compete in the
increasingly competitive global electric motor, drives and
controls, power generation and power transmission industries; the
ability to develop new products based on technological innovation,
such as the Internet of Things, and marketplace acceptance of new
and existing products, including products related to technology not
yet adopted or utilized in geographic locations in which Regal
Rexnord does business; dependence on significant customers;
seasonal impact on sales of products into HVAC systems and other
residential applications; risks associated with climate change and
uncertainty regarding our ability to deliver on our climate
commitments and/or to meet related investor, customer and other
third party expectations relating to our sustainability efforts;
risks associated with global manufacturing, including risks
associated with public health crises and political, societal or
economic instability, including instability caused by the conflict
between Russia and Ukraine; issues and costs arising from the
integration of acquired companies and businesses and the timing and
impact of purchase accounting adjustments; prolonged declines in
one or more markets, such as heating, ventilation, air
conditioning, refrigeration, power generation, oil and gas, unit
material handling, water heating and aerospace; economic changes in
global markets, such as reduced demand for products, currency
exchange rates, inflation rates, interest rates, banking crises,
recession, government policies, including policy changes affecting
taxation, trade, tariffs, immigration, customs, border actions and
the like, and other external factors that Regal Rexnord cannot
control; product liability, asbestos and other litigation, or
claims by end users, government agencies or others that products or
customers' applications failed to perform as anticipated,
particularly in high volume applications or where such failures are
alleged to be the cause of property or casualty
claims; unanticipated liabilities of acquired businesses;
unanticipated adverse effects or liabilities from business exits or
divestitures, including in connection with our proposed sale of the
industrial motors and generators businesses that comprise a
majority of our Industrial Systems operating segment; Regal
Rexnord's ability to identify and execute on future M&A
opportunities, including significant M&A transactions; the
impact of any such M&A transactions on Regal Rexnord's results,
operations and financial condition, including the impact from costs
to execute and finance any such transactions; unanticipated costs
or expenses that may be incurred related to product warranty
issues; infringement of intellectual property by third parties,
challenges to intellectual property, and claims of infringement on
third party technologies; effects on earnings of any significant
impairment of goodwill; losses from failures, breaches, attacks or
disclosures involving information technology infrastructure and
data; costs and unanticipated liabilities arising from rapidly
evolving data privacy laws and regulations; cyclical downturns
affecting the global market for capital goods; and other risks and
uncertainties including, but not limited, to those described in
Regal Rexnord's Annual Report on Form 10-K on file with the
Securities and Exchange Commission (the "SEC") and from time to
time in other filed reports including Regal Rexnord's Quarterly
Reports on Form 10-Q. For a more detailed description of the risk
factors associated with Regal Rexnord, please refer to Part I, Item
1A - Risk Factors in Regal Rexnord's Annual Report on Form 10-K for
the fiscal year ended December 31,
2022 on file with the SEC and subsequent SEC filings.
Shareholders, potential investors, and other readers are urged to
consider these factors in evaluating the forward-looking statements
and are cautioned not to place undue reliance on such
forward-looking statements. The forward-looking statements included
in this release are made only as of the date of this release and
Regal Rexnord undertakes no obligation to update any
forward-looking information contained in this release or with
respect to the announcements described herein to reflect subsequent
events or circumstances.
Non-GAAP Measures
(Unaudited)
(Dollars in Millions, Except per Share Data)
We prepare our financial statements in accordance with
accounting principles generally accepted in the United States of America ("GAAP"). We also
periodically disclose certain financial measures in our quarterly
earnings releases, on investor conference calls, and in investor
presentations and similar events that may be considered "non-GAAP"
financial measures. This additional information is not meant to be
considered in isolation or as a substitute for our results of
operations prepared and presented in accordance with GAAP.
In this earnings release, we disclose the following non-GAAP
financial measures, and we reconcile these measures in the tables
below to the most directly comparable GAAP financial measures:
adjusted diluted earnings per share, adjusted income from
operations, adjusted operating margin, adjusted net sales, net
debt, EBITDA, adjusted EBITDA, proforma EBITDA, proforma adjusted
EBITDA, normalized adjusted EBITDA, adjusted EBITDA margin,
adjusted net income attributable to Regal Rexnord, adjusted cash
flows from operations, free cash flow, free cash flow as a
percentage of adjusted net income attributable to Regal Rexnord (or
free cash flow conversion), adjusted income before taxes, adjusted
provision for income taxes and adjusted effective tax rate. We
believe that these non-GAAP financial measures are useful measures
for providing investors with additional information regarding our
results of operations and for helping investors understand and
compare our operating results across accounting periods and
compared to our peers. Our management primarily uses adjusted
income from operations and adjusted operating margin to help us
manage and evaluate our business and make operating decisions,
while the other non-GAAP measures disclosed are primarily used to
help us evaluate our business and forecast our future results.
Accordingly, we believe disclosing and reconciling each of these
measures helps investors evaluate our business in the same manner
as management.
In addition to these non-GAAP measures, we use the term "organic
sales growth" and "pro forma organic sales growth" to refer to the
increase in our sales between periods that is attributable to
organic sales. "Organic sales" refers to GAAP sales from existing
operations excluding any sales from acquired businesses recorded
prior to the first anniversary of the acquisition and excluding any
sales from business divested/to be exited recorded prior to the
first anniversary of the exit and excluding the impact of foreign
currency translation. "Proforma organic sales" refers to "organic
sales" giving effect to the acquisition of Altra. The impact
of foreign currency translation is determined by translating the
respective period's organic sales using the currency exchange rates
that were in effect during the prior year periods.
The assumptions and related pro forma adjustments in the
selected financial information presented within this release are
consistent with those presented in the Company's Current Reports on
Form 8-K filed on June 5, 2023 and
September 8, 2023 giving effect to
the acquisition of Altra and related transactions and are inclusive
of the measurement period adjustments included in the Company's
Quarterly Report on Form 10-Q to be filed on November 3, 2023.
CONDENSED
CONSOLIDATED STATEMENTS OF INCOME
|
|
|
|
|
|
|
Unaudited
|
|
|
|
|
|
|
|
|
(Dollars in Millions,
Except per Share Data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months
Ended
|
|
Nine Months
Ended
|
|
|
Sep 30,
2023
|
|
Sep 30,
2022
|
|
Sep 30,
2023
|
|
Sep 30,
2022
|
Net Sales
|
|
$
1,649.8
|
|
$ 1,325.3
|
|
$
4,642.5
|
|
$ 3,973.2
|
Cost of
Sales
|
|
1,107.6
|
|
917.6
|
|
3,138.4
|
|
2,710.1
|
Gross Profit
|
|
542.2
|
|
407.7
|
|
1,504.1
|
|
1,263.1
|
Operating
Expenses
|
|
388.9
|
|
233.8
|
|
1,127.9
|
|
724.4
|
Goodwill
Impairment
|
|
57.3
|
|
—
|
|
57.3
|
|
—
|
Asset
Impairments
|
|
3.7
|
|
—
|
|
6.1
|
|
—
|
Loss on Assets Held for
Sale
|
|
112.7
|
|
—
|
|
112.7
|
|
—
|
Total Operating
Expenses
|
|
562.6
|
|
233.8
|
|
1,304.0
|
|
724.4
|
(Loss) Income from
Operations
|
|
(20.4)
|
|
173.9
|
|
200.1
|
|
538.7
|
Interest
Expense
|
|
111.5
|
|
21.4
|
|
323.3
|
|
43.8
|
Interest
Income
|
|
(3.5)
|
|
(1.3)
|
|
(40.5)
|
|
(3.2)
|
Other Income,
Net
|
|
(2.5)
|
|
(1.3)
|
|
(6.7)
|
|
(4.1)
|
(Loss) Income before
Taxes
|
|
(125.9)
|
|
155.1
|
|
(76.0)
|
|
502.2
|
Provision for Income
Taxes
|
|
12.7
|
|
33.2
|
|
34.9
|
|
110.0
|
Net (Loss)
Income
|
|
(138.6)
|
|
121.9
|
|
(110.9)
|
|
392.2
|
Less: Net Income
Attributable to Noncontrolling Interests
|
|
0.9
|
|
2.1
|
|
2.4
|
|
4.8
|
Net (Loss) Income
Attributable to Regal Rexnord Corporation
|
|
$
(139.5)
|
|
$
119.8
|
|
$
(113.3)
|
|
$
387.4
|
(Loss) Earnings Per
Share Attributable to Regal Rexnord Corporation:
|
|
|
|
|
|
|
|
|
Basic
|
|
$
(2.10)
|
|
$
1.81
|
|
$
(1.71)
|
|
$
5.80
|
Assuming
Dilution
|
|
$
(2.10)
|
|
$
1.80
|
|
$
(1.71)
|
|
$
5.76
|
Cash Dividends Declared
Per Share
|
|
$
0.35
|
|
$
0.35
|
|
$
1.05
|
|
$
1.03
|
Weighted Average Number
of Shares Outstanding:
|
|
|
|
|
|
|
|
|
Basic
|
|
66.3
|
|
66.3
|
|
66.3
|
|
66.8
|
Assuming
Dilution
|
|
66.3
|
|
66.7
|
|
66.3
|
|
67.2
|
CONDENSED
CONSOLIDATED BALANCE SHEETS
|
|
|
|
|
Unaudited
|
|
|
|
|
(Dollars in
Millions)
|
|
|
|
|
|
|
Sep 30,
2023
|
|
Dec 31, 2022
|
ASSETS
|
|
|
|
|
Current
Assets:
|
|
|
|
|
Cash and Cash
Equivalents
|
|
$
540.6
|
|
$
688.5
|
Trade Receivables, Less
Allowances
of
$36.9 million in 2023 and $30.9 million in
2022
|
|
918.7
|
|
797.4
|
Inventories
|
|
1,302.8
|
|
1,336.9
|
Prepaid Expenses and
Other Current Assets
|
|
224.0
|
|
167.9
|
Assets Held for
Sale
|
|
385.9
|
|
9.8
|
Total Current
Assets
|
|
3,372.0
|
|
3,000.5
|
|
|
|
|
|
Net Property, Plant,
Equipment and Noncurrent Assets
|
|
11,917.7
|
|
7,268.4
|
Noncurrent Assets Held
for Sale
|
|
75.3
|
|
—
|
Total Assets
|
|
$
15,365.0
|
|
$
10,268.9
|
|
|
|
|
|
LIABILITIES AND
EQUITY
|
|
|
|
|
Current
Liabilities:
|
|
|
|
|
Accounts
Payable
|
|
$
588.0
|
|
$
497.7
|
Other Accrued
Expenses
|
|
608.2
|
|
470.7
|
Current Maturities of
Debt
|
|
3.7
|
|
33.8
|
Liabilities Held for
Sale
|
|
105.5
|
|
—
|
Total Current
Liabilities
|
|
1,305.4
|
|
1,002.2
|
|
|
|
|
|
Long-Term
Debt
|
|
6,493.9
|
|
1,989.7
|
Other Noncurrent
Liabilities
|
|
1,344.4
|
|
854.4
|
Noncurrent Liabilities
Held for Sale
|
|
25.0
|
|
—
|
Equity:
|
|
|
|
|
Total Regal Rexnord
Corporation Shareholders' Equity
|
|
6,169.2
|
|
6,388.2
|
Noncontrolling
Interests
|
|
27.1
|
|
34.4
|
Total Equity
|
|
6,196.3
|
|
6,422.6
|
Total Liabilities and
Equity
|
|
$
15,365.0
|
|
$
10,268.9
|
CONDENSED
CONSOLIDATED STATEMENTS OF CASH FLOW
|
|
|
|
|
|
|
|
|
Unaudited
|
|
|
|
|
|
|
|
|
(Dollars in
Millions)
|
|
|
|
|
|
|
|
|
|
|
Three Months
Ended
|
|
Nine Months
Ended
|
|
|
Sep 30,
2023
|
|
Sep 30, 2022
|
|
Sep 30,
2023
|
|
Sep 30, 2022
|
CASH FLOWS FROM
OPERATING ACTIVITIES:
|
|
|
|
|
|
|
|
|
Net (Loss)
Income
|
|
$
(138.6)
|
|
$
121.9
|
|
$
(110.9)
|
|
$
392.2
|
Adjustments to
Reconcile Net (Loss) Income and Changes in Assets and
Liabilities (Net of Acquisitions and Divestitures) to Net Cash
Provided by
Operating Activities:
|
|
|
|
|
|
|
|
|
Depreciation and
Amortization
|
|
140.9
|
|
74.1
|
|
354.4
|
|
230.4
|
Goodwill
Impairment
|
|
57.3
|
|
—
|
|
57.3
|
|
—
|
Asset
Impairments
|
|
3.7
|
|
—
|
|
6.1
|
|
—
|
Loss on Assets Held for
Sale
|
|
112.7
|
|
—
|
|
112.7
|
|
—
|
Noncash Lease
Expense
|
|
11.9
|
|
8.0
|
|
31.6
|
|
24.3
|
Share-Based
Compensation Expense
|
|
12.9
|
|
5.8
|
|
49.1
|
|
17.0
|
Financing Fee
Expense
|
|
2.9
|
|
0.4
|
|
29.8
|
|
1.8
|
Benefit from Deferred
Income Taxes
|
|
(35.2)
|
|
(19.6)
|
|
(89.4)
|
|
(60.6)
|
Other Non-Cash
Changes
|
|
2.3
|
|
2.5
|
|
5.6
|
|
0.8
|
Change in Operating
Assets and Liabilities
|
|
15.9
|
|
(60.0)
|
|
67.7
|
|
(367.9)
|
Net Cash Provided by
Operating Activities
|
|
186.7
|
|
133.1
|
|
514.0
|
|
238.0
|
CASH FLOWS FROM
INVESTING ACTIVITIES:
|
|
|
|
|
|
|
|
|
Additions to Property,
Plant and Equipment
|
|
(25.2)
|
|
(22.0)
|
|
(88.7)
|
|
(54.6)
|
Proceeds Received from
Sales of Property, Plant and Equipment
|
|
0.2
|
|
—
|
|
6.3
|
|
5.5
|
Business Acquisitions,
Net of Cash Acquired
|
|
—
|
|
—
|
|
(4,870.2)
|
|
(35.0)
|
Net Cash Used in
Investing Activities
|
|
(25.0)
|
|
(22.0)
|
|
(4,952.6)
|
|
(84.1)
|
CASH FLOWS FROM
FINANCING ACTIVITIES:
|
|
|
|
|
|
|
|
|
Net (Repayments)
Borrowings Under Revolving Credit Facility
|
|
(98.5)
|
|
40.0
|
|
(412.5)
|
|
(136.7)
|
Net Borrowings
(Repayments) of Short-Term Borrowings
|
|
0.2
|
|
—
|
|
(3.5)
|
|
(2.0)
|
Proceeds from Long-Term
Borrowings
|
|
—
|
|
—
|
|
5,532.9
|
|
1,536.8
|
Repayments of Long-Term
Borrowings
|
|
(88.2)
|
|
(7.5)
|
|
(624.7)
|
|
(1,115.9)
|
Dividends Paid to
Shareholders
|
|
(23.2)
|
|
(23.6)
|
|
(69.6)
|
|
(67.9)
|
Proceeds from the
Exercise of Stock Options
|
|
1.6
|
|
1.4
|
|
3.1
|
|
4.8
|
Repurchase of Common
Stock
|
|
—
|
|
(55.2)
|
|
—
|
|
(239.2)
|
Shares Surrendered for
Taxes
|
|
(2.3)
|
|
(0.5)
|
|
(11.5)
|
|
(8.6)
|
Financing Fees
Paid
|
|
—
|
|
—
|
|
(51.1)
|
|
(6.5)
|
Distributions to
Noncontrolling Interest
|
|
—
|
|
(6.2)
|
|
(8.4)
|
|
(6.2)
|
Net Cash (Used In)
Provided by Financing Activities
|
|
(210.4)
|
|
(51.6)
|
|
4,354.7
|
|
(41.4)
|
EFFECT OF EXCHANGE
RATES ON CASH AND CASH EQUIVALENTS
|
|
(12.1)
|
|
(38.4)
|
|
(5.8)
|
|
(61.7)
|
Net (Decrease) Increase
in Cash and Cash Equivalents
|
|
(60.8)
|
|
21.1
|
|
(89.7)
|
|
50.8
|
Cash and Cash
Equivalents at Beginning of Period
|
|
659.6
|
|
702.5
|
|
688.5
|
|
672.8
|
Cash and Cash
Equivalents at End of Period (a)
|
|
$
598.8
|
|
$
723.6
|
|
$
598.8
|
|
$
723.6
|
|
|
|
|
|
|
|
|
|
(a) This amount
includes $58.2 Million cash and cash equivalents included in Assets
Held for Sale.
|
SEGMENT
INFORMATION
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unaudited
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Dollars in
Millions)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months
Ended
|
|
|
Industrial
Powertrain
Solutions
|
|
Power Efficiency
Solutions
|
|
Automation &
Motion Control
|
|
Industrial
Systems
|
|
Total Regal
Rexnord
|
|
|
Sep 30,
2023
|
|
Sep 30,
2022
|
|
Sep 30,
2023
|
|
Sep 30,
2022
|
|
Sep 30,
2023
|
|
Sep 30,
2022
|
|
Sep 30,
2023
|
|
Sep 30,
2022
|
|
Sep 30,
2023
|
|
Sep 30,
2022
|
Net Sales
|
|
$
640.7
|
|
$
415.6
|
|
$
461.3
|
|
$
569.1
|
|
$
419.8
|
|
$
192.6
|
|
$
128.0
|
|
$
148.0
|
|
$
1,649.8
|
|
$
1,325.3
|
Adjusted Net
Sales
|
|
$
640.7
|
|
$
415.6
|
|
$
461.3
|
|
$
569.1
|
|
$
419.8
|
|
$
192.6
|
|
$
128.0
|
|
$
148.0
|
|
$
1,649.8
|
|
$
1,325.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP Operating
Margin
|
|
6.1 %
|
|
17.3 %
|
|
14.1 %
|
|
12.5 %
|
|
10.3 %
|
|
10.0 %
|
|
(131.2) %
|
|
8.0 %
|
|
(1.2) %
|
|
13.1 %
|
Adjusted Operating
Margin*
|
|
9.3 %
|
|
18.0 %
|
|
16.3 %
|
|
14.0 %
|
|
12.0 %
|
|
14.3 %
|
|
4.2 %
|
|
9.5 %
|
|
11.5 %
|
|
14.8 %
|
Adjusted EBITDA Margin
%
|
|
21.7 %
|
|
28.6 %
|
|
19.7 %
|
|
16.6 %
|
|
24.0 %
|
|
24.1 %
|
|
7.2 %
|
|
11.9 %
|
|
20.6 %
|
|
20.9 %
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Components of Net
Sales:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Organic Sales
Growth
|
|
(6.2) %
|
|
1.8 %
|
|
(19.1) %
|
|
8.2 %
|
|
5.5 %
|
|
8.5 %
|
|
(13.2) %
|
|
16.2 %
|
|
(10.8) %
|
|
8.2 %
|
Acquisitions
|
|
59.1 %
|
|
148.8 %
|
|
— %
|
|
— %
|
|
112.5 %
|
|
239.3 %
|
|
— %
|
|
— %
|
|
34.9 %
|
|
42.8 %
|
Foreign Currency
Impact
|
|
1.3 %
|
|
(3.7) %
|
|
0.1 %
|
|
(2.3) %
|
|
— %
|
|
2.4 %
|
|
(0.3) %
|
|
(4.2) %
|
|
0.4 %
|
|
(2.5) %
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
SEGMENT
INFORMATION
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unaudited
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Dollars in
Millions)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine Months
Ended
|
|
|
Industrial
Powertrain
Solutions
|
|
Power Efficiency
Solutions
|
|
Automation &
Motion Control
|
|
Industrial
Systems
|
|
Total Regal
Rexnord
|
|
|
Sep 30,
2023
|
|
Sep 30,
2022
|
|
Sep 30,
2023
|
|
Sep 30,
2022
|
|
Sep 30,
2023
|
|
Sep 30,
2022
|
|
Sep 30,
2023
|
|
Sep 30,
2022
|
|
Sep 30,
2023
|
|
Sep 30,
2022
|
Net Sales
|
|
$
1,753.8
|
|
$
1,254.0
|
|
$
1,390.9
|
|
$
1,731.7
|
|
$
1,096.1
|
|
$
571.0
|
|
$
401.7
|
|
$
416.5
|
|
$
4,642.5
|
|
$
3,973.2
|
Adjusted Net
Sales
|
|
$
1,753.8
|
|
$
1,254.0
|
|
$
1,390.9
|
|
$
1,731.7
|
|
$
1,096.1
|
|
$
571.0
|
|
$
401.7
|
|
$
416.5
|
|
$
4,642.5
|
|
$
3,973.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP Operating
Margin
|
|
6.0 %
|
|
14.9 %
|
|
12.2 %
|
|
15.1 %
|
|
7.9 %
|
|
9.4 %
|
|
(40.4) %
|
|
8.7 %
|
|
4.3 %
|
|
13.6 %
|
Adjusted Operating
Margin
|
|
11.9 %
|
|
16.5 %
|
|
14.1 %
|
|
15.7 %
|
|
12.5 %
|
|
12.3 %
|
|
4.0 %
|
|
9.3 %
|
|
12.0 %
|
|
14.8 %
|
Adjusted EBITDA Margin
%
|
|
24.2 %
|
|
27.3 %
|
|
17.3 %
|
|
18.2 %
|
|
24.3 %
|
|
22.9 %
|
|
7.0 %
|
|
12.1 %
|
|
20.7 %
|
|
21.1 %
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Components of Net
Sales:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Organic Sales
Growth
|
|
(2.1) %
|
|
4.2 %
|
|
(19.1) %
|
|
14.0 %
|
|
8.0 %
|
|
12.0 %
|
|
(1.8) %
|
|
11.8 %
|
|
(8.0) %
|
|
11.6 %
|
Acquisitions
|
|
42.2 %
|
|
144.3 %
|
|
— %
|
|
— %
|
|
84.7 %
|
|
238.8 %
|
|
— %
|
|
— %
|
|
25.5 %
|
|
43.3 %
|
Foreign Currency
Impact
|
|
(0.3) %
|
|
(1.8) %
|
|
(0.6) %
|
|
(1.6) %
|
|
(0.7) %
|
|
(1.6) %
|
|
(1.8) %
|
|
(2.7) %
|
|
(0.6) %
|
|
(1.8) %
|
ADJUSTED DILUTED
EARNINGS PER SHARE
|
|
Three Months
Ended
|
|
Nine Months
Ended
|
|
|
Sep 30,
2023
|
|
Sep 30,
2022
|
|
Sep 30,
2023
|
|
Sep 30,
2022
|
GAAP (Loss) Earnings
Per Share
|
|
$
(2.10)
|
|
$
1.80
|
|
$
(1.71)
|
|
$
5.76
|
Intangible
Amortization
|
|
0.99
|
|
0.51
|
|
2.53
|
|
1.56
|
Restructuring and
Related Costs (a)
|
|
0.21
|
|
0.29
|
|
0.46
|
|
0.47
|
Share-Based
Compensation Expense (b)
|
|
0.15
|
|
0.08
|
|
0.64
|
|
0.22
|
Inventory Step
Up
|
|
0.10
|
|
(0.04)
|
|
0.60
|
|
0.06
|
Impairments and Exit
Related Costs
|
|
0.04
|
|
—
|
|
0.07
|
|
—
|
Loss on Assets Held for
Sale and Gain on Sale of Assets
|
|
1.69
|
|
—
|
|
1.69
|
|
(0.04)
|
Goodwill
Impairment
|
|
0.86
|
|
—
|
|
0.86
|
|
—
|
Transaction and Related
Costs (c)
|
|
0.13
|
|
—
|
|
1.60
|
|
0.05
|
Discrete Tax
Items
|
|
0.03
|
|
0.02
|
|
0.13
|
|
0.02
|
Adjusted Diluted
Earnings Per Share
|
|
$
2.10
|
|
$
2.66
|
|
$
6.87
|
|
$
8.10
|
(a)
|
Relates to costs
associated with actions taken for employee reductions, facility
consolidations and site closures, product line exits and other
asset
charges. Includes $7.5 Million of accelerated depreciation
for the three and nine months ended September 2023.
|
(b)
|
Includes the impact
related to the accelerated vesting of awards for certain former
Altra employees in the first quarter 2023.
|
(c)
|
For 2023, primarily
relates to (1) legal, professional service, severance, certain
other employee compensation and financing costs and incremental
net
interest expense on new debt associated with the Altra Transaction
and (2) legal and professional service costs associated with the
strategic review of
the Industrial Systems operating segment. For 2022, primarily
relates to legal and professional service costs associated with the
merger with the
Rexnord PMC business and acquisition of the Arrowhead
business.
|
2023 ADJUSTED ANNUAL
GUIDANCE
|
|
Minimum
|
|
Maximum
|
2023
GAAP Diluted EPS Annual
Guidance
|
|
$
(1.07)
|
|
$
(0.87)
|
Intangible
Amortization
|
|
3.55
|
|
3.55
|
Restructuring and
Related Costs (a)
|
|
0.78
|
|
0.78
|
Share-Based
Compensation Expense (b)
|
|
0.80
|
|
0.80
|
Inventory Step
Up
|
|
0.60
|
|
0.60
|
Impairments and Exit
Related Costs
|
|
0.07
|
|
0.07
|
Loss on Assets Held for
Sale and Gain on Sale of Assets
|
|
1.69
|
|
1.69
|
Goodwill
Impairment
|
|
0.86
|
|
0.86
|
Transaction and Related
Costs (c)
|
|
1.64
|
|
1.64
|
Discrete Tax
Items
|
|
0.13
|
|
0.13
|
2023
Adjusted Diluted EPS Annual
Guidance
|
|
$
9.05
|
|
$
9.25
|
(a)
|
Relates to costs
associated with actions taken for employee reductions, facility
consolidations and site closures, product line exits and other
asset
charges. Includes the impact of accelerated
depreciation.
|
(b)
|
Includes the impact
related to the accelerated vesting of awards for certain former
Altra employees in the first quarter 2023.
|
(c)
|
Primarily relates to
(1) legal, professional service, severance, certain other employee
compensation and financing costs and incremental net interest
expense on new debt associated with the Altra Transaction and (2)
legal and professional service costs associated with the strategic
review of the
Industrial Systems operating segment.
|
|
|
Three Months
Ended
|
ADJUSTED
EBITDA
|
|
Industrial
Powertrain
Solutions
|
|
Power Efficiency
Solutions
|
|
Automation &
Motion Control
|
|
Industrial
Systems
|
|
Total Regal
Rexnord
|
(Dollars in
Millions)
|
|
Sep 30,
2023
|
|
Sep 30,
2022
|
|
Sep 30,
2023
|
|
Sep 30,
2022
|
|
Sep 30,
2023
|
|
Sep 30,
2022
|
|
Sep 30,
2023
|
|
Sep 30,
2022
|
|
Sep 30,
2023
|
|
Sep 30,
2022
|
GAAP Income (Loss) from
Operations
|
|
$
39.4
|
|
$
71.9
|
|
$
65.0
|
|
$
70.9
|
|
$
43.1
|
|
$
19.3
|
|
$
(167.9)
|
|
$
11.8
|
|
$
(20.4)
|
|
$ 173.9
|
Restructuring and
Related Costs (a)
|
|
6.7
|
|
6.4
|
|
8.7
|
|
8.8
|
|
2.5
|
|
8.3
|
|
(0.1)
|
|
2.2
|
|
17.8
|
|
25.7
|
Inventory Step
Up
|
|
7.1
|
|
(3.5)
|
|
—
|
|
—
|
|
1.7
|
|
—
|
|
—
|
|
—
|
|
8.8
|
|
(3.5)
|
Impairments and Exit
Related Costs
|
|
1.3
|
|
—
|
|
1.5
|
|
—
|
|
0.5
|
|
—
|
|
0.4
|
|
—
|
|
3.7
|
|
—
|
Loss on Assets Held for
Sale
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
112.7
|
|
—
|
|
112.7
|
|
—
|
Goodwill
Impairment
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
57.3
|
|
—
|
|
57.3
|
|
—
|
Transaction and Related
Costs (b)
|
|
4.8
|
|
—
|
|
—
|
|
—
|
|
2.7
|
|
—
|
|
3.0
|
|
—
|
|
10.5
|
|
—
|
Adjusted Income from
Operations*
|
|
$
59.3
|
|
$
74.8
|
|
$
75.2
|
|
$
79.7
|
|
$
50.5
|
|
$
27.6
|
|
$ 5.4
|
|
$
14.0
|
|
$
190.4
|
|
$ 196.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amortization
|
|
$
50.5
|
|
$
30.0
|
|
$ 2.1
|
|
$ 2.1
|
|
$
34.2
|
|
$
13.3
|
|
$ 0.2
|
|
$ 0.2
|
|
$
87.0
|
|
$
45.6
|
Depreciation
|
|
21.8
|
|
11.6
|
|
9.8
|
|
9.5
|
|
11.9
|
|
4.5
|
|
2.9
|
|
2.9
|
|
46.4
|
|
28.5
|
Share-Based
Compensation Expense
|
|
6.4
|
|
2.2
|
|
2.9
|
|
2.4
|
|
3.1
|
|
0.8
|
|
0.5
|
|
0.4
|
|
12.9
|
|
5.8
|
Other Income,
Net
|
|
0.9
|
|
0.4
|
|
0.7
|
|
0.6
|
|
0.7
|
|
0.2
|
|
0.2
|
|
0.1
|
|
2.5
|
|
1.3
|
Adjusted
EBITDA
|
|
$
138.9
|
|
$ 119.0
|
|
$
90.7
|
|
$
94.3
|
|
$
100.4
|
|
$
46.4
|
|
$ 9.2
|
|
$
17.6
|
|
$
339.2
|
|
$ 277.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP Operating Margin
%
|
|
6.1 %
|
|
17.3 %
|
|
14.1 %
|
|
12.5 %
|
|
10.3 %
|
|
10.0 %
|
|
(131.2) %
|
|
8.0 %
|
|
(1.2) %
|
|
13.1 %
|
Adjusted Operating
Margin %
|
|
9.3 %
|
|
18.0 %
|
|
16.3 %
|
|
14.0 %
|
|
12.0 %
|
|
14.3 %
|
|
4.2 %
|
|
9.5 %
|
|
11.5 %
|
|
14.8 %
|
Adjusted EBITDA Margin
%
|
|
21.7 %
|
|
28.6 %
|
|
19.7 %
|
|
16.6 %
|
|
24.0 %
|
|
24.1 %
|
|
7.2 %
|
|
11.9 %
|
|
20.6 %
|
|
20.9 %
|
(a)
|
Relates to costs
associated with actions taken for employee reductions, facility
consolidations and site closures, product line exits and other
asset charges. Includes $7.5 Million of accelerated
depreciation in 2023.
|
(b)
|
Primarily relates to
(1) legal, professional service, and certain other employee
compensation costs associated with the Altra Transaction and (2)
legal and professional service costs associated with the strategic
review of the Industrial Systems operating segment.
|
|
|
Nine Months
Ended
|
ADJUSTED
EBITDA
|
|
Industrial
Powertrain
Solutions
|
|
Power Efficiency
Solutions
|
|
Automation &
Motion Control
|
|
Industrial
Systems
|
|
Total Regal
Rexnord
|
(Dollars in
Millions)
|
|
Sep 30,
2023
|
|
Sep 30,
2022
|
|
Sep 30,
2023
|
|
Sep 30,
2022
|
|
Sep 30,
2023
|
|
Sep 30,
2022
|
|
Sep 30,
2023
|
|
Sep 30,
2022
|
|
Sep 30,
2023
|
|
Sep 30,
2022
|
GAAP Income (Loss) from
Operations
|
|
$
105.5
|
|
$ 187.0
|
|
$
170.2
|
|
$ 261.3
|
|
$
86.5
|
|
$
53.8
|
|
$
(162.1)
|
|
$
36.6
|
|
$
200.1
|
|
$
538.7
|
Restructuring and
Related Costs (a)
|
|
10.1
|
|
16.2
|
|
24.1
|
|
10.1
|
|
5.0
|
|
12.8
|
|
0.8
|
|
2.5
|
|
40.0
|
|
41.6
|
Inventory Step
Up
|
|
38.7
|
|
3.0
|
|
—
|
|
—
|
|
14.2
|
|
2.5
|
|
—
|
|
—
|
|
52.9
|
|
5.5
|
Impairments and Exit
Related Costs
|
|
1.6
|
|
—
|
|
1.5
|
|
—
|
|
2.6
|
|
—
|
|
0.4
|
|
—
|
|
6.1
|
|
—
|
Loss on Assets Held for
Sale and
Gain on Sale of Assets
|
|
—
|
|
(2.6)
|
|
—
|
|
(0.7)
|
|
(0.6)
|
|
—
|
|
112.7
|
|
—
|
|
112.1
|
|
(3.3)
|
Goodwill
Impairment
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
57.3
|
|
—
|
|
57.3
|
|
—
|
Transaction and Related
Costs (b)
|
|
53.3
|
|
2.9
|
|
—
|
|
—
|
|
29.2
|
|
1.4
|
|
6.9
|
|
—
|
|
89.4
|
|
4.3
|
Adjusted Income from
Operations
|
|
$
209.2
|
|
$ 206.5
|
|
$
195.8
|
|
$ 270.7
|
|
$
136.9
|
|
$
70.5
|
|
$
16.0
|
|
$
39.1
|
|
$
557.9
|
|
$
586.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amortization
|
|
$
132.0
|
|
$
90.8
|
|
$ 6.3
|
|
$ 6.4
|
|
$
83.8
|
|
$
41.6
|
|
$ 0.6
|
|
$ 0.6
|
|
$
222.7
|
|
$
139.4
|
Depreciation
|
|
56.3
|
|
37.5
|
|
29.1
|
|
29.1
|
|
29.6
|
|
14.8
|
|
9.2
|
|
9.6
|
|
124.2
|
|
91.0
|
Share-Based
Compensation Expense (c)
|
|
25.0
|
|
6.3
|
|
7.7
|
|
6.3
|
|
14.7
|
|
3.5
|
|
1.7
|
|
0.9
|
|
49.1
|
|
17.0
|
Other Income,
Net
|
|
2.5
|
|
1.3
|
|
2.0
|
|
1.8
|
|
1.6
|
|
0.6
|
|
0.6
|
|
0.4
|
|
6.7
|
|
4.1
|
Adjusted
EBITDA
|
|
$
425.0
|
|
$ 342.4
|
|
$
240.9
|
|
$ 314.3
|
|
$
266.6
|
|
$ 131.0
|
|
$
28.1
|
|
$
50.6
|
|
$
960.6
|
|
$
838.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP Operating Margin
%
|
|
6.0 %
|
|
14.9 %
|
|
12.2 %
|
|
15.1 %
|
|
7.9 %
|
|
9.4 %
|
|
(40.4) %
|
|
8.7 %
|
|
4.3 %
|
|
13.6 %
|
Adjusted Operating
Margin %
|
|
11.9 %
|
|
16.5 %
|
|
14.1 %
|
|
15.7 %
|
|
12.5 %
|
|
12.3 %
|
|
4.0 %
|
|
9.3 %
|
|
12.0 %
|
|
14.8 %
|
Adjusted EBITDA Margin
%
|
|
24.2 %
|
|
27.3 %
|
|
17.3 %
|
|
18.2 %
|
|
24.3 %
|
|
22.9 %
|
|
7.0 %
|
|
12.1 %
|
|
20.7 %
|
|
21.1 %
|
(a)
|
Relates to costs
associated with actions taken for employee reductions, facility
consolidations and site closures, product line exits and other
asset charges.
Includes $7.5 Million of accelerated depreciation in
2023.
|
(b)
|
For 2023, primarily
relates to (1) legal, professional service, and certain other
employee compensation costs associated with the Altra Transaction
and (2)
legal and professional service costs associated with the strategic
review of the Industrial Systems operating segment. For
2022, primarily relates to legal
and professional service costs associated with the merger with the
Rexnord PMC business and acquisition of the Arrowhead
business.
|
(c)
|
Includes the impact
related to the accelerated vesting of awards for certain former
Altra employees in the first quarter 2023.
|
NET INCOME TO
ADJUSTED EBITDA
|
|
|
|
|
|
|
Unaudited
|
|
|
|
|
|
|
|
|
(Dollars in
Millions)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months
Ended
|
|
Nine Months
Ended
|
|
|
Sep 30,
2023
|
|
Sep 30,
2022
|
|
Sep 30,
2023
|
|
Sep 30,
2022
|
Net (Loss)
Income
|
|
$
(138.6)
|
|
$
121.9
|
|
$
(110.9)
|
|
$
392.2
|
Plus: Income
Taxes
|
|
12.7
|
|
33.2
|
|
34.9
|
|
110.0
|
Plus: Interest
Expense
|
|
111.5
|
|
21.4
|
|
323.3
|
|
43.8
|
Less: Interest
Income
|
|
(3.5)
|
|
(1.3)
|
|
(40.5)
|
|
(3.2)
|
Plus:
Depreciation
|
|
46.4
|
|
28.5
|
|
124.2
|
|
91.0
|
Plus:
Amortization
|
|
87.0
|
|
45.6
|
|
222.7
|
|
139.4
|
EBITDA*
|
|
115.5
|
|
249.3
|
|
553.7
|
|
773.2
|
Plus: Restructuring and
Related Costs (a)
|
|
17.8
|
|
25.7
|
|
40.0
|
|
41.6
|
Plus: Share-Based
Compensation Expense (b)
|
|
12.9
|
|
5.8
|
|
49.1
|
|
17.0
|
Plus: Inventory Step
Up
|
|
8.8
|
|
(3.5)
|
|
52.9
|
|
5.5
|
Plus: Impairments and
Exit Related Costs
|
|
3.7
|
|
—
|
|
6.1
|
|
—
|
Plus: Loss on Assets
Held for Sale and Gain on Sale of Assets
|
|
112.7
|
|
—
|
|
112.1
|
|
(3.3)
|
Plus: Goodwill
Impairment
|
|
57.3
|
|
—
|
|
57.3
|
|
—
|
Plus: Transaction and
Related Costs (c)
|
|
10.5
|
|
—
|
|
89.4
|
|
4.3
|
Adjusted
EBITDA
|
|
$
339.2
|
|
$
277.3
|
|
$
960.6
|
|
$
838.3
|
(a)
|
Relates to costs
associated with actions taken for employee reductions, facility
consolidations and site closures, product line exits and other
asset charges.
Includes $7.5 Million of accelerated depreciation for the three and
nine months ended September 2023.
|
(b)
|
Includes the impact
related to the accelerated vesting of awards for certain former
Altra employees in the first quarter 2023.
|
(c)
|
For 2023, primarily
relates to (1) legal, professional service, and certain other
employee compensation costs associated with the Altra Transaction
and (2)
legal and professional service costs associated with the strategic
review of the Industrial Systems operating segment. For
2022, primarily relates to legal
and professional service costs associated with the merger with the
Rexnord PMC business and acquisition of the Arrowhead
business.
|
DEBT TO
EBITDA
|
|
|
|
Last Twelve
Months
|
|
|
|
|
Sep 30,
2023
|
Proforma Net Loss
(a)
|
|
|
|
$
(98.6)
|
Plus: Income
Taxes
|
|
|
|
25.4
|
Plus: Interest
Expense
|
|
|
|
484.2
|
Less: Interest
Income
|
|
|
|
(13.3)
|
Plus:
Depreciation
|
|
|
|
187.5
|
Plus:
Amortization
|
|
|
|
348.0
|
Proforma
EBITDA*
|
|
|
|
$
933.2
|
Plus: Restructuring and
Related Costs (b)
|
|
|
|
60.5
|
Plus: Share-Based
Compensation Expense (c)
|
|
|
|
61.4
|
Plus: Inventory Step
Up
|
|
|
|
52.9
|
Plus: Impairments and
Exit Related Costs
|
|
|
|
8.9
|
Plus: Loss on Assets
Held for Sale and Gain on Sale of Assets
|
|
|
|
112.1
|
Plus: Goodwill
Impairment
|
|
|
|
57.3
|
Plus: Transaction and
Related Costs (d)
|
|
|
|
121.7
|
Proforma Adjusted
EBITDA*
|
|
|
|
$
1,408.0
|
Altra Synergies
Expected to be Realized Within 24 Months
|
|
|
|
120.0
|
Normalized Adjusted
EBITDA
|
|
|
|
$
1,528.0
|
|
|
|
|
|
Current Maturities of
Long-Term Debt
|
|
|
|
$
3.7
|
Long-Term
Debt
|
|
|
|
6,493.9
|
Total Gross
Debt
|
|
|
|
$
6,497.6
|
Cash
(e)
|
|
|
|
(598.8)
|
Net
Debt
|
|
|
|
$
5,898.8
|
|
|
|
|
|
Gross Debt/Normalized
Adjusted EBITDA
|
|
|
|
4.25
|
|
|
|
|
|
Net Debt/Normalized
Adjusted EBITDA
|
|
|
|
3.86
|
(a)
|
Includes Altra
results.
|
(b)
|
Relates to costs
associated with actions taken for employee reductions, facility
consolidations and site closures, product line exits and other
asset
charges. Includes $7.5 Million of accelerated depreciation in
2023.
|
(c)
|
Includes the impact
related to the accelerated vesting of awards for certain former
Altra employees in the first quarter 2023.
|
(d)
|
For 2023, primarily
relates to (1) legal, professional service, and certain other
employee compensation costs associated with the Altra Transaction
and
(2) legal and professional service costs associated with the
strategic review of the Industrial Systems operating
segment. For 2022, primarily relates to
legal and professional service costs associated with the merger
with the Rexnord PMC business and acquisition of the Arrowhead
business.
|
(e)
|
This amount includes
$58.2 Million cash and cash equivalents included in Assets Held for
Sale.
|
FREE CASH
FLOW
|
|
Three Months
Ended
|
|
Nine Months
Ended
|
|
|
Sep 30,
2023
|
|
Sep 30,
2022
|
|
Sep 30,
2023
|
|
Sep 30,
2022
|
Net Cash Provided by
Operating Activities
|
|
$
186.7
|
|
$ 133.1
|
|
$
514.0
|
|
$ 238.0
|
Payments for Certain
Acquisition Costs (Net of Tax of $11.4 Million)
(a)
|
|
—
|
|
—
|
|
86.9
|
|
—
|
Adjusted Cash Flows
from Operations*
|
|
186.7
|
|
133.1
|
|
600.9
|
|
238.0
|
Additions to Property
Plant and Equipment
|
|
(25.2)
|
|
(22.0)
|
|
(88.7)
|
|
(54.6)
|
Free Cash
Flow
|
|
$
161.5
|
|
$ 111.1
|
|
$
512.2
|
|
$ 183.4
|
|
|
|
|
|
|
|
|
|
GAAP Net (Loss) Income
Attributable to Regal Rexnord Corporation
|
|
$
(139.5)
|
|
$ 119.8
|
|
$
(113.3)
|
|
$ 387.4
|
Certain Acquisition
Costs (Net of Tax of $5.9 Million) (b)
|
|
—
|
|
—
|
|
32.3
|
|
—
|
Write-Off of Bridge
Facility Costs (Net of Tax of $4.1 Million)
|
|
—
|
|
—
|
|
13.0
|
|
—
|
Loss on Assets Held for
Sale (Zero Tax Impact)
|
|
112.7
|
|
—
|
|
112.7
|
|
—
|
Impairments (Net of Tax
of $0.9 Million and $1.5 Million, respectively)
|
|
60.1
|
|
—
|
|
61.9
|
|
—
|
Adjusted Net Income
Attributable to Regal Rexnord Corporation*
|
|
$
33.3
|
|
$ 119.8
|
|
$
106.6
|
|
$ 387.4
|
|
|
|
|
|
|
|
|
|
Free Cash Flow as a
Percentage of Adjusted Net Income
Attributable to Regal Rexnord Corporation*
|
|
485.0 %
|
|
92.7 %
|
|
480.5 %
|
|
47.3 %
|
|
|
|
|
|
|
|
|
|
(a)
|
Reflects the payment of
Regal Rexnord's and Altra's advisor success fees.
|
(b)
|
Reflects the charge
related to Regal Rexnord's advisor success fees.
|
ADJUSTED EFFECTIVE
TAX RATE
|
Three Months
Ended
|
|
Nine Months
Ended
|
|
Sep 30,
2023
|
|
Sep 30,
2022
|
|
Sep 30,
2023
|
|
Sep 30,
2022
|
|
|
|
|
|
|
|
|
(Loss) Income before
Taxes
|
$ (125.9)
|
|
$
155.1
|
|
$
(76.0)
|
|
$
502.2
|
Provision for Income
Taxes
|
12.7
|
|
33.2
|
|
34.9
|
|
110.0
|
Effective Tax
Rate
|
(10.1) %
|
|
21.4 %
|
|
(45.9) %
|
|
21.9 %
|
|
|
|
|
|
|
|
|
(Loss) Income before
Taxes
|
$ (125.9)
|
|
$
155.1
|
|
$
(76.0)
|
|
$
502.2
|
Intangible
Amortization
|
87.0
|
|
45.6
|
|
222.7
|
|
139.4
|
Restructuring and
Related Costs (a)
|
17.8
|
|
25.7
|
|
40.0
|
|
41.6
|
Share-Based
Compensation Expense (b)
|
12.9
|
|
5.8
|
|
49.1
|
|
17.0
|
Inventory Step
Up
|
8.8
|
|
(3.5)
|
|
52.9
|
|
5.5
|
Impairments and Exit
Related Costs
|
3.7
|
|
—
|
|
6.1
|
|
—
|
Loss on Assets Held for
Sale and Gain on Sale of Assets
|
112.7
|
|
—
|
|
112.1
|
|
(3.3)
|
Goodwill
Impairment
|
57.3
|
|
—
|
|
57.3
|
|
—
|
Transaction and Related
Costs (c)
|
10.5
|
|
—
|
|
128.7
|
|
4.3
|
Adjusted Income before
Taxes*
|
$
184.8
|
|
$
228.7
|
|
$
592.9
|
|
$
706.7
|
|
|
|
|
|
|
|
|
Provision for Income
Taxes
|
$
12.7
|
|
$
33.2
|
|
$
34.9
|
|
$
110.0
|
Tax Effect of
Intangible Amortization
|
21.1
|
|
11.2
|
|
54.1
|
|
34.2
|
Tax Effect from
Restructuring and Related Costs
|
3.8
|
|
6.3
|
|
9.7
|
|
10.3
|
Tax Effect of
Share-Based Compensation Expense
|
2.6
|
|
0.8
|
|
6.3
|
|
2.3
|
Tax Effect of Inventory
Step Up
|
2.1
|
|
(0.8)
|
|
12.7
|
|
1.3
|
Tax Effect from
Impairments and Exit Related Costs
|
0.9
|
|
—
|
|
1.5
|
|
—
|
Tax Effect of Loss on
Assets Held for Sale and Gain on Sale of Assets
|
—
|
|
—
|
|
(0.1)
|
|
(0.8)
|
Tax Effect of
Transaction and Related Costs
|
2.0
|
|
—
|
|
21.8
|
|
1.0
|
Discrete Tax
Items
|
(1.4)
|
|
(1.4)
|
|
(8.2)
|
|
(1.4)
|
Adjusted Provision for
Income Taxes*
|
$
43.8
|
|
$
49.3
|
|
$
132.7
|
|
$
156.9
|
|
|
|
|
|
|
|
|
Adjusted Effective Tax
Rate*
|
23.7 %
|
|
21.6 %
|
|
22.4 %
|
|
22.2 %
|
(a)
|
Relates to costs
associated with actions taken for employee reductions, facility
consolidations and site closures, product line exits and other
asset
charges. Includes
$7.5 Million of accelerated depreciation for the three and nine
months ended September 2023.
|
(b)
|
Includes the impact
related to the accelerated vesting of awards for certain former
Altra employees in the first quarter 2023.
|
(c)
|
For 2023, primarily
relates to (1) legal, professional service, severance, certain
other employee compensation and financing costs and incremental
net
interest expense on new debt associated with the Altra Transaction
and (2) legal and professional service costs associated with the
strategic review of the
Industrial Systems operating segment. For 2022, primarily
relates to legal and professional service costs associated with the
merger with the Rexnord
PMC business and acquisition of the Arrowhead
business.
|
ORGANIC SALES
GROWTH
|
|
Three Months
Ended
|
|
|
September 30,
2023
|
|
|
Industrial
Powertrain
Solutions
|
|
Power
Efficiency
Solutions
|
|
Automation
& Motion
Control
|
|
Industrial
Systems
|
|
Total Regal
Rexnord
|
Net Sales Three Months
Ended Sep 30,
2023
|
|
$
640.7
|
|
$
461.3
|
|
$
419.8
|
|
$
128.0
|
|
$ 1,649.8
|
Net Sales from
Businesses Acquired
|
|
(245.5)
|
|
—
|
|
(216.6)
|
|
—
|
|
(462.1)
|
Impact from Foreign
Currency Exchange
Rates
|
|
(5.5)
|
|
(0.7)
|
|
—
|
|
0.5
|
|
(5.7)
|
Organic Sales Three
Months Ended Sep
30, 2023
|
|
$
389.7
|
|
$
460.6
|
|
$
203.2
|
|
$
128.5
|
|
$ 1,182.0
|
|
|
|
|
|
|
|
|
|
|
|
Net Sales Three Months
Ended Sep 30,
2022
|
|
$
415.6
|
|
$
569.1
|
|
$
192.6
|
|
$
148.0
|
|
$ 1,325.3
|
Adjusted Net Sales
Three Months Ended
Sep 30, 2022
|
|
$
415.6
|
|
$
569.1
|
|
$
192.6
|
|
$
148.0
|
|
$ 1,325.3
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended Sep
30, 2023
Organic Sales Growth %
|
|
(6.2) %
|
|
(19.1) %
|
|
5.5 %
|
|
(13.2) %
|
|
(10.8) %
|
Three Months Ended Sep
30, 2023 Net
Sales Growth %
|
|
54.2 %
|
|
(18.9) %
|
|
118.0 %
|
|
(13.5) %
|
|
24.5 %
|
|
|
|
|
|
|
|
|
|
|
|
ORGANIC SALES
GROWTH
|
|
Nine Months
Ended
|
|
|
September 30,
2023
|
|
|
Industrial
Powertrain
Solutions
|
|
Power
Efficiency
Solutions
|
|
Automation
& Motion
Control
|
|
Industrial
Systems
|
|
Total Regal
Rexnord
|
Net Sales Nine Months
Ended Sep 30,
2023
|
|
$ 1,753.8
|
|
$ 1,390.9
|
|
$ 1,096.1
|
|
$
401.7
|
|
$ 4,642.5
|
Net Sales from
Businesses Acquired
|
|
(529.6)
|
|
—
|
|
(483.9)
|
|
—
|
|
(1,013.5)
|
Impact from Foreign
Currency Exchange
Rates
|
|
3.4
|
|
10.2
|
|
4.2
|
|
7.4
|
|
25.2
|
Organic Sales Nine
Months Ended Sep
30, 2023
|
|
$ 1,227.6
|
|
$ 1,401.1
|
|
$
616.4
|
|
$
409.1
|
|
$ 3,654.2
|
|
|
|
|
|
|
|
|
|
|
|
Net Sales Nine Months
Ended Sep 30,
2022
|
|
$ 1,254.0
|
|
$ 1,731.7
|
|
$
571.0
|
|
$
416.5
|
|
$ 3,973.2
|
Adjusted Net Sales Nine
Months Ended
Sep 30, 2022
|
|
$ 1,254.0
|
|
$ 1,731.7
|
|
$
571.0
|
|
$
416.5
|
|
$ 3,973.2
|
|
|
|
|
|
|
|
|
|
|
|
Nine Months Ended Sep
30, 2023
Organic Sales Growth %
|
|
(2.1) %
|
|
(19.1) %
|
|
8.0 %
|
|
(1.8) %
|
|
(8.0) %
|
Nine Months Ended Sep
30, 2023 Net
Sales Growth %
|
|
39.9 %
|
|
(19.7) %
|
|
92.0 %
|
|
(3.6) %
|
|
16.8 %
|
PRO FORMA ORGANIC
SALES
GROWTH (INCLUDING ALTRA)
|
|
Three Months
Ended
|
|
|
|
|
September 30,
2023
|
|
|
|
|
Industrial
Powertrain
Solutions
|
|
Power
Efficiency
Solutions
|
|
Automation
& Motion
Control
|
|
Industrial
Systems
|
|
Total Regal
Rexnord
|
|
Net Sales Three Months
Ended Sep 30,
2023
|
|
$
640.7
|
|
$
461.3
|
|
$
419.8
|
|
$
128.0
|
|
$
1,649.8
|
|
Impact from Foreign
Currency Exchange
Rates
|
|
(11.1)
|
|
(0.7)
|
|
0.4
|
|
0.4
|
|
(11.0)
|
|
Pro Forma Organic Sales
Three Months
Ended Sep 30, 2023
|
|
$
629.6
|
|
$
460.6
|
|
$
420.2
|
|
$
128.4
|
|
$
1,638.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Sales Three Months
Ended Sep 30,
2022
|
|
$
415.6
|
|
$
569.1
|
|
$
192.6
|
|
$
148.0
|
|
$
1,325.3
|
|
Net Sales from
Businesses Acquired
|
|
238.1
|
|
—
|
|
228.2
|
|
—
|
|
466.3
|
|
Pro Forma Adjusted Net
Sales Three
Months Ended Sep 30, 2022
|
|
$
653.7
|
|
$
569.1
|
|
$
420.8
|
|
$
148.0
|
|
$
1,791.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended Sep
30, 2023 Pro
Forma Organic Sales Growth %
|
|
(3.7) %
|
(a)
|
(19.1) %
|
|
(0.1) %
|
(a)
|
(13.2) %
|
|
(8.5) %
|
(a)
|
Three Months Ended Sep
30, 2023 Pro
Forma Net Sales Growth %
|
|
(2.0) %
|
(b)
|
(18.9) %
|
|
(0.2) %
|
(b)
|
(13.5) %
|
|
(7.9) %
|
(b)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a) Amounts adjusted to reflect pro forma organic sales
growth.
|
|
(b) Amounts adjusted to reflect pro forma net sales
growth.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
PRO FORMA ORGANIC
SALES
GROWTH (INCLUDING ALTRA)
|
|
Nine Months
Ended
|
|
|
|
|
September 30,
2023
|
|
|
|
|
Industrial
Powertrain
Solutions
|
|
Power
Efficiency
Solutions
|
|
Automation
& Motion
Control
|
|
Industrial
Systems
|
|
Total Regal
Rexnord
|
|
Net Sales Nine Months
Ended Sep 30,
2023
|
|
$
1,753.8
|
|
$
1,390.9
|
|
$
1,096.1
|
|
$
401.7
|
|
$
4,642.5
|
|
Net Sales from
Businesses Acquired
|
|
234.4
|
|
—
|
|
216.7
|
|
—
|
|
451.1
|
|
Impact from Foreign
Currency Exchange
Rates
|
|
4.1
|
|
10.2
|
|
14.9
|
|
7.3
|
|
36.5
|
|
Pro Forma Organic Sales
Nine Months
Ended Sep 30, 2023
|
|
$
1,992.3
|
|
$
1,401.1
|
|
$
1,327.7
|
|
$
409.0
|
|
$
5,130.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Sales Nine Months
Ended Sep 30,
2022
|
|
$
1,254.0
|
|
$
1,731.7
|
|
$
571.0
|
|
$
416.5
|
|
$
3,973.2
|
|
Net Sales from
Businesses Acquired (a)
|
|
742.9
|
|
—
|
|
691.8
|
|
—
|
|
1,434.7
|
|
Pro Forma Adjusted Net
Sales Nine
Months Ended Sep 30, 2022
|
|
$
1,996.9
|
|
$
1,731.7
|
|
$
1,262.8
|
|
$
416.5
|
|
$
5,407.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine Months Ended Sep
30, 2023 Pro
Forma Organic Sales Growth
|
|
(0.2) %
|
(b)
|
(19.1) %
|
|
5.1 %
|
(b)
|
(1.8) %
|
|
(5.1) %
|
(b)
|
Nine Months Ended Sep
30, 2023 Pro
Forma Net Sales Growth %
|
|
(12.2) %
|
(c)
|
(19.7) %
|
|
(13.2) %
|
(c)
|
(3.6) %
|
|
(14.2) %
|
(c)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a) Excludes the revenues from Altra's Jacobs Vehicle
Systems business, which was sold in April 2022.
|
|
(b) Amounts adjusted to reflect pro forma organic sales
growth.
|
|
(c) Amounts adjusted to reflect pro forma net sales
growth.
|
|
PRO FORMA NET INCOME
TO ADJUSTED EBITDA
|
Unaudited
|
|
|
(Dollars in
Millions)
|
|
|
|
|
|
Three Months
Ended
|
|
|
Sep 30,
2022
|
Pro Forma Net
Sales
|
|
$
1,791.6
|
Pro Forma Adjusted Net
Sales
|
|
$
1,791.6
|
|
|
|
Pro Forma Net
Income
|
|
$
71.6
|
Plus: Income
Taxes
|
|
22.4
|
Plus: Interest
Expense
|
|
106.6
|
Less: Interest
Income
|
|
(1.3)
|
Plus:
Depreciation
|
|
45.1
|
Plus:
Amortization
|
|
86.4
|
Pro Forma
EBITDA
|
|
330.8
|
Plus: Restructuring and
Related Costs
|
|
29.6
|
Plus: Share-Based
Compensation Expense
|
|
9.7
|
Less: Inventory Step
Up
|
|
(3.5)
|
Plus: Impairments and
Exit Related Costs
|
|
3.0
|
Plus: Transaction and
Related Costs
|
|
0.9
|
Pro Forma Adjusted
EBITDA
|
|
$
370.5
|
|
|
|
Pro Forma Adjusted
EBITDA Margin %
|
|
20.7 %
|
View original
content:https://www.prnewswire.com/news-releases/regal-rexnord-reports-third-quarter-2023-financial-results-including-strong-free-cash-flow-301974700.html
SOURCE Regal Rexnord Corporation