11/06/2026 | Press release | Distributed by Public on 11/06/2026 14:32
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.
This report on Form 10-Q contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended. The words "expects," "anticipates," "believes," "intends," "plans," "will" and similar expressions identify forward-looking statements. In addition, any statements that refer to expectations, projections or other characterizations of future events or circumstances are forward-looking statements. We undertake no obligation to publicly disclose any revisions to these forward-looking statements to reflect events or circumstances occurring subsequent to filing this Form 10-Q with the Securities and Exchange Commission. These forward-looking statements are subject to risks and uncertainties, including, without limitation, those discussed in this report and those identified in Part I, Item 1A, "Risk Factors" included in our Form 10-K. In addition, new risks emerge from time to time, and it is not possible for management to predict all such risk factors or to assess the impact of such risk factors on our business. Accordingly, our future results may differ materially from historical results or from those discussed or implied by these forward-looking statements. Given these risks and uncertainties, the reader should not place undue reliance on these forward-looking statements.
OVERVIEW
We are a global leader in highly engineered motion control and electronic controls technology for diverse end markets, including agriculture, construction, data centers, energy, health and wellness, industrial, marine, material handling, and recreational vehicles.
We report our results through two reportable segments: Hydraulics and Electronics. The Hydraulics segment designs and manufactures hydraulic motion control and fluid conveyance products, including cartridge valves, manifolds, and quick release couplings, and engineers hydraulic solutions and in some cases complete systems. The Electronics segment designs and manufactures customized electronic control systems, displays, wire harnesses, and software solutions.
With our global operating network, we have the advantages of leveraging sales, marketing, innovation, customer relationships and operational capabilities across all our businesses. We continue to drive best practices and are committed to leveraging resources to best serve our customers and explore new opportunities.
Restructuring Activities
In January 2025, the Company began restructuring the Helios Center of Engineering Excellence ("HCEE"). Consistent with the Company's previously announced restructuring plan, during the end of the second quarter 2025, management ceased operations at the San Antonio office and reassigned resources to the operations at our other major facilities across the business, and eliminated certain positions. As a result of this planned change in the HCEE business operations, the workforce intangible asset associated with the HCEE acquisition was reviewed by management and it was determined that the remaining net book value of the asset should be accelerated and amortized over a useful life ending June 2025.
We initiated some optimization activities at the beginning of 2026 that will result in the movement of production activities between locations in order to drive operational efficiencies and reduce costs. We have consolidated the North American operations of the hydraulics Faster entity in Toledo, Ohio, and have closed the Faster operation in Quebec, Canada, that was obtained as part of the acquisition of the assets of Taimi R&D, Inc. in July 2022. The activities began in the first quarter of 2026 and were substantially completed at the end of the second quarter of 2026. We are also moving production within our Electronics segment to our low cost manufacturing Centers of Excellence in Tijuana, Mexico and Dongguan, China. These activities were paused in 2025 as a result of the uncertain and changing tariff landscape and have been re-initiated and are expected to continue to take place throughout 2027. In addition, the Company has initiated integration activities related to the acquisition of Radio Sound. Costs associated with the integration are recorded in Restructuring charges and integration is expected to be completed in early 2027.
Restructuring costs totaled $2.7 and $1.4, for the nine months ended October 3, 2026, and September 27, 2025, respectively.
Global Economic and Geopolitical Conditions
We expect the volatility in the macroeconomic environment to continue, characterized by economic uncertainty and market disruption driven by inflationary pressures, volatile oil prices, political uncertainty, potential changes to current global trade policies and modifications of existing trade agreements, the potential negotiation of new trade agreements, the imposition of new (and retaliatory) tariffs, and the ongoing geopolitical conflicts in Ukraine and the Middle East. We are continuously monitoring these economic and geopolitical conditions and remain focused on liquidity management, pricing discipline, cost savings initiatives, and production efficiency as ways to mitigate the risks associated with the uncertainty.
Refer to Item 1A "Risk Factors" of our Form 10-K for additional discussion of risks related to global economic conditions.
Tariffs
The global trade environment remains highly dynamic, with significant changes to U.S. tariff policy enacted during 2025 and continuing into 2026. These measures include new tariffs, modifications to existing programs, and ongoing legal and regulatory developments. Such tariffs were implemented under several legal frameworks, including the International Emergency Economic Powers Act ("IEEPA").
In February 2026, the U.S. Supreme Court ruled that certain tariffs imposed under the IEEPA were not authorized. During the three and nine months ended October 3, 2026, the Company received approximately $0.6 and $6.1, respectively, of refunds related to tariffs previously imposed under the International Emergency Economic Powers Act ("IEEPA"). Consistent with its accounting policy under ASC 450-30, Gain Contingencies, the Company did not recognize any benefit associated with the IEEPA tariff recoveries until realization was assured through receipt of the cash refunds. These refunds, together with approximately $0.2 of tariff refunds received from a supplier during the third quarter, reduced cost of sales by approximately $0.8 and $6.1 for the three and nine months ended October 3, 2026, respectively. The IEEPA refunds also increased other income by approximately $0.2 for related interest during the nine months ended October 3, 2026. The Company also recorded estimated reductions of revenue of $0.6 and $4.7 for the three and nine months ended October 3, 2026, respectively, for amounts expected to be returned to certain customers in accordance with ASC 606. As a result, the net benefit recognized in gross profit was approximately $0.2 and $1.4 for the three and nine months ended October 3, 2026, respectively.
Due to the fluidity of the tariff environment and potential subsequent changes to effective dates of certain tariffs, amounts of announced tariffs, and various exemptions for imports into the U.S. (especially in light of the recent decisions invalidating tariffs implemented under the IEEPA), we are unable to fully quantify the impact any tariffs will have on our results of operations when and if enacted. Our expectation, however, is to continue to leverage our regional production capabilities, source components from local suppliers, and take certain pricing actions, which we believe may mitigate the impact of higher tariff costs. We cannot provide any assurances that these or other actions that we take will be able to offset any or all tariff-related costs. Additionally, increased prices could impact demand for our products, including our ability to attract new customers or cause increases in existing customer attrition. If our attempts to mitigate tariff-related
costs are not sufficient or executed in a timely manner, our business, results of operations, and our financial and/or operating costs may be adversely affected.
We export products from our U.S. locations to more than 40 countries. Our total U.S. exports were approximately $40.6 or 17.7% of total sales in the three months ended October 3, 2026. For the nine months ended October 3, 2026, our total U.S. exports were approximately $121.6 or 17.6% of total sales.
We will continue to monitor developments in trade policy and assess the potential impact on our cost structure, supply chain, and customer demand.
Industry Conditions
The capital goods industries in general, and the Hydraulics and Electronics segments specifically, are subject to economic cycles. We utilize industry trend reports from various sources, as well as feedback from customers and distributors, to evaluate economic trends. We also rely on global government statistics such as Gross Domestic Product and Purchasing Managers Index to understand macroeconomic conditions.
Hydraulics
According to the National Fluid Power Association (the fluid power industry's trade association in the U.S.), the U.S. index of shipments of hydraulic products increased 5% during the first nine months of 2026 compared to the first nine months of the prior year while the U.S. index of orders of hydraulic products increased 16% during the same period. In Europe, the CEMA (European Agricultural Machinery Association) Business Barometer reported in September 2026 that the general business climate index for the European agricultural machinery industry has dropped back into recession territory after a brief improvement in August. The setback was mainly driven by a downward revision of expectations for the next six months, bringing future expectations closer to the still-negative assessment.
Electronics
The Federal Reserve's Industrial Production Index, which measures the real output of all relevant establishments located in the U.S., reports third quarter 2026 output of semiconductors and other electronics components increased 12% from the prior quarter. The Institute of Printed Circuits Association ("IPC") reported that total North American printed circuit board ("PCB") shipments were down 6.4% in September compared with the same month last year. PCB bookings in 2026 were up 229.4% in September compared to the prior year and September year to date bookings increased 56.1% for the same period last year. The book to bill ratio, calculated as the value of orders booked over the past three months divided by the value of sales in the same period, was above 1.8 for September 2026, indicating the strong demand environment that started the year continues. The IPC also reported that North American electronics manufacturing services ("EMS") shipments decreased 10.8% in September compared to the prior year while being up 1.0% and down 0.3% year over year in August and July, respectively. EMS bookings increased 41.7% in September year over year after increasing 53.5% and 44.3% in August and July, respectively, highlighting the sector's strong demand in the quarter.
2026 Third Quarter Results and Comparison of the Three Months Ended October 3, 2026, and September 27, 2025
(In millions, except per share data)
The following is a discussion of our third quarter of 2026 results of operations and liquidity and capital resources. Comparisons are with the corresponding reporting period of 2025, unless otherwise noted.
The following table presents our condensed consolidated results of operations:
|
Three Months Ended |
||||||||||||||||
|
October 3, 2026 |
September 27, 2025 |
$ Change |
% Change |
|||||||||||||
|
Net sales |
$ |
229.7 |
$ |
220.3 |
$ |
9.4 |
4.3 |
% |
||||||||
|
Gross profit |
$ |
76.2 |
$ |
73.0 |
$ |
3.2 |
4.4 |
% |
||||||||
|
Gross profit % |
33.2 |
% |
33.1 |
% |
||||||||||||
|
Operating income |
$ |
28.1 |
$ |
1.3 |
$ |
26.8 |
NM |
|||||||||
|
Operating income % |
12.2 |
% |
0.6 |
% |
||||||||||||
|
Net income |
$ |
17.6 |
$ |
10.3 |
$ |
7.3 |
70.9 |
% |
||||||||
|
Diluted net income per share |
$ |
0.53 |
$ |
0.31 |
$ |
0.22 |
71.0 |
% |
||||||||
|
Nine Months Ended |
||||||||||||||||
|
October 3, 2026 |
September 27, 2025 |
$ Change |
% Change |
|||||||||||||
|
Net sales |
$ |
690.0 |
$ |
628.2 |
$ |
61.8 |
9.8 |
% |
||||||||
|
Gross profit |
$ |
231.3 |
$ |
200.3 |
$ |
31.0 |
15.5 |
% |
||||||||
|
Gross profit % |
33.5 |
% |
31.9 |
% |
||||||||||||
|
Operating income |
$ |
90.5 |
$ |
40.3 |
$ |
50.2 |
124.6 |
% |
||||||||
|
Operating income % |
13.1 |
% |
6.4 |
% |
||||||||||||
|
Net income |
$ |
59.2 |
$ |
28.9 |
$ |
30.3 |
104.8 |
% |
||||||||
|
Diluted net income per share |
$ |
1.79 |
$ |
0.87 |
$ |
0.92 |
105.7 |
% |
||||||||
General note: NM indicates that the percentage change is not meaningful.
Third quarter consolidated net sales increased $9.4, or 4.3%, compared to the prior-year period. Foreign currency translation had a favorable impact of approximately $1.0, or 0.5%, on third quarter net sales. In addition, third quarter 2026 net sales included a $0.6 reduction resulting from expected customer credits associated with IEEPA tariff refunds. Third quarter sales were positively impacted by demand across several of our end markets, including mobile, health and wellness, agriculture and recreational. Demand in the industrial end market increased modestly compared to the prior year period, while marine sales within the recreational end market increased year-over-year for the first time in seven quarters. Sales in the Americas and EMEA regions were up during the third quarter compared to the prior year, while sales in the APAC region decreased due to the Divestiture. Excluding the Divestiture related sales of $17.5 in the third quarter of 2025, sales in the APAC region increased 32.2%.
Year-to-date consolidated net sales increased $61.8, or 9.8% compared to the prior-year period which included $46.7 of sales related to the Divestiture. Foreign currency translation had a favorable impact of approximately $9.5, or 1.5%, on year-to-date net sales. Year-to-date 2026 net sales also included a $4.7 reduction resulting from expected customer credits associated with IEEPA tariff refunds.
Third quarter gross profit increased $3.2, 4.4%, above the prior year third quarter primarily from the impact of higher volume. Gross margin increased 10 basis points compared with prior year third quarter to 33.2%. Improved fixed cost leverage on higher volume and the benefit of the Divestiture were offset primarily by higher component cost, direct labor, freight and utility costs as a percentage of net sales. The increase in direct labor costs was attributed primarily to increased overtime and benefit related expenses compared to the prior year period. Gross profit for the three months ended October 3, 2026 included a $0.2 benefit related to IEEPA tariff refunds.
Year-to-date gross profit increased $31.0, 15.5%, while gross margin increased by 160 basis points to 33.5% primarily due to the impact of higher volume. Gross profit for nine months ended October 3, 2026 included a $1.4 benefit related to IEEPA tariff refunds.
Third quarter operating income as a percentage of net sales increased 1,160 basis points to 12.2%. The increase is primarily due to the $25.9 non-cash goodwill impairment charge related to i3PD recorded in the prior year period. Operating expenses, excluding amortization of intangible assets and goodwill impairment, were $2.4 higher than the prior year period, mainly due to research and development expenses, higher incentive compensation costs, and higher employee benefit costs.
Year-to-date operating income as a percentage of net sales increased 670 basis points to 13.1%. The increase was primarily due to the goodwill impairment charge recorded in the prior-year period, higher gross margin in the current year, and lower operating expenses, excluding amortization of intangible assets and goodwill impairment as a percentage of net sales. Operating expenses, excluding amortization of intangible assets and goodwill impairment, were $8.2 higher than in the prior-year period, primarily due to higher research and development expenses, employee benefit costs, marketing expenses, and bad debt expense.
Net interest expense decreased by $2.2 to $4.7 in the third quarter of 2026 primarily due to lower debt outstanding compared to the prior year period and a lower spread on our credit facility borrowings because of reduced leverage. Average total debt decreased to $330.3 during the third quarter of 2026 compared with $428.6 during the third quarter of 2025. Year to date interest expense totaled $14.5, a decrease of $6.8. Average total debt for the year-to-date period decreased to $348.1 compared with $435.3 during the prior-year period. The reduction in average total debt is due to the paying down of debt incurred from prior acquisitions.
The provision for income taxes for the three months ended October 3, 2026 and September 27, 2025 was 25.0% and 19.8% of pretax income, respectively. The provision for income taxes for the nine months ended October 3, 2026 and September 27, 2025 was 23.3% and 22.3% of pretax income, respectively. These effective rates fluctuate relative to the levels of income and different tax rates in effect among the countries in which the Company sells products. The increase in the effective tax rate for the three months ended October 3, 2026 was primarily attributable to a deferred tax benefit from the reversal of the deferred tax liability related to the i3PD goodwill upon its impairment, partially offset by tax expense associated with a prior-year gain from the Divestiture.
On July 4, 2025, the One Big Beautiful Bill Act ("OBBBA") was enacted in the U.S. The OBBBA includes significant provisions, such as the permanent extension of certain expiring provisions of the Tax Cuts and Jobs Act, modifications to the international tax framework and the restoration of favorable tax treatment for certain business provisions. The legislation has multiple effective dates, with certain provisions effective in 2025 and others implemented through 2027. While we expect certain provisions of the OBBBA to change the timing of cash payments in the current fiscal year and future periods, we do not currently expect the legislation to have a material impact on our condensed consolidated financial statements.
SEGMENT RESULTS
Hydraulics
The following table presents the results of operations for the Hydraulics segment:
|
Three Months Ended |
||||||||||||||||
|
October 3, 2026 |
September 27, 2025 |
$ Change |
% Change |
|||||||||||||
|
Net sales |
$ |
142.9 |
$ |
141.3 |
$ |
1.6 |
1.1 |
% |
||||||||
|
Gross profit |
$ |
46.1 |
$ |
45.9 |
$ |
0.2 |
0.4 |
% |
||||||||
|
Gross profit % |
32.3 |
% |
32.5 |
% |
||||||||||||
|
Operating income |
$ |
24.7 |
$ |
24.2 |
$ |
0.5 |
2.1 |
% |
||||||||
|
Operating income % |
17.3 |
% |
17.2 |
% |
||||||||||||
|
Nine Months Ended |
||||||||||||||||
|
October 3, 2026 |
September 27, 2025 |
$ Change |
% Change |
|||||||||||||
|
Net sales |
$ |
428.5 |
$ |
408.6 |
$ |
19.9 |
4.9 |
% |
||||||||
|
Gross profit |
$ |
141.0 |
$ |
129.8 |
$ |
11.2 |
8.6 |
% |
||||||||
|
Gross profit % |
32.9 |
% |
31.8 |
% |
||||||||||||
|
Operating income |
$ |
76.9 |
$ |
66.7 |
$ |
10.2 |
15.3 |
% |
||||||||
|
Operating income % |
17.9 |
% |
16.3 |
% |
||||||||||||
Third quarter net sales for the Hydraulics segment increased by $1.6, 1.1%, compared with the prior year third quarter. Prior-year sales included $17.5 related to the Divestiture. Excluding the impact of the divested business, Hydraulics segment net sales increased by $19.1, or 15.4%, compared with the prior-year third quarter, primarily driven by improved demand in the mobile and agriculture end markets. Changes in foreign currency exchange rates had a favorable impact of $0.6, 0.3%.
Year-to-date net sales for the Hydraulics segment increased by $19.9, or 4.9%, compared with the prior-year period. Prior-year sales included $46.7 related to the Divestiture. Excluding the impact of the divested business, Hydraulics segment net sales increased by $66.6, or 18.4%, compared with the prior-year period, primarily driven by improved demand in the mobile and agriculture end markets. Changes in foreign currency exchange rates had a favorable impact of $8.3, or 2.0%.
Net sales in the Hydraulics segment for the three and nine months ended October 3, 2026 included a $2.9 reduction resulting from expected customer credits associated with IEEPA tariff refunds.
The following table presents net sales based on the geographic region of the sale for the Hydraulics segment:
|
Three Months Ended |
||||||||||||||||
|
October 3, 2026 |
September 27, 2025 |
$ Change |
% Change |
|||||||||||||
|
Americas |
$ |
59.7 |
$ |
53.7 |
$ |
6.0 |
11.2 |
% |
||||||||
|
EMEA |
45.0 |
41.2 |
3.8 |
9.2 |
% |
|||||||||||
|
APAC |
38.2 |
46.4 |
(8.2 |
) |
(17.7 |
)% |
||||||||||
|
Total |
$ |
142.9 |
$ |
141.3 |
||||||||||||
|
Nine Months Ended |
||||||||||||||||
|
October 3, 2026 |
September 27, 2025 |
$ Change |
% Change |
|||||||||||||
|
Americas |
$ |
173.7 |
$ |
157.9 |
$ |
15.8 |
10.0 |
% |
||||||||
|
EMEA |
146.0 |
125.1 |
20.9 |
16.7 |
% |
|||||||||||
|
APAC |
108.8 |
125.6 |
(16.8 |
) |
(13.4 |
)% |
||||||||||
|
Total |
$ |
428.5 |
$ |
408.6 |
||||||||||||
Regional sales performance in the third quarter compared to the prior year quarter was driven by:
Americas - sales increased $6.0, 11.2%, primarily from stronger demand in the mobile end market.
EMEA - sales increased $3.8, 9.2%. Excluding unfavorable changes in foreign currency rates of $0.7, sales increased $4.5, 10.9%, driven by generally stronger demand in the mobile and agriculture end markets.
APAC - sales decreased $8.2, 17.7%. Excluding favorable changes in foreign currency rates of $1.3 and Divestiture related sales of $17.5, APAC sales increased $8.0, 27.7%, driven by generally stronger demand in the mobile end market.
Third quarter gross profit increased $0.2, 0.4%, compared to the prior year third quarter, primarily due to higher volume, partially offset by higher freight, employee benefit costs, and utilities costs. Gross margin decreased 20 basis points to 32.3%, primarily due to higher direct labor, freight and overhead costs as a percentage of net sales.
Year-to-date gross profit increased $11.2, 8.6%, primarily due to higher volume and net tariff impacts. Gross margin increased 110 basis points primarily due to the Divestiture and lower material costs as a percentage of net sales partially offset by higher direct labor and variable overhead costs as a percentage of net sales.
Gross profit in the Hydraulics segment for the three and nine months ended October 3, 2026 included a $0.8 benefit related to IEEPA tariff refunds.
Third quarter operating income as a percentage of net sales increased 10 basis points to 17.3%, primarily due to fixed cost leverage on higher volume and lower operating expenses, partially offset by lower gross margin. Operating expenses were $0.3 lower than in the prior-year period, primarily due to lower costs as result of the Divestiture, partially offset by employee benefit costs.
Year-to-date operating income as a percentage of net sales increased 160 basis points to 17.9%, primarily due to higher gross margin and fixed cost leverage on higher volume, partially offset by higher operating expenses. Operating expenses were $1.0 higher than in the prior-year period, primarily due to higher research and development expenses and employee benefit costs.
Electronics
The following table presents the results of operations for the Electronics segment:
|
Three Months Ended |
||||||||||||||||
|
October 3, 2026 |
September 27, 2025 |
$ Change |
% Change |
|||||||||||||
|
Net sales |
$ |
86.8 |
$ |
79.0 |
$ |
7.8 |
9.9 |
% |
||||||||
|
Gross profit |
$ |
30.1 |
$ |
27.1 |
$ |
3.0 |
11.1 |
% |
||||||||
|
Gross profit % |
34.7 |
% |
34.3 |
% |
||||||||||||
|
Operating income |
$ |
12.4 |
$ |
(13.7 |
) |
$ |
26.1 |
190.5 |
% |
|||||||
|
Operating income % |
14.3 |
% |
-17.5 |
% |
||||||||||||
|
Nine Months Ended |
||||||||||||||||
|
October 3, 2026 |
September 27, 2025 |
$ Change |
% Change |
|||||||||||||
|
Net sales |
$ |
261.5 |
$ |
219.6 |
$ |
41.9 |
19.1 |
% |
||||||||
|
Gross profit |
$ |
90.3 |
$ |
70.5 |
$ |
19.8 |
28.1 |
% |
||||||||
|
Gross profit % |
34.5 |
% |
32.1 |
% |
||||||||||||
|
Operating income |
$ |
37.8 |
$ |
0.2 |
$ |
37.6 |
NM |
|||||||||
|
Operating income % |
14.5 |
% |
0.1 |
% |
||||||||||||
General note: NM indicates that the percentage change is not meaningful.
Third quarter net sales for the Electronics segment increased $7.8, 9.9%, compared with the prior year period. Compared to the prior year period, the third quarter sales increase was driven by the health and wellness, recreational, mobile and industrial end markets. Sales in the agriculture end market increased slightly. Third quarter sales included $0.4 from Radio Sound, Inc. Changes in foreign currency exchange rates had a favorable impact of $0.4. Net sales in the Electronics segment for the three months ended October 3, 2026 included a $0.6 reduction resulting from expected customer credits associated with IEEPA tariff refunds.
Year-to-date net sales for the Electronics segment increased $41.9, 19.1%, compared with the prior year period. Overall strength in the recreational, health and wellness, mobile, and industrial end markets more than offset a slight decrease in sales in the agriculture end market. Year-to-date sales included $0.4 from Radio Sound, Inc. Changes in foreign currency exchange rates had a favorable impact of $1.2. Net sales in the Electronics segment for the nine months ended October 3, 2026 included a $1.8 reduction resulting from expected customer credits associated with IEEPA tariff refunds.
The following table presents net sales based on the geographic region of the sale for the Electronics segment:
|
Three Months Ended |
||||||||||||||||
|
October 3, 2026 |
September 27, 2025 |
$ Change |
% Change |
|||||||||||||
|
Americas |
$ |
66.2 |
$ |
60.5 |
$ |
5.7 |
9.4 |
% |
||||||||
|
EMEA |
9.1 |
9.8 |
(0.7 |
) |
(7.1 |
)% |
||||||||||
|
APAC |
11.5 |
8.7 |
2.8 |
32.2 |
% |
|||||||||||
|
Total |
$ |
86.8 |
$ |
79.0 |
||||||||||||
|
Nine Months Ended |
||||||||||||||||
|
October 3, 2026 |
September 27, 2025 |
$ Change |
% Change |
|||||||||||||
|
Americas |
$ |
201.2 |
$ |
170.9 |
$ |
30.3 |
17.7 |
% |
||||||||
|
EMEA |
26.8 |
24.4 |
2.4 |
9.8 |
% |
|||||||||||
|
APAC |
33.5 |
24.3 |
9.2 |
37.9 |
% |
|||||||||||
|
Total |
$ |
261.5 |
$ |
219.6 |
||||||||||||
Net sales increased across both the Americas and APAC regions in the third quarter and year-to-date period. APAC sales increased over the comparable third quarter and year-to-date periods driven primarily by the health and wellness end market. In the Americas, the recreational end market was the primary driver for the growth. Net sales in EMEA were down in the third quarter but up in the year-to-date period.
Third quarter gross profit increased $3.0, 11.1% compared to the prior year third quarter, primarily due to higher volume. Gross margin improved 40 basis points, primarily due to fixed cost leverage on higher volume, partially offset by higher electronic component costs and freight expense. Gross profit in the Electronics segment for the three months ended October 3, 2026 included a $0.2 benefit related to IEEPA tariff refunds.
Year-to-date gross profit increased $19.8, 28.1%, primarily due to higher volume in the current year and net tariff impacts. Gross margin increased 240 basis points over the same period to 34.5%, primarily due to better absorption of fixed costs on higher sales volumes and lower direct labor costs as a percentage of net sales, partially offset by higher electronic component costs. Gross profit in the Electronics segment for the nine months ended October, 2026 included a $0.6 benefit related to IEEPA tariff refunds.
Operating income in the third quarter of 2025 included a $25.9 goodwill impairment charge related to i3PD, which is included in the Electronics segment. Excluding the impairment, prior year Electronics operating income was $12.2 and operating margin was 15.5%. Compared to the prior year period, excluding the impairment, operating income increased $0.2, as higher gross profit was largely offset by higher operating expenses, and operating income as a percentage of net sales decreased 120 basis points to 14.3%. Excluding the impairment, operating expenses were $2.8 higher than the prior year period, primarily due to higher research and development expenses, employee benefit costs, incentive compensation costs, and bad debt expense.
Operating income for the first nine months of 2025 included the $25.9 goodwill impairment charge related to i3PD. Excluding the impairment, prior year-to-date Electronics operating income was $26.1 and operating margin was 11.9%. Compared to the prior year period, excluding the impairment, year-to-date operating income increased $11.7, as higher gross profit was partially offset by higher operating expenses. Operating income as a percentage of net sales increased 260 basis points to 14.5%. Excluding the impairment, operating expenses were $8.1 higher than the prior year period, primarily due to higher research and development expenses, employee benefit costs, incentive compensation costs, and bad debt expense.
Corporate and Other
Certain costs are excluded from business segment results as they are not used in evaluating the results of, or in allocating resources to, our operating segments. For the third quarter of 2026, these costs totaled $9.0 and included amortization of acquisition-related intangible assets of $7.5 and $1.5 for costs primarily related to merger and acquisition planning activities. Compared to the third quarter of 2025, these costs decreased by $0.2, primarily due to the absence of Divestiture related cost and a reduction of amortization related to acquired intangible assets. Year-to-date, corporate and other costs totaled $24.2 for amortization of acquisition related intangible assets of $22.6 and $1.6 primarily related to merger and acquisition planning activities. This compared to $26.6 in the 2025 year-to-date period that included amortization of acquisition related intangible assets of $24.1, $1.8 for Divestiture activities and $0.7 for officer transition costs.
LIQUIDITY AND CAPITAL RESOURCES
Historically, our primary source of capital has been cash generated from operations. We also use borrowings on our credit facility to fund acquisitions. During the first nine months of 2026, cash provided by operating activities totaled $105.7. At the end of the third quarter, we had $72.6 of available cash and cash equivalents on hand and $398.0 of available credit on our revolving credit facilities. We also have a $400.0 accordion feature available under our Third Amended and Restated Credit Agreement, subject to certain pro forma compliance requirements, that is intended to support potential future acquisitions.
Our principal uses of cash are operating expenses, capital expenditures, servicing debt, acquisition-related payments, dividends to shareholders, and share repurchases.
We believe that cash generated from operations and our borrowing availability under our credit facilities will be sufficient to satisfy our operating expenses for the foreseeable future. In the event that economic conditions were to severely worsen for a protracted period of time, we would have several options available to ensure liquidity in addition to increased borrowings. Capital expenditures could be postponed since they primarily pertain to long-term improvements in operations, operating expense reductions could be made, acquisition activity could be delayed and finally, the dividend to shareholders as well as share repurchases could be reduced or suspended.
Cash Flows
The following table summarizes our cash flows for the periods:
|
Nine Months Ended |
||||||||||||
|
October 3, 2026 |
September 27, 2025 |
$ Change |
||||||||||
|
Net cash provided by operating activities |
$ |
105.7 |
$ |
81.3 |
$ |
24.4 |
||||||
|
Net cash used in investing activities |
(29.0 |
) |
(21.6 |
) |
(7.4 |
) |
||||||
|
Net cash used in financing activities |
(76.5 |
) |
(51.1 |
) |
(25.4 |
) |
||||||
|
Effect of exchange rate changes on cash and cash equivalents |
(0.6 |
) |
2.2 |
(2.8 |
) |
|||||||
|
Net (decrease) increase in cash and cash equivalents |
$ |
(0.4 |
) |
$ |
10.8 |
$ |
(11.2 |
) |
||||
Cash on hand decreased $0.4 from January 3, 2026 to $72.6 as of October 3, 2026. Effect of exchange rate changes during the nine months ended October 3, 2026, negatively impacted cash and cash equivalents by $0.6. Cash balances on hand are a result of our cash management strategy, which focuses on maintaining sufficient cash to fund operations while reinvesting in the business, returning capital to shareholders, funding acquisitions and paying down borrowings on our credit facilities.
Operating activities
Year-to-date cash from operations increased by $24.4 to $105.7. Changes in net operating assets and liabilities reduced cash flow by $6.9 in the three quarters, compared to $8.5 in the prior year period, as a higher increase in inventory and other current assets was offset by a smaller increase in accounts receivable and higher increases in accrued expenses and other liabilities and income taxes payable. Changes in inventory decreased cash by $20.9 in comparison to an increase of cash by $1.0 in the first three quarters of 2026 and 2025, respectively. Days of inventory on hand slightly increased to 119 days as of October 3, 2026, compared with 118 days as of September 27, 2025. Changes in accounts receivable reduced cash by $24.1 and $35.4 in the first three quarters of 2026 and 2025, respectively. Days sales outstanding decreased to 54 days as of October 3, 2026, compared with 55 days as of September 27, 2025. Changes in accounts payable increased cash by $20.9 and $20.3 in the first three quarters of 2026 and 2025, respectively. Days payables outstanding increased to 57 days as of October 3, 2026, compared with 46 days as of September 27, 2025. Days of inventory on hand is calculated as average inventory for the current and prior quarter-end divided by average daily cost of sales for the trailing three months. Days sales outstanding is calculated as period-end accounts receivable divided by average daily net sales for the trailing three months. Days payables outstanding is calculated as period-end accounts payable divided by average daily cost of sales for the trailing three months.
Investing activities
Cash used in investing activities totaled $29.0 in the first three quarters of 2026, compared to $21.6 in the first three quarters of the prior year. The year-over-year increase primarily reflects higher capital expenditures to support organic growth opportunities and the acquisition of Radio Sound, Inc. during the third quarter of 2026 for $1.7. Capital expenditures totaled $25.5, 3.7%, of sales for the first three quarters of 2026, an increase of $7.3 over the prior year comparable period.
Financing activities
Cash used in financing activities totaled $76.5 during the first three quarters of 2026, compared to $51.1 in the same period of the prior year. In the first three quarters of 2026, repayments, net of borrowings, totaled $35.6 compared to $32.2 in the first three quarters of 2025.
Borrowings on our term loans and revolving credit facilities as of October 3, 2026, totaled $226.2 and $101.3, respectively. See Note 9 - Credit Facilities, for additional information regarding our credit facilities.
Scheduled principal payments under the Term Loan Facility were payable in quarterly installments beginning on September 28, 2024, and continuing on the last day of each following fiscal quarter, beginning at $3.75 before increasing to $5.6 in June 2026 and $7.5 in June 2028. The Company voluntarily prepaid all principal amounts scheduled to be due in 2026, 2027, and a portion of the principal amounts scheduled to be due in 2028. As a result, the remaining scheduled principal payments due in 2028 are $20.6. All remaining principal is due on the maturity date of June 25, 2029.
During the third quarter of 2026, we declared a quarterly cash dividend of $0.12 per share payable on October 26, 2026, to shareholders of record as of October 13, 2026. The declaration and payment of future dividends is subject to the sole discretion of the Board, and any determination as to the payment of future dividends will depend upon our profitability, financial condition, capital needs, future prospects and other factors deemed pertinent by the Board.
Share Repurchase Program
As of October 3, 2026, the Company has repurchased 734,970 shares under the Share Repurchase Program authorization. At October 3, 2026, approximately $56.6 remained available for repurchase under its authorization.
Off Balance Sheet Arrangements
We do not have any off-balance sheet arrangements that have or are reasonably likely to have a material current or future effect on our financial condition, results of operations, liquidity or capital resources. In particular, we do not have any material interest in variable interest entities, which include special purpose entities and structured finance entities.
Critical Accounting Policies and Estimates
We currently apply judgment and estimates that may have a material effect on the eventual outcome of assets, liabilities, revenues and expenses for impairment of long-lived assets, inventory, goodwill, accruals, income taxes and fair value measurements. Our critical accounting policies and estimates are included in our Form 10-K, and any material changes made during the first nine months of 2026, are disclosed in Note 2 of the Notes to the condensed consolidated unaudited financial statements included in this Quarterly Report on Form 10-Q.