RPM INTERNATIONAL INC/DE/ false 0000110621 0000110621 2024-01-04 2024-01-04

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) January 4, 2024

 

 

RPM INTERNATIONAL INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   1-14187   02-0642224

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

2628 Pearl Road, P.O. Box 777, Medina, Ohio   44258
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (330) 273-5090

(Former name or former address, if changed since last report.)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange

on which registered

Common Stock, par value $0.01   RPM   New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 


Item 2.02

Results of Operations and Financial Condition.

On January 4, 2024, the Company issued a press release announcing its second quarter results, which provided detail not included in previously issued reports. A copy of the press release is furnished with this Current Report on Form 8-K as Exhibit 99.1.

 

Item 9.01

Exhibits.

 

Exhibit Number

 

Description

99.1   Press Release of the Company, dated January 4, 2024, announcing the Company’s second quarter results.
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

      RPM International Inc.
      (Registrant)
Date January 4, 2024      
     

/s/ Edward W. Moore

     

Edward W. Moore

Senior Vice President, General Counsel and

Chief Compliance Officer

Exhibit 99.1

 

LOGO

RPM Reports Record Fiscal 2024 Second-Quarter Results

 

   

Record second-quarter net sales of $1.79 billion, up slightly from the prior year

 

   

Record second-quarter net income was $145.5 million, record diluted EPS was $1.13, and record EBIT was $220.9 million

 

   

Second-quarter adjusted diluted EPS of $1.22 increased 10.9% over prior year and adjusted EBIT increased 10.4% to $236.9 million, both records

 

   

All-time record quarterly cash provided by operating activities of $408.6 million

 

   

First-half fiscal 2024 cash provided by operating activities of $767.8 million already larger than previous 12-month fiscal year record

 

   

Fiscal 2024 third-quarter outlook calls for flat sales and adjusted EBIT growth of 25% to 35%

 

   

Fiscal full-year 2024 outlook calls for revenue growth of low-single digits and adjusted EBIT growth of low-double digits to mid-teens

MEDINA, OH – January 4, 2024 – RPM International Inc. (NYSE: RPM), a world leader in specialty coatings, sealants and building materials, today reported record financial results for its fiscal 2024 second quarter ended November 30, 2023.

“For eight consecutive quarters, we have generated record sales and adjusted EBIT, and we are making good progress toward achieving our MAP 2025 profitability goals by becoming a more efficient and collaborative organization. At our investor day last year, we discussed two other key components of MAP 2025 – improving cash flow conversion and investing to accelerate organic growth. We have made great progress with cash flow, as our $767.8 million cash from operating activities through the first six months of fiscal 2024 has already exceeded our previous 12-month fiscal year record. Our organic growth investments are yielding successes, particularly in high-performance buildings and turnkey flooring systems, where we are gaining share,” said Frank C. Sullivan, RPM chairman and CEO.

“Our Construction Products Group and Performance Coatings Group, the segments focused on coatings and high-performance buildings, led growth in the second quarter. They benefited from their focus on maintenance and repair, as well as their positioning to sell highly engineered solutions into growing end markets. Demand in DIY and specialty OEM markets remained weak; however, we overcame these challenges by successfully executing MAP 2025 initiatives to expand gross margins by 320 basis points and generate double-digit adjusted EBIT growth.”


RPM Reports Results for Fiscal 2024 2nd Quarter

January 4, 2024

Page 2

 

Second-Quarter 2024 Consolidated Results

Consolidated

 

     Three Months Ended                
$ in 000s except per share data    November 30,      November 30,         
     2023      2022      $ Change      % Change  

Net Sales

   $ 1,792,275      $ 1,791,708      $ 567        0.0

Net Income Attributable to RPM Stockholders

     145,505        131,344        14,161        10.8

Diluted Earnings Per Share (EPS)

     1.13        1.02        0.11        10.8

Income Before Income Taxes (IBT)

     195,824        175,135        20,689        11.8

Earnings Before Interest and Taxes (EBIT)

     220,883        196,202        24,681        12.6

Adjusted EBIT(1)

     236,893        214,673        22,220        10.4

Adjusted Diluted EPS(1)

     1.22        1.10        0.12        10.9

 

(1)

Excludes certain items that are not indicative of RPM’s ongoing operations. See tables below titled Supplemental Segment Information and Reconciliation of Reported to Adjusted Amounts for details.

Fiscal 2024 sales were a second-quarter record and were in addition to strong growth in the prior-year period when sales increased 9.3%. Pricing was positive in all segments as they catch up with cost inflation. Volume growth was strongest in businesses that were positioned to serve solid demand for infrastructure, reshoring and high-performance building projects with engineered solutions, which was more than offset by lower DIY consumer takeaway at retail stores and weak demand from specialty OEM end markets.

Geographically, sales growth was strongest in markets outside the U.S. A new management team and focused sales strategy in Europe contributed to 8.9% growth, and Africa/Middle East and Asia/Pacific benefited from improved coordination under PCG management that resulted in 13.0% and 6.4% sales growth, respectively.

Sales included a 0.3% organic decline, a 0.2% decline from divestitures net of acquisitions, and 0.5% growth from foreign currency translation.

Selling, general and administrative expenses increased due to incentives to sell higher-margin products and services; investments to generate long-term growth; and inflation in compensation, benefits and healthcare expenses. These increases were partially offset by expense reduction actions taken in the fourth quarter of fiscal 2023.

Fiscal 2024 second-quarter adjusted EBIT was a record and in addition to strong growth in the prior-year period when adjusted EBIT increased 36.4%. This growth was driven by gross margin expansion of 320 basis points, aided by MAP 2025 initiatives, including the commodity cycle, a positive mix from shifting toward higher margin products and services, and improved fixed-cost leverage at businesses with volume growth.


RPM Reports Results for Fiscal 2024 2nd Quarter

January 4, 2024

Page 3

 

Second-Quarter 2024 Segment Sales and Earnings

Construction Products Group

 

     Three Months Ended                
$ in 000s    November 30,      November 30,         
     2023      2022      $ Change      % Change  

Net Sales

   $ 661,750      $ 612,443      $ 49,307        8.1

Income Before Income Taxes

     98,398        74,038        24,360        32.9

EBIT

     98,953        77,834        21,119        27.1

Adjusted EBIT(1)

     99,613        79,042        20,571        26.0

 

(1)

Excludes certain items that are not indicative of RPM’s ongoing operations. See table below titled Supplemental Segment Information for details.

CPG achieved record second-quarter sales with strength in concrete admixtures and repair products as a result of increased demand for engineered solutions serving infrastructure and reshoring-related projects, as well as market share gains. Businesses serving high-performance building construction and renovation also performed well. Demand in markets outside the U.S. was strong and was driven by infrastructure-related demand in Latin America and a more focused sales strategy in Europe.

Sales included 6.1% organic growth, 0.6% growth from acquisitions, and 1.4% growth from foreign currency translation.

Record second-quarter adjusted EBIT was driven by the positive impact of MAP 2025 initiatives, favorable mix, and improved fixed-cost leverage from volume growth. Variable compensation increased as a result of improved financial performance and was partially offset by expense reduction actions implemented at the end of fiscal 2023.

Performance Coatings Group

 

     Three Months Ended                
$ in 000s    November 30,      November 30,         
     2023      2022      $ Change      % Change  

Net Sales

   $ 374,856      $ 356,822      $ 18,034        5.1

Income Before Income Taxes

     61,502        46,709        14,793        31.7

EBIT

     60,077        46,377        13,700        29.5

Adjusted EBIT(1)

     60,870        47,568        13,302        28.0

 

(1)

Excludes certain items that are not indicative of RPM’s ongoing operations. See table below titled Supplemental Segment Information for details.

PCG generated record second-quarter sales, which were in addition to strong results in the prior-year period, driven by growth in engineered turnkey flooring systems serving reshoring capital projects and market share gains. Strong growth in Asia/Pacific and Africa/Middle East, which were all recently aligned under PCG, also contributed to the record sales.

Sales included 5.6% organic growth, a 0.5% decline from divestitures net of acquisitions, and no impact from foreign currency translation.

All-time record adjusted EBIT was driven by sales growth, favorable mix and improved fixed-cost leverage that was enhanced by MAP 2025 initiatives. The adjusted EBIT growth was achieved in addition to strong results in the prior-year period.


RPM Reports Results for Fiscal 2024 2nd Quarter

January 4, 2024

Page 4

 

Specialty Products Group

 

     Three Months Ended               
$ in 000s    November 30,      November 30,         
     2023      2022      $ Change     % Change  

Net Sales

   $  176,982      $  212,084      $ (35,102     (16.6 %) 

Income Before Income Taxes

     10,145        27,431        (17,286     (63.0 %) 

EBIT

     10,041        27,438        (17,397     (63.4 %) 

Adjusted EBIT(1)

     16,920        29,953        (13,033     (43.5 %) 

 

(1)

Excludes certain items that are not indicative of RPM’s ongoing operations. See table below titled Supplemental Segment Information for details.

SPG’s second-quarter sales decline was driven by weak demand in specialty OEM end markets, particularly those with exposure to residential housing. Sales were also negatively impacted by the divestiture of the non-core furniture warranty business in the third quarter of fiscal 2023 and challenging comparisons in the prior-year period when the disaster restoration business had strong results in response to Hurricane Ian. Higher selling prices partially offset this sales decline.

Sales included a 14.6% organic decline, a 2.7% reduction from divestitures, and 0.7% growth from foreign currency translation.

Adjusted EBIT was negatively impacted by the sales decline and unfavorable fixed-cost leverage. The divestiture of the non-core furniture warranty business also contributed to the adjusted EBIT decline. Investments in long-term growth initiatives weighed on adjusted EBIT margins and were partially offset by expense-reduction actions in the fourth quarter of fiscal 2023.

Adjusted EBIT excluded a $4.0 million expense related to an adverse legal ruling for a divested business.

Consumer Group

 

     Three Months Ended               
$ in 000s    November 30,      November 30,         
     2023      2022      $ Change     % Change  

Net Sales

   $  578,687      $  610,359      $ (31,672     (5.2 %) 

Income Before Income Taxes

     98,066        93,873        4,193       4.5

EBIT

     97,197        93,872        3,325       3.5

Adjusted EBIT(1)

     96,395        94,214        2,181       2.3

 

(1)

Excludes certain items that are not indicative of RPM’s ongoing operations. See table below titled Supplemental Segment Information for details.

The Consumer Group’s second-quarter sales decline was driven by reduced DIY takeaway at retail stores as housing turnover hit multi-year lows and consumers focused their spending on travel and entertainment, as well as certain retailers destocking inventories. These pressures were partially offset by market share gains, strength in international markets, and higher pricing to catch up with inflation. The Consumer Group faced challenging comparisons to the prior-year period when sales grew 15.3%.

Sales included a 5.1% organic decline, no impact from acquisitions, and foreign currency translation headwinds of 0.1%.


RPM Reports Results for Fiscal 2024 2nd Quarter

January 4, 2024

Page 5

 

Record second-quarter adjusted EBIT was driven by gross margin expansion enabled by MAP 2025 initiatives and strength in international markets. This growth was in addition to strong prior-year results when adjusted EBIT increased 180.3%.

Cash Flow and Financial Position

During the first six months of fiscal 2024:

 

   

Cash provided by operating activities was $767.8 million, which exceeded the previous 12-month fiscal year record, compared to $190.9 million during the prior-year period, and included an all-time quarterly record of $408.6 million during the second quarter of fiscal 2024. The increase was driven by increased profitability and improved working capital management, including MAP 2025 initiatives.

 

   

Capital expenditures were $89.3 million compared to $113.5 million during the prior-year period, driven by the timing of investments, including those related to MAP 2025 initiatives, which are expected to accelerate in the second half of fiscal 2024.

 

   

The company returned $138.3 million to stockholders through cash dividends and share repurchases and achieved its 50th consecutive year of dividend increases.

As of November 30, 2023:

 

   

Total debt was $2.25 billion compared to $2.84 billion a year ago, with the $592.4 million reduction driven by improved cash flow being used to repay debt.

 

   

Total liquidity, including cash and committed revolving credit facilities, was $1.51 billion, compared to $880.0 million a year ago.

Business Outlook

“We expect business conditions in the third quarter to generally be similar to the second quarter, with strength in our CPG and PCG segments, international markets, and market share gains offsetting continued weakness in DIY and specialty OEM demand. Adjusted EBIT growth is expected to accelerate, driven by less challenging prior-year comparisons and MAP 2025 benefits, which should more than offset lower volumes in certain businesses and investments we are making to accelerate future growth and efficiencies,” Sullivan added. “For the remainder of the year, we are leveraging our focus on repair and maintenance; our strong position serving demand for infrastructure, high performance buildings and reshoring projects; and MAP 2025 to deliver another year of record sales and adjusted EBIT.”

The company expects the following in the fiscal 2024 third quarter:

 

   

Consolidated sales to be flat compared to prior-year record results.

 

   

CPG sales to increase in the mid-single-digit percentage range compared to prior-year record results.

 

   

PCG sales to increase in the mid-single-digit percentage range compared to prior-year record results.


RPM Reports Results for Fiscal 2024 2nd Quarter

January 4, 2024

Page 6

 

   

SPG sales to decrease in the mid-teen percentage range compared to prior-year record results.

 

   

Consumer Group sales to decrease in the low-single-digit percentage range compared to prior-year record results.

 

   

Consolidated adjusted EBIT to increase 25% to 35% compared to prior-year record results.

The company expects the following in the full-year fiscal 2024:

 

   

Consolidated sales to increase in the low-single-digit percentage range compared to prior-year record results. The previous outlook was for mid-single-digit percentage growth.

 

   

Consolidated adjusted EBIT to increase in the low-double-digit to mid-teen percentage range compared to prior-year record results. This outlook is unchanged from the prior outlook.

Earnings Webcast and Conference Call Information

Management will host a conference call to discuss these results beginning at 10:00 a.m. EST today. The call can be accessed via webcast at www.RPMinc.com/Investors/Presentations-Webcasts or by dialing 1-844-481-2915 or 1-412-317-0708 for international callers and asking to join the RPM International call. Participants are asked to call the assigned number approximately 10 minutes before the conference call begins. The call, which will last approximately one hour, will be open to the public, but only financial analysts will be permitted to ask questions. The media and all other participants will be in a listen-only mode.

For those unable to listen to the live call, a replay will be available from January 4, 2024, until January 11, 2024. The replay can be accessed by dialing 1-877-344-7529 or 1-412-317-0088 for international callers. The access code is 4125009. The call also will be available for replay and as a written transcript via the RPM website at www.RPMinc.com.

About RPM

RPM International Inc. owns subsidiaries that are world leaders in specialty coatings, sealants, building materials and related services. The company operates across four reportable segments: consumer, construction products, performance coatings and specialty products. RPM has a diverse portfolio of market-leading brands, including Rust-Oleum, DAP, Zinsser, Varathane, DayGlo, Legend Brands, Stonhard, Carboline, Tremco and Dryvit. From homes and workplaces, to infrastructure and precious landmarks, RPM’s brands are trusted by consumers and professionals alike to help build a better world. The company employs approximately 17,300 individuals worldwide. Visit www.RPMinc.com to learn more.

For more information, contact Matt Schlarb, Senior Director of Investor Relations, at 330-220-6064 or mschlarb@rpminc.com.

# # #


RPM Reports Results for Fiscal 2024 2nd Quarter

January 4, 2024

Page 7

 

Use of Non-GAAP Financial Information

To supplement the financial information presented in accordance with Generally Accepted Accounting Principles in the United States (“GAAP”) in this earnings release, we use EBIT, adjusted EBIT and adjusted earnings per share, which are all non-GAAP financial measures. EBIT is defined as earnings (loss) before interest and taxes, with adjusted EBIT and adjusted earnings per share provided for the purpose of adjusting for one-off items impacting revenues and/or expenses that are not considered by management to be indicative of ongoing operations. We evaluate the profit performance of our segments based on income before income taxes, but also look to EBIT as a performance evaluation measure because interest income (expense), net is essentially related to corporate functions, as opposed to segment operations. For that reason, we believe EBIT is also useful to investors as a metric in their investment decisions. EBIT should not be considered an alternative to, or more meaningful than, income before income taxes as determined in accordance with GAAP, since EBIT omits the impact of interest and investment income or expense in determining operating performance, which represent items necessary to our continued operations, given our level of indebtedness. Nonetheless, EBIT is a key measure expected by and useful to our fixed income investors, rating agencies and the banking community all of whom believe, and we concur, that this measure is critical to the capital markets’ analysis of our segments’ core operating performance. We also evaluate EBIT because it is clear that movements in EBIT impact our ability to attract financing. Our underwriters and bankers consistently require inclusion of this measure in offering memoranda in conjunction with any debt underwriting or bank financing. EBIT may not be indicative of our historical operating results, nor is it meant to be predictive of potential future results. See the financial statement section of this earnings release for a reconciliation of EBIT and adjusted EBIT to income before income taxes, and adjusted earnings per share to earnings per share. We have not provided a reconciliation of our third-quarter fiscal 2024 or full-year fiscal 2024 adjusted EBIT guidance because material terms that impact such measure are not in our control and/or cannot be reasonably predicted, and therefore a reconciliation of such measure is not available without unreasonable effort.

Forward-Looking Statements

This press release contains “forward-looking statements” relating to our business. These forward-looking statements, or other statements made by us, are made based on our expectations and beliefs concerning future events impacting us and are subject to uncertainties and factors (including those specified below), which are difficult to predict and, in many instances, are beyond our control. As a result, our actual results could differ materially from those expressed in or implied by any such forward-looking statements. These uncertainties and factors include (a) global markets and general economic conditions, including uncertainties surrounding the volatility in financial markets, the availability of capital, and the viability of banks and other financial institutions; (b) the prices, supply and availability of raw materials, including assorted pigments, resins, solvents, and other natural gas- and oil-based materials; packaging, including plastic and metal containers; and transportation services, including fuel surcharges; (c) continued growth in demand for our products; (d) legal, environmental and litigation risks inherent in our businesses and risks related to the adequacy of our insurance coverage for such matters; (e) the effect of changes in interest rates; (f) the effect of fluctuations in currency exchange rates upon our foreign operations; (g) the effect of non-currency risks of investing in and conducting operations in foreign countries, including those relating to domestic and international political, social, economic and regulatory factors; (h) risks and uncertainties associated with our ongoing acquisition and divestiture activities; (i) the timing of and the realization of anticipated cost savings from restructuring initiatives and the ability to identify additional cost savings opportunities; (j) risks related to the adequacy of our contingent liability reserves; (k) risks relating to a public health crisis similar to the Covid pandemic; (l) risks related to acts of war similar to the Russian invasion of Ukraine; (m) risks related to the transition or physical impacts of climate change and other natural disasters or meeting sustainability-related voluntary goals or regulatory requirements; (n) risks related to our use of technology, artificial intelligence, data breaches and data privacy violations; and (o) other risks detailed in our filings with the Securities and Exchange Commission, including the risk factors set forth in our Form 10-K for the year ended May 31, 2023, as the same may be updated from time to time. We do not undertake any obligation to publicly update or revise any forward-looking statements to reflect future events, information or circumstances that arise after the filing date of this release.


RPM Reports Results for Fiscal 2024 2nd Quarter

January 4, 2024

Page 8

 

CONSOLIDATED STATEMENTS OF INCOME

IN THOUSANDS, EXCEPT PER SHARE DATA

(Unaudited)

 

     Three Months Ended     Six Months Ended  
     November 30,     November 30,     November 30,     November 30,  
     2023     2022     2023     2022  

Net Sales

   $ 1,792,275     $ 1,791,708     $ 3,804,132     $ 3,724,028  

Cost of Sales

     1,044,047       1,101,317       2,227,287       2,289,166  
  

 

 

   

 

 

   

 

 

   

 

 

 

Gross Profit

     748,228       690,391       1,576,845       1,434,862  

Selling, General & Administrative Expenses

     523,289       490,607       1,054,321       975,812  

Restructuring Expense

     1,239       1,272       7,737       2,626  

Interest Expense

     30,348       27,918       62,166       54,629  

Investment (Income), Net

     (5,289     (6,851     (17,728     (3,187

Other Expense, Net

     2,817       2,310       5,371       4,726  
  

 

 

   

 

 

   

 

 

   

 

 

 

Income Before Income Taxes

     195,824       175,135       464,978       400,256  

Provision for Income Taxes

     50,009       43,593       117,850       99,435  
  

 

 

   

 

 

   

 

 

   

 

 

 

Net Income

     145,815       131,542       347,128       300,821  

Less: Net Income Attributable to Noncontrolling Interests

     310       198       541       464  
  

 

 

   

 

 

   

 

 

   

 

 

 

Net Income Attributable to RPM International Inc. Stockholders

   $ 145,505     $ 131,344     $ 346,587     $ 300,357  
  

 

 

   

 

 

   

 

 

   

 

 

 

Earnings per share of common stock attributable to RPM International Inc. Stockholders:

        

Basic

   $ 1.13     $ 1.02     $ 2.70     $ 2.34  
  

 

 

   

 

 

   

 

 

   

 

 

 

Diluted

   $ 1.13     $ 1.02     $ 2.69     $ 2.33  
  

 

 

   

 

 

   

 

 

   

 

 

 

Average shares of common stock outstanding - basic

     127,758       127,585       127,816       127,600  
  

 

 

   

 

 

   

 

 

   

 

 

 

Average shares of common stock outstanding - diluted

     128,249       128,911       128,312       128,887  
  

 

 

   

 

 

   

 

 

   

 

 

 


RPM Reports Results for Fiscal 2024 2nd Quarter

January 4, 2024

Page 9

 

SUPPLEMENTAL SEGMENT INFORMATION

IN THOUSANDS

(Unaudited)

 

     Three Months Ended     Six Months Ended  
     November 30,     November 30,     November 30,     November 30,  
     2023     2022     2023     2022  

Net Sales:

        

CPG Segment

   $ 661,750     $ 612,443     $ 1,444,539     $ 1,318,856  

PCG Segment

     374,856       356,822       753,369       720,540  

SPG Segment

     176,982       212,084       357,933       414,781  

Consumer Segment

     578,687       610,359       1,248,291       1,269,851  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

   $ 1,792,275     $ 1,791,708     $ 3,804,132     $ 3,724,028  
  

 

 

   

 

 

   

 

 

   

 

 

 

Income Before Income Taxes:

        

CPG Segment

        

Income Before Income Taxes (a)

   $ 98,398     $ 74,038     $ 238,850     $ 180,793  

Interest (Expense), Net (b)

     (555     (3,796     (3,951     (4,576
  

 

 

   

 

 

   

 

 

   

 

 

 

EBIT (c)

     98,953       77,834       242,801       185,369  

MAP initiatives (d)

     660       1,208       1,409       2,389  
  

 

 

   

 

 

   

 

 

   

 

 

 

Adjusted EBIT

   $ 99,613     $ 79,042     $ 244,210     $ 187,758  
  

 

 

   

 

 

   

 

 

   

 

 

 

PCG Segment

        

Income Before Income Taxes (a)

   $ 61,502     $ 46,709     $ 106,323     $ 96,110  

Interest Income, Net (b)

     1,425       332       2,549       526  
  

 

 

   

 

 

   

 

 

   

 

 

 

EBIT (c)

     60,077       46,377       103,774       95,584  

MAP initiatives (d)

     793       1,191       16,147       2,293  
  

 

 

   

 

 

   

 

 

   

 

 

 

Adjusted EBIT

   $ 60,870     $ 47,568     $ 119,921     $ 97,877  
  

 

 

   

 

 

   

 

 

   

 

 

 

SPG Segment

        

Income Before Income Taxes (a)

   $ 10,145     $ 27,431     $ 26,542     $ 55,316  

Interest Income (Expense), Net (b)

     104       (7     203       (5
  

 

 

   

 

 

   

 

 

   

 

 

 

EBIT (c)

     10,041       27,438       26,339       55,321  

MAP initiatives (d)

     2,926       2,515       5,645       4,281  

(Gain) on sale of a business (e)

     —         —         (1,123     —    

Legal contingency adjustment on a divested business (g)

     3,953       —         3,953       —    
  

 

 

   

 

 

   

 

 

   

 

 

 

Adjusted EBIT

   $ 16,920     $ 29,953     $ 34,814     $ 59,602  
  

 

 

   

 

 

   

 

 

   

 

 

 

Consumer Segment

        

Income Before Income Taxes (a)

   $ 98,066     $ 93,873     $ 229,895     $ 210,562  

Interest Income, Net (b)

     869       1       1,619       27  
  

 

 

   

 

 

   

 

 

   

 

 

 

EBIT (c)

     97,197       93,872       228,276       210,535  

MAP initiatives (d)

     34       342       414       749  

Business interruption insurance recovery (f)

     (836     —         (11,128     —    
  

 

 

   

 

 

   

 

 

   

 

 

 

Adjusted EBIT

   $ 96,395     $ 94,214     $ 217,562     $ 211,284  
  

 

 

   

 

 

   

 

 

   

 

 

 

Corporate/Other

        

(Loss) Before Income Taxes (a)

   $ (72,287   $ (66,916   $ (136,632   $ (142,525

Interest (Expense), Net (b)

     (26,902     (17,597     (44,858     (47,414
  

 

 

   

 

 

   

 

 

   

 

 

 

EBIT (c)

     (45,385     (49,319     (91,774     (95,111

MAP initiatives (d)

     8,480       13,215       21,174       28,528  
  

 

 

   

 

 

   

 

 

   

 

 

 

Adjusted EBIT

   $ (36,905   $ (36,104   $ (70,600   $ (66,583
  

 

 

   

 

 

   

 

 

   

 

 

 

TOTAL CONSOLIDATED

        

Income Before Income Taxes (a)

   $ 195,824     $ 175,135     $ 464,978     $ 400,256  

Interest (Expense)

     (30,348     (27,918     (62,166     (54,629

Investment Income, Net

     5,289       6,851       17,728       3,187  
  

 

 

   

 

 

   

 

 

   

 

 

 

EBIT (c)

     220,883       196,202       509,416       451,698  

MAP initiatives (d)

     12,893       18,471       44,789       38,240  

(Gain) on sale of a business (e)

     —         —         (1,123     —    

Business interruption insurance recovery (f)

     (836     —         (11,128     —    

Legal contingency adjustment on a divested business (g)

     3,953       —         3,953       —    
  

 

 

   

 

 

   

 

 

   

 

 

 

Adjusted EBIT

   $ 236,893     $ 214,673     $ 545,907     $ 489,938  
  

 

 

   

 

 

   

 

 

   

 

 

 

 

(a)

The presentation includes a reconciliation of Income (Loss) Before Income Taxes, a measure defined by Generally Accepted Accounting Principles in the United States (GAAP), to EBIT and Adjusted EBIT.

(b)

Interest Income (Expense), Net includes the combination of Interest Income (Expense) and Investment Income (Expense), Net.

(c)

EBIT is defined as earnings (loss) before interest and taxes, with Adjusted EBIT provided for the purpose of adjusting for items impacting earnings that are not considered by management to be indicative of ongoing operations. We evaluate the profit performance of our segments based on income before income taxes, but also look to EBIT, or adjusted EBIT, as a performance evaluation measure because Interest Income (Expense), Net is essentially related to corporate functions, as opposed to segment operations. For that reason, we believe EBIT is also useful to investors as a metric in their investment decisions. EBIT should not be considered an alternative to, or more meaningful than, income before income taxes as determined in accordance with GAAP, since EBIT omits the impact of interest and investment income or expense in determining operating performance, which represent items necessary to our continued operations, given our level of indebtedness. Nonetheless, EBIT is a key measure expected by and useful to our fixed income investors, rating agencies and the banking community all of whom believe, and we concur, that this measure is critical to the capital markets’ analysis of our segments’ core operating performance. We also evaluate EBIT because it is clear that movements in EBIT impact our ability to attract financing. Our underwriters and bankers consistently require inclusion of this measure in offering memoranda in conjunction with any debt underwriting or bank financing. EBIT may not be indicative of our historical operating results, nor is it meant to be predictive of potential future results.

(d)

Reflects restructuring and other charges, which have been incurred in relation to our Margin Acceleration Plan (“MAP to Growth”) and our Margin Achievement Plan (“MAP 2025”), together MAP initiatives, as follows: “Inventory-related charges,” & “Accelerated expense—other,” and inventory write-offs related to the discontinuation of certain product lines (“Discontinued product lines”) partially offset by the sale of inventory that had previously been reserved for as a result of prior product line rationalization initiatives at PCG, which have been recorded in Cost of Sales; “Headcount reductions, impairments, closures of facilities and related costs as well as the loss on the divestiture of a non-core service business within our PCG segment,” which have been recorded in Restructuring Expense; “Accelerated expense—other,” “Receivable write-offs,” “ERP consolidation plan,” & “Professional fees,” which have been recorded in Selling, General & Administrative Expenses.

(e)

Reflects the gain associated with post-closing adjustments for the sale of the furniture warranty business in the SPG segment which has been recorded in Selling, General & Administrative Expenses.

(f)

Business interruption insurance recovery at our Consumer segment related to lost sales and incremental costs incurred during fiscal 2021 and 2022 as a result of an explosion at the plant of a significant alkyd resin supplier, which has been recorded in Selling, General & Administrative Expenses.

(g)

Represents incremental expense related to an adverse legal ruling from a case associated with a business that was divested in the prior year. We strongly disagree with the legal ruling and have filed an appeal.


RPM Reports Results for Fiscal 2024 2nd Quarter

January 4, 2024

Page 10

 

SUPPLEMENTAL INFORMATION

RECONCILIATION OF “REPORTED” TO “ADJUSTED” AMOUNTS

(Unaudited)

 

     Three Months Ended     Six Months Ended  
     November 30,      November 30,     November 30,     November 30,  
     2023      2022     2023     2022  

Reconciliation of Reported Earnings per Diluted Share to Adjusted Earnings per Diluted Share (All amounts presented after-tax):

         

Reported Earnings per Diluted Share

   $ 1.13      $ 1.02     $ 2.69     $ 2.33  

MAP initiatives (d)

     0.07        0.11       0.27       0.23  

(Gain) on sale of a business (e)

     —          —         (0.01     —    

Business interruption insurance recovery (f)

     —          —         (0.07     —    

Legal contingency adjustment on a divested business (g)

     0.02        —         0.02       —    

Investment returns (h)

     —          (0.03     (0.04     0.02  
  

 

 

    

 

 

   

 

 

   

 

 

 

Adjusted Earnings per Diluted Share (i)

   $ 1.22      $ 1.10     $ 2.86     $ 2.58  
  

 

 

    

 

 

   

 

 

   

 

 

 

 

(d)

Reflects restructuring and other charges, which have been incurred in relation to our Margin Acceleration Plan (“MAP to Growth”) and our Margin Achievement Plan (“MAP 2025”), together MAP initiatives, as follows: “Inventory-related charges,” & “Accelerated expense—other,” and inventory write-offs related to the discontinuation of certain product lines (“Discontinued product lines”) partially offset by the sale of inventory that had previously been reserved for as a result of prior product line rationalization initiatives at PCG, which have been recorded in Cost of Sales; “Headcount reductions, impairments, closures of facilities and related costs as well as the loss on the divestiture of a non-core service business within our PCG segment,” which have been recorded in Restructuring Expense; “Accelerated expense—other,” “Receivable write-offs,” “ERP consolidation plan,” & “Professional fees,” which have been recorded in Selling, General & Administrative Expenses.

(e)

Reflects the gain associated with post-closing adjustments for the sale of the furniture warranty business in the SPG segment which has been recorded in Selling, General & Administrative Expenses.

(f)

Business interruption insurance recovery at our Consumer segment related to lost sales and incremental costs incurred during fiscal 2021 and 2022 as a result of an explosion at the plant of a significant alkyd resin supplier, which has been recorded in Selling, General & Administrative Expenses.

(g)

Represents incremental expense related to an adverse legal ruling from a case associated with a business that was divested in the prior year. We strongly disagree with the legal ruling and have filed an appeal.

(h)

Investment returns include realized net gains and losses on sales of investments and unrealized net gains and losses on equity securities, which are adjusted due to their inherent volatility. Management does not consider these gains and losses, which cannot be predicted with any level of certainty, to be reflective of the Company’s core business operations.

(i)

Adjusted Diluted EPS is provided for the purpose of adjusting diluted earnings per share for items impacting earnings that are not considered by management to be indicative of ongoing operations.


RPM Reports Results for Fiscal 2024 2nd Quarter

January 4, 2024

Page 11

 

CONSOLIDATED BALANCE SHEETS

IN THOUSANDS

(Unaudited)

 

     November 30, 2023     November 30, 2022     May 31, 2023  

Assets

      

Current Assets

      

Cash and cash equivalents

   $ 262,746     $ 232,118     $ 215,787  

Trade accounts receivable

     1,290,788       1,388,168       1,552,522  

Allowance for doubtful accounts

     (57,448     (48,041     (49,482
  

 

 

   

 

 

   

 

 

 

Net trade accounts receivable

     1,233,340       1,340,127       1,503,040  

Inventories

     1,102,815       1,389,591       1,135,496  

Prepaid expenses and other current assets

     320,106       355,024       329,845  
  

 

 

   

 

 

   

 

 

 

Total current assets

     2,919,007       3,316,860       3,184,168  
  

 

 

   

 

 

   

 

 

 

Property, Plant and Equipment, at Cost

     2,407,579       2,187,570       2,332,916  

Allowance for depreciation

     (1,154,468     (1,061,701     (1,093,440
  

 

 

   

 

 

   

 

 

 

Property, plant and equipment, net

     1,253,111       1,125,869       1,239,476  
  

 

 

   

 

 

   

 

 

 

Other Assets

      

Goodwill

     1,311,653       1,341,580       1,293,588  

Other intangible assets, net of amortization

     533,659       581,909       554,991  

Operating lease right-of-use assets

     324,272       295,384       329,582  

Deferred income taxes

     25,201       16,201       15,470  

Other

     170,474       171,710       164,729  
  

 

 

   

 

 

   

 

 

 

Total other assets

     2,365,259       2,406,784       2,358,360  
  

 

 

   

 

 

   

 

 

 

Total Assets

   $ 6,537,377     $ 6,849,513     $ 6,782,004  
  

 

 

   

 

 

   

 

 

 

Liabilities and Stockholders’ Equity

      

Current Liabilities

      

Accounts payable

   $ 650,771     $ 679,596     $ 680,938  

Current portion of long-term debt

     5,548       3,713       178,588  

Accrued compensation and benefits

     204,921       197,266       257,328  

Accrued losses

     34,881       25,795       26,470  

Other accrued liabilities

     358,234       383,664       347,477  
  

 

 

   

 

 

   

 

 

 

Total current liabilities

     1,254,355       1,290,034       1,490,801  
  

 

 

   

 

 

   

 

 

 

Long-Term Liabilities

      

Long-term debt, less current maturities

     2,246,834       2,841,066       2,505,221  

Operating lease liabilities

     278,028       254,217       285,524  

Other long-term liabilities

     298,257       292,101       267,111  

Deferred income taxes

     97,349       80,010       90,347  
  

 

 

   

 

 

   

 

 

 

Total long-term liabilities

     2,920,468       3,467,394       3,148,203  
  

 

 

   

 

 

   

 

 

 

Total liabilities

     4,174,823       4,757,428       4,639,004  
  

 

 

   

 

 

   

 

 

 

Stockholders’ Equity

      

Preferred stock; none issued

     —         —         —    

Common stock (outstanding 128,872; 129,090; 128,766)

     1,289       1,291       1,288  

Paid-in capital

     1,141,970       1,113,025       1,124,825  

Treasury stock, at cost

     (830,402     (756,872     (784,463

Accumulated other comprehensive (loss)

     (589,690     (601,046     (604,935

Retained earnings

     2,637,387       2,334,063       2,404,125  
  

 

 

   

 

 

   

 

 

 

Total RPM International Inc. stockholders’ equity

     2,360,554       2,090,461       2,140,840  

Noncontrolling interest

     2,000       1,624       2,160  
  

 

 

   

 

 

   

 

 

 

Total equity

     2,362,554       2,092,085       2,143,000  
  

 

 

   

 

 

   

 

 

 

Total Liabilities and Stockholders’ Equity

   $ 6,537,377     $ 6,849,513     $ 6,782,004  
  

 

 

   

 

 

   

 

 

 


RPM Reports Results for Fiscal 2024 2nd Quarter

January 4, 2024

Page 12

 

CONSOLIDATED STATEMENTS OF CASH FLOWS

IN THOUSANDS

(Unaudited)

 

     Six Months Ended  
     November 30,     November 30,  
     2023     2022  

Cash Flows From Operating Activities:

    

Net income

   $ 347,128     $ 300,821  

Adjustments to reconcile net income to net cash provided by operating activities:

    

Depreciation and amortization

     84,177       76,750  

Deferred income taxes

     (5,574     (4,196

Stock-based compensation expense

     17,147       16,877  

Net (gain) loss on marketable securities

     (6,226     2,812  

Net loss on sales of assets and businesses

     3,623       —    

Other

     4,007       (104

Changes in assets and liabilities, net of effect from purchases and sales of businesses:

    

Decrease in receivables

     272,262       72,931  

Decrease (increase) in inventory

     37,243       (189,487

Decrease (increase) in prepaid expenses and other current and long-term assets

     21,260       (23,025

(Decrease) in accounts payable

     (11,806     (95,502

(Decrease) in accrued compensation and benefits

     (53,980     (62,724

Increase in accrued losses

     8,332       1,465  

Increase in other accrued liabilities

     50,188       94,297  
  

 

 

   

 

 

 

Cash Provided By Operating Activities

     767,781       190,915  
  

 

 

   

 

 

 

Cash Flows From Investing Activities:

    

Capital expenditures

     (89,300     (113,463

Acquisition of businesses, net of cash acquired

     (15,404     (47,542

Purchase of marketable securities

     (22,057     (10,309

Proceeds from sales of marketable securities

     13,796       7,071  

Other

     1,326       236  
  

 

 

   

 

 

 

Cash (Used For) Investing Activities

     (111,639     (164,007
  

 

 

   

 

 

 

Cash Flows From Financing Activities:

    

Additions to long-term and short-term debt

     —         517,785  

Reductions of long-term and short-term debt

     (449,485     (351,795

Cash dividends

     (113,325     (105,640

Repurchases of common stock

     (25,000     (25,000

Shares of common stock returned for taxes

     (20,689     (14,825

Payments of acquisition-related contingent consideration

     (1,082     (3,705

Other

     (713     (2,627
  

 

 

   

 

 

 

Cash (Used For) Provided By Financing Activities

     (610,294     14,193  
  

 

 

   

 

 

 

Effect of Exchange Rate Changes on Cash and Cash Equivalents

     1,111       (10,655
  

 

 

   

 

 

 

Net Change in Cash and Cash Equivalents

     46,959       30,446  

Cash and Cash Equivalents at Beginning of Period

     215,787       201,672  
  

 

 

   

 

 

 

Cash and Cash Equivalents at End of Period

   $ 262,746     $ 232,118  
  

 

 

   

 

 

 
v3.23.4
Document and Entity Information
Jan. 04, 2024
Cover [Abstract]  
Entity Registrant Name RPM INTERNATIONAL INC/DE/
Amendment Flag false
Entity Central Index Key 0000110621
Document Type 8-K
Document Period End Date Jan. 04, 2024
Entity Incorporation State Country Code DE
Entity File Number 1-14187
Entity Tax Identification Number 02-0642224
Entity Address, Address Line One 2628 Pearl Road
Entity Address, Address Line Two P.O. Box 777
Entity Address, City or Town Medina
Entity Address, State or Province OH
Entity Address, Postal Zip Code 44258
City Area Code (330)
Local Phone Number 273-5090
Written Communications false
Soliciting Material false
Pre Commencement Tender Offer false
Pre Commencement Issuer Tender Offer false
Security 12b Title Common Stock, par value $0.01
Trading Symbol RPM
Security Exchange Name NYSE
Entity Emerging Growth Company false

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