- Fourth quarter net sales of $1,865 million, 13% higher than the
fourth quarter of 2022
- Fourth quarter organic orders up 23% from fourth quarter 2022.
Record high $5.5 billion backlog at the end of fourth quarter
2023
- Fourth quarter operating profit of $285 million and adjusted
operating profit(1) of $330 million, up 57% from fourth quarter
2022
- Operating cash flow of $356 million and adjusted free cash
flow(1) of $305 million, an increase of $162 million over the
fourth quarter 2022. Net leverage of 1.9x at end of fourth quarter
2023
- Full year 2023 operating cash flow of $901 million and adjusted
free cash flow of $778 million, an increase of $1,038 million
compared to full year 2022 and expect full year 2024 adjusted free
cash flow(2) of $800 to $850 million
- Expect full year 2024 net sales growth of 10%, operating profit
of $1,095 to $1,145 million and adjusted operating profit of $1,275
to $1,325 million, a 23% increase at the mid-point compared to full
year 2023
Vertiv Holdings Co (NYSE: VRT), a global provider of critical
digital infrastructure and continuity solutions, today reported
financial results for its fourth quarter and full year ended
December 31, 2023. Vertiv reported fourth quarter 2023 net sales of
$1,865 million, an increase of $211 million, or 13%, compared to
fourth quarter 2022 and a 12% organic net sales(1) increase, which
excludes the impact of foreign currency. The book-to-bill ratio was
1.3x in the fourth quarter and organic orders increased 23% from
last year’s fourth quarter, as underlying market demand remained
strong.
Fourth quarter 2023 operating profit of $285 million increased
$123 million and adjusted operating profit of $330 million
increased $120 million, or 57%, from fourth quarter 2022. Adjusted
operating margin expanded 500 basis points to 17.7% compared to
fourth quarter 2022 driven by benefits from commercial execution
and increased volume and productivity partially offset by growth
investments in R&D and capacity.
“Vertiv delivered a strong fourth quarter, capping off a year of
significant progress built on our unrelenting focus on operational
execution, driving a high-performance culture and demonstrating
financial strength underpinned by continued robust market demand
for Vertiv’s innovative products and services,” said Giordano
Albertazzi, Vertiv’s Chief Executive Officer. “This strong
performance positions us well for continued momentum in 2024 as we
continue to grow, further enhance our operational excellence and
build a cultural DNA across the organization to ensure our
continued market leadership in a dynamic industry.”
“We see tremendous opportunity ahead as the data center needs of
AI drive additional market demand. Our fourth quarter acquisition
of CoolTera and our continued commitment to supporting our
customers reinforce our strong position in liquid cooling for high
density compute applications driven by AI demand. With our ability
to develop and deliver solutions across the entire thermal and
power technology spectrum and customize at scale, our unparalleled
service organization, our strong partnerships with leading industry
players and our deep customer relationships, Vertiv is uniquely
positioned for leadership in a strong and accelerating market.”
Dave Cote, Vertiv’s Executive Chairman, added: “In his first
year as CEO, Gio and his team have put Vertiv on a firm footing,
achieving improved performance across all financial metrics,
including profitability and strong adjusted free cash flow which
support acceleration of our long-term capital deployment framework.
Vertiv is laying the foundation and building a resilient
organization for sustained growth and long-term-value
creation.”
Adjusted Free Cash Flow and
Liquidity
Net cash generated by operating activities in the fourth quarter
was $356 million, an increase of $176 million from fourth quarter
2022 and adjusted free cash flow was $305 million, an increase of
$162 million from fourth quarter 2022. Fourth quarter adjusted free
cash flow performance was driven by higher adjusted operating
profit and continued improvement in working capital management
which were partially offset by an increase in capital expenditures
to support growth.
In December 2023, Vertiv’s credit rating was upgraded to Ba3 by
Moody’s Investors Service and upgraded to BB by S&P Global
Ratings reflecting a strengthened balance sheet from improved
operational performance, including strong cash flow generation and
margin expansion. Liquidity increased to $1.3 billion at the end of
fourth quarter 2023 and borrowings under our ABL credit facility
remained at zero at year-end. Vertiv’s $2.1 billion term loan was
repriced in December 2023, lowering our interest rate by 25 basis
points and annual interest expense by approximately $5.3 million.
Net leverage at the end of fourth quarter 2023 was 1.9x, within the
target net leverage range of 1.0x to 2.0x we announced at our
November investor conference. As previously announced, we plan to
accelerate capital deployment activity in 2024 within the framework
described at the investor conference.
Full Year and First Quarter 2024
Guidance
We continue to see strong and accelerating trends in the data
center market, including increasing demand for critical digital
infrastructure to support AI deployment at scale. We are
accelerating growth opportunities with our decades of experience
and market leadership, technology, extensive portfolio and scale.
Additionally, we are increasing our capital expenditures plan for
2024 to $175 to $200 million to support the growth trajectory.
First Quarter 2024 Guidance
Net sales
$1,575M - $1,625M
Organic net sales growth(2)
3.5% - 6.5%
Adjusted operating profit(1)
$200M - $220M
Adjusted operating margin(2)
12.9% - 13.3%
Adjusted diluted EPS(1)
$0.32 - $0.36
Full Year 2024 Guidance
Net sales
$7,515M - $7,655M
Organic net sales growth(2)
9.0% - 11.0%
Adjusted operating profit(1)
$1,275M - $1,325M
Adjusted operating margin(2)
16.9% - 17.3%
Adjusted diluted EPS(1)
$2.20 - $2.26
Adjusted free cash flow(2)
$800M - $850M
(1)
This release contains certain non-GAAP
metrics. For reconciliations to the relevant GAAP measures and an
explanation of the non-GAAP measures and reasons for their use,
please refer to sections of this release entitled “Non-GAAP
Financial Measures” and “Reconciliation of GAAP and non-GAAP
Financial Measures.”
(2)
This is a forward-looking non-GAAP
financial measure that cannot be reconciled for those reasons set
forth under “Non-GAAP Financial Measures” of this release.
Fourth Quarter 2023 Earnings Conference
Call
Vertiv’s management team will discuss the Company’s results
during a conference call on Wednesday, February 21, starting at 11
a.m. Eastern Time. The call will contain forward-looking statements
and other material information regarding Vertiv’s financial and
operating results. A webcast of the live conference call will be
available for interested parties to listen to by going to the
Investor Relations section of the Company’s website at
investors.vertiv.com. A slide presentation will be available before
the call and will be posted to the website, also at
investors.vertiv.com. A replay of the conference call will also be
available for 30 days following the webcast.
About Vertiv Holdings Co
Vertiv (NYSE: VRT) brings together hardware, software, analytics
and ongoing services to enable its customers’ vital applications to
run continuously, perform optimally and grow with their business
needs. Vertiv solves the most important challenges facing today’s
data centers, communication networks and commercial and industrial
facilities with a portfolio of power, cooling and IT infrastructure
solutions and services that extends from the cloud to the edge of
the network. Headquartered in Westerville, Ohio, USA, Vertiv does
business in more than 130 countries. For more information, and for
the latest news and content from Vertiv, visit vertiv.com.
Category: Financial News
Non-GAAP Financial
Measures
Financial information included in this release has been prepared
in accordance with Generally Accepted Accounting Principles
(“GAAP”). Vertiv has included certain non-GAAP financial measures
in this news release, as indicated above, that may not be directly
comparable to other similarly titled measures used by other
companies and therefore may not be comparable among companies.
These non-GAAP financial measures include organic net sales growth
(including on a segment basis), adjusted operating profit, adjusted
operating margin, adjusted diluted EPS and adjusted free cash flow,
which management believes provides investors with useful
supplemental information to evaluate the Company’s ongoing
operations and to compare with past and future periods. Management
also uses certain non-GAAP measures internally for forecasting,
budgeting and measuring its operating performance. These measures
should be viewed as supplementing, and not as an alternative or
substitute for, the Company's financial results prepared in
accordance with GAAP. Pursuant to the requirements of Regulation G,
Vertiv has provided reconciliations of non-GAAP financial measures
to the most directly comparable GAAP financial measures.
Information reconciling certain forward-looking GAAP measures to
non-GAAP measures related to first quarter and full-year 2024
guidance, including organic net sales growth, adjusted free cash
flow and adjusted operating margin, is not available without
unreasonable effort due to high variability, complexity and
uncertainty with respect to forecasting and quantifying certain
amounts that are necessary for such reconciliations. For those
reasons, we are unable to compute the probable significance of the
unavailable information, which could have a potentially
unpredictable, and potentially significant, impact on our future
GAAP financial results.
See “Reconciliation of GAAP and Non-GAAP Financial Measures” in
this release for Vertiv’s reconciliations of non-GAAP financial
measures to the most directly comparable GAAP financial
measures.
Cautionary Note Concerning
Forward-Looking Statements
This news release, and other statements that Vertiv may make in
connection therewith, may contain forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of 1995
with respect to Vertiv’s future financial or business performance,
strategies or expectations, and as such are not historical facts.
This includes, without limitation, statements regarding Vertiv’s
financial position, capital structure, indebtedness, business
strategy and plans, and objectives of Vertiv management for future
operations, as well as statements regarding growth, anticipated
demand for our products and services, and our business prospects
during 2024, as well as expected impacts from our pricing actions,
and our guidance for first quarter and full year 2024. These
statements constitute projections, forecasts and forward-looking
statements, and are not guarantees of performance. Vertiv cautions
that forward-looking statements are subject to numerous
assumptions, risks and uncertainties, which change over time. Such
statements can be identified by the fact that they do not relate
strictly to historical or current facts. When used in this news
release, words such as “anticipate,” “believe,” “continue,”
“could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,”
“possible,” “potential,” “predict,” “project,” “should,” “strive,”
“would” and similar expressions may identify forward-looking
statements, but the absence of these words does not mean that a
statement is not forward-looking.
The forward-looking statements contained in this release are
based on current expectations and beliefs concerning future
developments and their potential effects on Vertiv. There can be no
assurance that future developments affecting Vertiv will be those
that Vertiv has anticipated. Vertiv undertakes no obligation to
update or revise any forward-looking statements, whether as a
result of new information, future events or otherwise, except as
may be required under applicable securities laws. These
forward-looking statements involve a number of risks, uncertainties
(some of which are beyond Vertiv’s control) or other assumptions
that may cause actual results or performance to be materially
different from those expressed or implied by these forward-looking
statements. Should one or more of these risks or uncertainties
materialize, or should any of the assumptions prove incorrect,
actual results may vary in material respects from those projected
in these forward-looking statements. Vertiv has previously
disclosed risk factors in its Securities and Exchange Commission
(“SEC”) reports, including those set forth in the Vertiv 2022
Annual Report on Form 10-K filed with the SEC on February 27, 2023.
These risk factors and those identified elsewhere in this release,
among others, could cause actual results to differ materially from
historical performance and include, but are not limited to: risks
relating to the continued growth of Vertiv’s customers’ markets;
disruption of Vertiv’s customers’ orders or Vertiv’s customers’
markets; less favorable contractual terms with large customers;
risks associated with governmental contracts; failure to mitigate
risks associated with long-term fixed price contracts; competition
in the infrastructure technologies industry; failure to obtain
performance and other guarantees from financial institutions;
failure to realize sales expected from Vertiv’s backlog of orders
and contracts; failure to properly manage Vertiv’s supply chain or
difficulties with third-party manufacturers; our ability to
forecast changes in prices, including due to inflation in material,
freight and/or labor costs, and timely implement measures necessary
to mitigate the impacts of any such changes; risks associated with
our significant backlog, including that the impacts of any measures
taken to mitigate inflation will not be reflected in our financial
statements immediately; failure to meet or anticipate technology
changes; risks associated with information technology disruption or
security; risks associated with the implementation and enhancement
of information systems; failure to realize the expected benefit
from any rationalization, restructuring and improvement efforts;
Vertiv’s ability to realize cost savings in connection with
Vertiv’s restructuring program; disruption of, or changes in,
Vertiv’s independent sales representatives, distributors and
original equipment manufacturers; changes to tax law; ongoing tax
audits; costs or liabilities associated with product liability; the
global scope of Vertiv’s operations; risks associated with Vertiv’s
sales and operations in emerging markets; risks associated with
future legislation and regulation of Vertiv’s customers’ markets
both in the U.S. and abroad; Vertiv’s ability to comply with
various laws and regulations, and the costs associated with legal
compliance; adverse outcomes to any legal claims and proceedings
filed by or against Vertiv; risks associated with current or
potential litigation or claims against Vertiv; Vertiv’s ability to
protect or enforce its proprietary rights on which its business
depends; third-party intellectual property infringement claims;
liabilities associated with environmental, health and safety
matters, including risks associated with the COVID-19 pandemic;
failure to achieve environmental, social and governance goals;
failure to realize the value of goodwill and intangible assets;
exposure to fluctuations in foreign currency exchange rates;
exposure to increases in interest rates set by central banking
authorities; failure to maintain internal controls over financial
reporting; the unpredictability of Vertiv’s future operational
results, including the ability to grow and manage growth
profitably; potential net losses in future periods; Vertiv’s level
of indebtedness and the ability to incur additional indebtedness;
Vertiv’s ability to comply with the covenants and restrictions
contained in our credit agreements including restrictive covenants
that restrict operational flexibility; Vertiv's ability to comply
with the covenants and restrictions contained in our credit
agreements that is not fully within our control; Vertiv’s ability
to access funding through capital markets; the significant
ownership and influence certain stockholders have over Vertiv;
resales of Vertiv's securities may cause volatility in the market
price of our securities; Vertiv's organizational documents contain
provisions that may discourage unsolicited takeover proposals;
Vertiv's certificate of incorporation includes a forum selection
clause, which could discourage or limit stockholders’ ability to
make a claim against it; the ability of Vertiv's subsidiaries to
pay dividends; the ability of Vertiv to grow and manage growth
profitably, maintain relationships with customers and suppliers,
and retain its management and key employees; Vertiv’s ability to
manage the succession of its key employees; factors relating to the
business, operations and financial performance of Vertiv and its
subsidiaries, including: global economic weakness and uncertainty;
Vertiv’s ability to attract, train and retain key members of its
leadership team and other qualified personnel; the adequacy of
Vertiv’s insurance coverage; a failure to benefit from future
corporate transactions; risks associated with Vertiv’s limited
history of operating as an independent company; and other risks and
uncertainties indicated in Vertiv’s SEC reports or documents filed
or to be filed with the SEC by Vertiv.
Forward-looking statements included in this news release speak
only as of the date of this news release or any earlier date
specified for such statements. All subsequent written or oral
forward-looking statements attributable to Vertiv or persons acting
on Vertiv’s behalf may be qualified in their entirety by this
Cautionary Note Concerning Forward-Looking Statements.
Vertiv Holdings Co
CONSOLIDATED STATEMENTS OF
EARNINGS(LOSS) (Unaudited)
(Dollars in millions except for
per share data)
Three months ended December 31,
2023
Three months ended December 31,
2022
Year ended December 31, 2023
Year ended December 31, 2022
Net sales
Net sales - products
$
1,477.9
$
1,295.5
$
5,406.1
$
4,335.3
Net sales - services
387.5
359.1
1,457.1
1,356.2
Net sales
1,865.4
1,654.6
6,863.2
5,691.5
Costs and expenses
Cost of sales - products
949.1
917.4
3,575.7
3,219.1
Cost of sales - services
232.9
225.5
887.0
856.3
Cost of sales
1,182.0
1,142.9
4,462.7
4,075.4
Operating expenses
Selling, general and administrative
expenses
348.8
303.3
1,312.3
1,178.3
Amortization of intangibles
45.2
48.1
181.3
215.8
Restructuring costs
5.1
0.6
28.6
0.7
Foreign currency (gain) loss, net
2.7
1.9
16.0
3.7
Other operating expense (income)
(3.6
)
(4.6
)
(9.9
)
(5.8
)
Operating profit (loss)
285.2
162.4
872.2
223.4
Interest expense, net
42.9
45.8
180.1
147.3
Loss on extinguishment of debt
0.5
—
0.5
—
Change in fair value of warrant
liabilities
54.5
33.1
157.9
(90.9
)
Income (loss) before income
taxes
187.3
83.5
533.7
167.0
Income tax expense (benefit)
(45.3
)
56.9
73.5
90.4
Net income (loss)
$
232.6
$
26.6
$
460.2
$
76.6
Earnings (loss) per share:
Basic
$
0.61
$
0.07
$
1.21
$
0.20
Diluted
$
0.60
$
0.07
$
1.19
$
(0.04
)
Weighted-average shares outstanding
Basic
381,562,642
377,320,182
380,144,059
376,730,519
Diluted
390,499,535
378,393,258
386,226,267
378,224,051
Vertiv Holdings Co
CONSOLIDATED BALANCE SHEETS
(Unaudited)
(Dollars in millions)
December 31, 2023
December 31, 2022
ASSETS
Current assets:
Cash and cash equivalents
$
780.4
$
260.6
Accounts receivable, less allowances of
$29.1 and $18.4, respectively
2,185.2
1,888.8
Inventories
884.3
822.0
Other current assets
151.6
187.3
Total current assets
4,001.5
3,158.7
Property, plant and equipment,
net
560.1
489.4
Other assets:
Goodwill
1,330.3
1,284.7
Other intangible assets, net
1,672.9
1,816.1
Deferred income taxes
159.8
46.4
Right-of-use assets, net
173.5
166.4
Other
100.4
134.0
Total other assets
3,436.9
3,447.6
Total assets
$
7,998.5
$
7,095.7
LIABILITIES AND
EQUITY
Current liabilities:
Current portion of long-term debt
$
21.8
$
21.8
Accounts payable
986.4
984.0
Deferred revenue
638.9
358.7
Accrued expenses and other liabilities
611.8
513.7
Income taxes
46.5
19.7
Total current liabilities
2,305.4
1,897.9
Long-term debt, net
2,919.1
3,169.1
Deferred income taxes
159.5
176.5
Warrant liabilities
195.0
58.7
Long-term lease liabilities
142.6
132.0
Other long-term liabilities
262.0
219.6
Total liabilities
5,983.6
5,653.8
Equity
Preferred stock, $0.0001 par value,
5,000,000 shares authorized, none issued and outstanding
—
—
Common stock, $0.0001 par value,
700,000,000 shares authorized, 381,788,876 and 377,368,837 shares
issued and outstanding at December 31, 2023 and December 31, 2022,
respectively
—
—
Additional paid-in capital
2,711.3
2,630.7
Accumulated deficit
(691.9
)
(1,142.6
)
Accumulated other comprehensive (loss)
income
(4.5
)
(46.2
)
Total equity
2,014.9
1,441.9
Total liabilities and equity
$
7,998.5
$
7,095.7
Vertiv Holdings Co
CONSOLIDATED STATEMENTS OF
CASH FLOW (Unaudited)
(Dollars in millions)
Three months ended December 31,
2023
Three months ended December 31,
2022
Year ended December 31, 2023
Year ended December 31, 2022
Cash flows from operating
activities:
Net income (loss)
$
232.6
$
26.6
$
460.2
$
76.6
Adjustments to reconcile net income (loss)
to net cash provided by (used for) operating activities:
Depreciation
19.7
18.7
74.3
72.0
Amortization
49.2
51.8
196.7
230.4
Deferred income taxes
(130.9
)
13.4
(131.6
)
(8.6
)
Amortization of debt discount and issuance
costs
1.6
0.1
7.9
7.5
Change in fair value of warrant
liabilities
54.5
33.1
157.9
(90.9
)
Stock-based compensation
6.2
4.6
25.0
24.7
Payment of contingent consideration
—
—
—
(8.7
)
Gain on sale of property, plant and
equipment
—
(3.7
)
—
(3.7
)
Changes in operating working capital
84.5
(1.2
)
66.7
(449.2
)
Other
38.8
37.3
43.4
(2.9
)
Net cash provided by (used for)
operating activities
356.2
180.7
900.5
(152.8
)
Cash flows from investing
activities:
Capital expenditures
(47.8
)
(38.3
)
(127.9
)
(100.0
)
Investments in capitalized software
(3.3
)
(3.0
)
(6.7
)
(11.0
)
Proceeds from disposition of property,
plant and equipment
—
3.9
12.4
3.9
Acquisition of business
(28.8
)
—
(28.8
)
(5.0
)
Proceeds from sale of business
11.9
—
11.9
—
Net cash provided by (used for)
investing activities
(68.0
)
(37.4
)
(139.1
)
(112.1
)
Cash flows from financing
activities:
Borrowings from ABL revolving credit
facility and short-term borrowings
0.3
212.4
224.9
790.8
Repayments of ABL revolving credit
facility and short-term borrowings
(0.3
)
(274.3
)
(459.9
)
(555.8
)
Repayment of long-term debt
(5.3
)
(5.5
)
(27.1
)
(16.4
)
Payment of debt issuance costs
—
(0.1
)
—
(0.6
)
Payment of tax receivable agreement
—
(75.0
)
—
(100.0
)
Payment of contingent consideration
—
—
—
(12.8
)
Dividend payment
(9.5
)
(3.8
)
(9.5
)
(3.8
)
Exercise of employee stock options
4.5
1.8
27.4
3.1
Employee taxes paid from shares
withheld
(0.5
)
—
(3.3
)
(4.3
)
Net cash provided by (used for)
financing activities
(10.8
)
(144.5
)
(247.5
)
100.2
Effect of exchange rate changes on cash
and cash equivalents
6.2
5.7
1.5
(9.2
)
Increase (decrease) in cash, cash
equivalents and restricted cash
283.6
4.5
515.4
(173.9
)
Beginning cash, cash equivalents and
restricted cash
505.0
268.7
273.2
447.1
Ending cash, cash equivalents and
restricted cash
$
788.6
$
273.2
$
788.6
$
273.2
Changes in operating working
capital
Accounts receivable
$
(135.8
)
$
(118.8
)
$
(272.5
)
$
(375.8
)
Inventories
47.5
(9.1
)
(54.0
)
(211.4
)
Other current assets
(28.5
)
(24.6
)
—
(28.8
)
Accounts payable
27.2
90.6
(17.7
)
132.8
Deferred revenue
89.6
31.8
274.2
67.6
Accrued expenses and other liabilities
46.0
29.5
91.5
(22.0
)
Income taxes
38.5
(0.6
)
45.2
(11.6
)
Total changes in operating working
capital
$
84.5
$
(1.2
)
$
66.7
$
(449.2
)
Reconciliation of GAAP and non-GAAP Financial
Measures
To supplement this news release, we have included certain
non-GAAP financial measures in the format of performance metrics.
Management believes these non-GAAP financial measures provide
investors with additional meaningful financial information that
should be considered when assessing our underlying business
performance and trends. Further, management believes these non-GAAP
financial measures also enhance investors' ability to compare
period-to-period financial results. Non-GAAP financial measures
should be viewed in addition to, and not as an alternative for, the
company's reported results prepared in accordance with GAAP. Our
non-GAAP financial measures do not represent a comprehensive basis
of accounting. Therefore, our non-GAAP financial measures may not
be comparable to similarly titled measures reported by other
companies. Reconciliations of each of these non-GAAP financial
measures to GAAP information are also included. Management uses
these non-GAAP financial measures in making financial, operating,
compensation and planning decisions and in evaluating the company's
performance. Disclosing these non-GAAP financial measures allows
investors and management to view our operating results excluding
the impact of items that are not reflective of the underlying
operating performance.
Vertiv’s non-GAAP financial measures include:
- Adjusted operating profit (loss), which represents operating
profit (loss), adjusted to exclude amortization of
intangibles;
- Adjusted operating margin, which represents adjusted operating
profit (loss) divided by net sales;
- Organic net sales growth, which represents the change in net
sales adjusted to exclude the impacts of foreign currency exchange
rate;
- Adjusted free cash flow, which represents net cash provided by
(used for) operating activities adjusted to exclude capital
expenditures, investments in capitalized software and include
proceeds from disposition of PP&E; and
- Adjusted diluted EPS, which represents diluted earnings per
share adjusted to exclude amortization of intangibles and change in
warranty liability.
Regional Segment Results
Three months ended December
31,
Year ended December 31,
2023
2022
Δ
Δ%
Organic Δ %(2)
2023
2022
Δ
Δ%
Organic Δ %(2)
Net Sales(1):
Americas
$
1,019.6
$
833.7
$
185.9
22.3
%
21.9
%
$
3,844.5
$
2,728.6
$
1,115.9
40.9
%
40.6
%
APAC
430.4
425.2
5.2
1.2
%
2.7
%
1,527.8
1,601.3
(73.5
)
(4.6
)%
(0.5
)%
EMEA
415.4
395.7
19.7
5.0
%
1.4
%
1,490.9
1,361.6
129.3
9.5
%
8.4
%
$
1,865.4
$
1,654.6
$
210.8
12.7
%
12.1
%
$
6,863.2
$
5,691.5
$
1,171.7
20.6
%
21.4
%
Adjusted operating profit
(loss)(3):
Americas
$
274.4
$
170.5
$
103.9
60.9
%
$
958.8
$
426.1
$
532.7
125.0
%
APAC
72.7
81.1
(8.4
)
(10.4
)%
248.5
274.4
(25.9
)
(9.4
)%
EMEA
117.6
82.2
35.4
43.1
%
380.0
234.6
145.4
62.0
%
Corporate (4)
(134.3
)
(123.3
)
(11.0
)
8.9
%
(533.8
)
(495.9
)
(37.9
)
7.6
%
$
330.4
$
210.5
$
119.9
57.0
%
$
1,053.5
$
439.2
$
614.3
139.9
%
Adjusted operating margins (5):
Americas
26.9
%
20.5
%
6.4
%
24.9
%
15.6
%
9.3
%
APAC
16.9
%
19.1
%
(2.2
)%
16.3
%
17.1
%
(0.8
)%
EMEA
28.3
%
20.8
%
7.5
%
25.5
%
17.2
%
8.3
%
Vertiv
17.7
%
12.7
%
5.0
%
15.3
%
7.7
%
7.6
%
(1)
Segment net sales are presented excluding
intercompany sales.
(2)
Organic basis is adjusted to exclude
foreign currency exchange rate impact and the change in acquisition
and divestiture sales.
(3)
Adjusted operating profit (loss) is only
adjusted at the Corporate segment. There are no adjustments at the
reportable segment level between operating profit (loss) and
adjusted operating profit (loss).
(4)
Corporate costs consist of headquarters
management costs, stock-based compensation, other incentive
compensation, change in fair value of warrant liabilities, asset
impairments and costs that support centralized global functions
including Finance, Treasury, Risk Management, Strategy &
Marketing, IT, Legal, and global product platform development and
offering management.
(5)
Adjusted operating margins calculated as
adjusted operating profit (loss) divided by net sales.
Sales by Product and Service Offering
Three months ended December
31,
2023
2022
Δ
Δ %
Americas:
Critical infrastructure &
solutions
$
692.3
$
527.9
$
164.4
31.1
%
Services & spares
220.8
198.7
22.1
11.1
%
Integrated rack solutions
106.5
107.1
(0.6
)
(0.6
)%
$
1,019.6
$
833.7
$
185.9
22.3
%
Asia Pacific:
Critical infrastructure &
solutions
$
264.5
$
256.8
$
7.7
3.0
%
Services & spares
112.4
110.9
1.5
1.4
%
Integrated rack solutions
53.5
57.5
(4.0
)
(7.0
)%
$
430.4
$
425.2
$
5.2
1.2
%
Europe, Middle East &
Africa:
Critical infrastructure &
solutions
$
278.1
$
275.0
$
3.1
1.1
%
Services & spares
90.7
76.3
14.4
18.9
%
Integrated rack solutions
46.6
44.4
2.2
5.0
%
$
415.4
$
395.7
$
19.7
5.0
%
Total:
Critical infrastructure &
solutions
$
1,234.9
$
1,059.7
$
175.2
16.5
%
Services & spares
423.9
385.9
38.0
9.8
%
Integrated rack solutions
206.6
209.0
(2.4
)
(1.1
)%
$
1,865.4
$
1,654.6
$
210.8
12.7
%
Year ended December 31,
2023
2022
Δ
Δ %
Americas:
Critical infrastructure &
solutions
$
2,560.5
$
1,608.4
$
952.1
59.2
%
Services & spares
823.3
754.6
68.7
9.1
%
Integrated rack solutions
460.7
365.6
95.1
26.0
%
$
3,844.5
$
2,728.6
$
1,115.9
40.9
%
Asia Pacific:
Critical infrastructure &
solutions
$
911.4
$
949.3
$
(37.9
)
(4.0
)%
Services & spares
429.7
441.7
(12.0
)
(2.7
)%
Integrated rack solutions
186.7
210.3
(23.6
)
(11.2
)%
$
1,527.8
$
1,601.3
$
(73.5
)
(4.6
)%
Europe, Middle East &
Africa:
Critical infrastructure &
solutions
$
977.2
$
917.6
$
59.6
6.5
%
Services & spares
339.0
284.3
54.7
19.2
%
Integrated rack solutions
174.7
159.7
15.0
9.4
%
$
1,490.9
$
1,361.6
$
129.3
9.5
%
Total:
Critical infrastructure &
solutions
$
4,449.1
$
3,475.3
$
973.8
28.0
%
Services & spares
1,592.0
1,480.6
111.4
7.5
%
Integrated rack solutions
822.1
735.6
86.5
11.8
%
$
6,863.2
$
5,691.5
$
1,171.7
20.6
%
Organic growth by Product and Service Offering
Three months ended December 31,
2023
Net Sales Δ
FX Δ
Organic growth
Organic Δ %(1)
Americas:
Critical infrastructure &
solutions
$
164.4
$
(3.6
)
$
160.8
30.5
%
Services & spares
22.1
0.9
23.0
11.6
%
Integrated rack solutions
(0.6
)
(0.3
)
(0.9
)
(0.8
)%
$
185.9
$
(3.0
)
$
182.9
21.9
%
Asia Pacific:
Critical infrastructure &
solutions
$
7.7
$
2.5
$
10.2
4.0
%
Services & spares
1.5
1.7
3.2
2.9
%
Integrated rack solutions
(4.0
)
2.2
(1.8
)
(3.1
)%
$
5.2
$
6.4
$
11.6
2.7
%
Europe, Middle East &
Africa:
Critical infrastructure &
solutions
$
3.1
$
(11.2
)
$
(8.1
)
(2.9
)%
Services & spares
14.4
(1.5
)
12.9
16.9
%
Integrated rack solutions
2.2
(1.4
)
0.8
1.8
%
$
19.7
$
(14.1
)
$
5.6
1.4
%
Total:
Critical infrastructure &
solutions
$
175.2
$
(12.3
)
$
162.9
15.4
%
Services & spares
38.0
1.1
39.1
10.1
%
Integrated rack solutions
(2.4
)
0.5
(1.9
)
(0.9
)%
$
210.8
$
(10.7
)
$
200.1
12.1
%
(1)
Organic growth percentage change is
calculated as organic growth divided by net sales for the three
months ended December 31, 2022.
Year ended December 31, 2023
Net Sales Δ
FX Δ
Organic growth
Organic Δ %(1)
Americas:
Critical infrastructure &
solutions
$
952.1
$
(4.5
)
$
947.6
58.9
%
Services & spares
68.7
(3.0
)
65.7
8.7
%
Integrated rack solutions
95.1
(0.6
)
94.5
25.8
%
$
1,115.9
$
(8.1
)
$
1,107.8
40.6
%
Asia Pacific:
Critical infrastructure &
solutions
$
(37.9
)
$
38.7
$
0.8
0.1
%
Services & spares
(12.0
)
19.0
7.0
1.6
%
Integrated rack solutions
(23.6
)
8.5
(15.1
)
(7.2
)%
$
(73.5
)
$
66.2
$
(7.3
)
(0.5
)%
Europe, Middle East &
Africa:
Critical infrastructure &
solutions
$
59.6
$
(11.7
)
$
47.9
5.2
%
Services & spares
54.7
(0.9
)
53.8
18.9
%
Integrated rack solutions
15.0
(1.8
)
13.2
8.3
%
$
129.3
$
(14.4
)
$
114.9
8.4
%
Total:
Critical infrastructure &
solutions
$
973.8
$
22.5
$
996.3
28.7
%
Services & spares
111.4
15.1
126.5
8.5
%
Integrated rack solutions
86.5
6.1
92.6
12.6
%
$
1,171.7
$
43.7
$
1,215.4
21.4
%
(1)
Organic growth percentage change is
calculated as organic growth divided by net sales for the year
ended December 31, 2022.
Segment information
Operating profit
(loss)
Three months ended December 31,
2023
Three months ended December 31,
2022
Year ended December 31, 2023
Year ended December 31, 2022
Americas
$
274.4
$
170.5
$
958.8
$
426.1
Asia Pacific
72.7
81.1
248.5
274.4
Europe, Middle East & Africa
117.6
82.2
380.0
234.6
Total reportable segments
464.7
333.8
1,587.3
935.1
Foreign currency gain (loss)
(2.7
)
(1.9
)
(16.0
)
(3.7
)
Corporate and other
(131.6
)
(121.4
)
(517.8
)
(492.2
)
Total corporate, other and
eliminations
(134.3
)
(123.3
)
(533.8
)
(495.9
)
Amortization of intangibles
(45.2
)
(48.1
)
(181.3
)
(215.8
)
Operating profit (loss)
$
285.2
$
162.4
$
872.2
$
223.4
Reconciliation of net cash provided by (used for) operating
activities to adjusted free cash flow
Three months ended December 31,
2023
Three months ended December 31,
2022
Year ended December 31, 2023
Year ended December 31, 2022
Net cash provided by (used for) operating
activities
$
356.2
$
180.7
$
900.5
$
(152.8
)
Capital expenditures
(47.8
)
(38.3
)
(127.9
)
(100.0
)
Investments in capitalized software
(3.3
)
(3.0
)
(6.7
)
(11.0
)
Proceeds from disposition of PP&E
—
3.9
12.4
3.9
Adjusted free cash flow
$
305.1
$
143.3
$
778.3
$
(259.9
)
Reconciliation from operating profit (loss) to adjusted
operating profit (loss)
Three months ended December 31,
2023
Three months ended December 31,
2022
Year ended December 31, 2023
Year ended December 31, 2022
Operating profit (loss)
$
285.2
$
162.4
$
872.2
$
223.4
Amortization of intangibles
45.2
48.1
181.3
215.8
Adjusted operating profit
(loss)
$
330.4
$
210.5
$
1,053.5
$
439.2
Reconciliation from operating margin to adjusted operating
margin
Three months ended December 31,
2023
Three months ended December 31,
2022
Δ
Year ended December 31, 2023
Year ended December 31, 2022
Δ
Vertiv net sales
$
1,865.4
$
1,654.6
$
210.8
$
6,863.2
$
5,691.5
$
1,171.7
Vertiv operating profit (loss)
285.2
162.4
122.8
872.2
223.4
648.8
Vertiv operating margin
15.3
%
9.8
%
5.5
%
12.7
%
3.9
%
8.8
%
Amortization of intangibles
$
45.2
$
48.1
$
(2.9
)
$
181.3
$
215.8
$
(34.5
)
Vertiv adjusted operating profit
(loss)
330.4
210.5
119.9
1,053.5
439.2
614.3
Vertiv adjusted operating
margin
17.7
%
12.7
%
5.0
%
15.3
%
7.7
%
7.6
%
Reconciliation of Diluted EPS to Non-GAAP Adjusted
EPS
Three months
ended December 31, 2023
Operating profit
(loss)
Interest expense, net
Change in Warrant
Liability
Extinguishment of debt
Income tax expense
Net income (loss)
Diluted EPS (1)
GAAP
$
285.2
$
42.9
$
54.5
$
0.5
$
(45.3
)
$
232.6
$
0.60
Amortization of intangibles
45.2
—
—
—
—
45.2
0.12
Change in warrant liability
—
—
(54.5
)
—
—
54.5
0.14
Nonrecurring tax benefit, net(2)
—
—
—
—
115.0
(115.0
)
(0.30
)
Non-GAAP Adjusted
$
330.4
$
42.9
$
—
$
0.5
$
69.7
$
217.3
$
0.56
(1)
Diluted EPS and adjusted diluted EPS is
based on 390.5 million shares (includes 381.6 million basic shares,
8.9 million potential dilutive stock options, restricted stock
units and performance awards converted into RSUs upon achievement
of the related performance target). We believe that this
presentation is more representative of operating results by
removing the impact of warrant liability accounting and the
associated impact on diluted share count.
(2)
Nonrecurring tax benefit includes $115.0
million of valuation allowance release as a result of the Company’s
updated assessment of the realization of deferred tax assets in
certain countries.
Three months ended December 31,
2022
Operating profit
(loss)
Interest expense, net
Change in Warrant
Liability
Income tax expense
Net income (loss)
Diluted EPS (1)
GAAP
$
162.4
$
45.8
$
33.1
$
56.9
$
26.6
$
0.07
Amortization of intangibles
48.1
—
—
—
48.1
0.13
Change in warrant liability
—
—
(33.1
)
—
33.1
0.09
Non-GAAP Adjusted
$
210.5
$
45.8
$
—
$
56.9
$
107.8
$
0.28
(1)
Diluted EPS and adjusted diluted EPS is
based on 378.4 million shares (includes 377.3 million basic shares,
1.1 million potential dilutive stock options and restricted stock
units). We believe that this presentation is more representative of
operating results by removing the impact of warrant liability
accounting and the associated impact on diluted share count.
Year ended
December 31, 2023
Operating profit
(loss)
Interest expense, net
Change in Warrant
Liability
Extinguishment of debt
Income tax expense
Net income (loss)
Diluted EPS (1)
GAAP
$
872.2
$
180.1
$
157.9
$
0.5
$
73.5
$
460.2
$
1.19
Amortization of intangibles
181.3
—
—
—
—
181.3
0.47
Change in warrant liability
—
—
(157.9
)
—
—
157.9
0.41
Nonrecurring tax benefit, net(2)
—
—
—
—
115.0
(115.0
)
(0.30
)
Non-GAAP Adjusted
$
1,053.5
$
180.1
$
—
$
0.5
$
188.5
$
684.4
$
1.77
(1)
Diluted EPS and adjusted diluted EPS is
based on 386.2 million shares (includes 380.1 million basic shares,
6.1 million potential dilutive stock options, restricted stock
units and performance awards converted into RSUs upon achievement
of the related performance target). We believe that this
presentation is more representative of operating results by
removing the impact of warrant liability accounting and the
associated impact on diluted share count.
(2)
Nonrecurring tax benefit includes $115.0
million of valuation allowance release as a result of the Company’s
updated assessment of the realization of deferred tax assets in
certain countries.
Year ended
December 31, 2022
Operating profit
(loss)
Interest expense, net
Change in Warrant
Liability
Income tax expense
Net income (loss)
Diluted EPS (1)
GAAP
$
223.4
$
147.3
$
(90.9
)
$
90.4
$
76.6
$
(0.04
)
Intangible amortization
215.8
—
—
—
215.8
0.57
Change in warrant liability
—
—
90.9
—
(90.9
)
—
Non-GAAP Adjusted
$
439.2
$
147.3
$
—
$
90.4
$
201.5
$
0.53
(1)
Diluted EPS and adjusted diluted EPS is
based on 378.2 million shares (includes 376.7 million basic shares
and 1.5 million dilutive warrants). Diluted EPS and adjusted
diluted EPS includes an adjustment to exclude $90.9 million from
net income which is attributable to the warrants as they were
dilutive in the period. We believe that this presentation is more
representative of operating results by removing the impact of
warrant liability accounting and the associated impact on diluted
share count.
Vertiv Holdings Co
2024 Adjusted Guidance
Reconciliation of GAAP
Operating Profit to Non-GAAP Adjusted Financial Performance
(1)
First Quarter
2024
Operating profit
(loss)
Interest expense, net
Income tax expense
Net income (loss)
Diluted EPS (2)
GAAP
$
164.2
$
41.6
$
34.2
$
88.4
$
0.23
Amortization of intangibles
45.5
—
—
45.5
0.11
Non-GAAP Adjusted
$
209.7
$
41.6
$
34.2
$
133.9
$
0.34
Full Year
2024
Operating profit
(loss)
Interest expense, net
Income tax expense
Net income (loss)
Diluted EPS (3)
GAAP
$
1,117.5
$
154.4
$
269.6
$
693.5
$
1.76
Amortization of intangibles
182.0
—
—
182.0
0.47
Non-GAAP Adjusted
$
1,299.5
$
154.4
$
269.6
$
875.5
$
2.23
(1)
Information reconciling certain
forward-looking GAAP measures to non-GAAP measures related to FY
2024 guidance, including organic net sales growth, adjusted
operating margin and adjusted free cash flow, is not available
without unreasonable effort due to high variability, complexity and
uncertainty with respect to forecasting and quantifying certain
amounts that are necessary for such reconciliations. For the same
reasons, we are unable to compute the probable significance of the
unavailable information, which could have a potentially
unpredictable, and potentially significant, impact on our future
GAAP financial results.
(2)
Diluted EPS and adjusted diluted EPS based
on 391.6 million shares (includes 382.1 million basic shares and a
weighted average 9.5 million potential dilutive stock options and
restricted stock units).
(3)
Diluted EPS and adjusted diluted EPS based
on 393.2 million shares (includes 384.0 million basic shares and a
weighted average 9.2 million potential dilutive stock options and
restricted stock units).
EXHIBIT 99.2
The presentation of certain prior period amounts will be
reclassed beginning in 2024 to align with how Vertiv leadership
reviews results and operates the business.
Reclassification of Sales by Product and Service
Offering:
The Company’s previously reported disaggregated revenue by
product and service offering will combine previously reported
critical infrastructure & solutions and integrated rack
solutions and they will collectively be managed as products.
The following is a summary of the impact for each quarter for
the fiscal year 2020:
Sales by Product and Service
Offering:
Three months ended March 31,
2020
Americas
Asia Pacific
Europe, Middle East, &
Africa
Total
As Previously Disclosed
Critical infrastructure &
solutions
$
240.0
$
113.1
$
105.4
$
458.5
Services & spares
161.6
79.7
65.1
306.4
Integrated rack solutions
65.0
31.2
36.2
132.4
Total
$
466.6
$
224.0
$
206.7
$
897.3
Updated Disclosure
Products
$
305.0
$
144.3
$
141.6
$
590.9
Services & spares
161.6
79.7
65.1
306.4
Total
$
466.6
$
224.0
$
206.7
$
897.3
Three months ended June 30,
2020
Americas
Asia Pacific
Europe, Middle East, &
Africa
Total
As Previously Disclosed
Critical infrastructure &
solutions
$
251.1
$
196.8
$
99.4
$
547.3
Services & spares
161.1
86.1
64.7
311.9
Integrated rack solutions
72.5
39.9
34.1
146.5
Total
$
484.7
$
322.8
$
198.2
$
1,005.7
Updated Disclosure
Products
$
323.6
$
236.7
$
133.5
$
693.8
Services & spares
161.1
86.1
64.7
311.9
Total
$
484.7
$
322.8
$
198.2
$
1,005.7
Three months ended September 30,
2020
Americas
Asia Pacific
Europe, Middle East, &
Africa
Total
As Previously Disclosed
Critical infrastructure &
solutions
$
278.7
$
239.6
$
138.2
$
656.5
Services & spares
168.3
94.8
77.9
341.0
Integrated rack solutions
85.0
45.2
34.3
164.5
Total
$
532.0
$
379.6
$
250.4
$
1,162.0
Updated Disclosure
Products
$
363.7
$
284.8
$
172.5
$
821.0
Services & spares
168.3
94.8
77.9
341.0
Total
$
532.0
$
379.6
$
250.4
$
1,162.0
Three months ended December 31,
2020
Americas
Asia Pacific
Europe, Middle East, &
Africa
Total
As Previously Disclosed
Critical infrastructure &
solutions
$
304.4
$
281.2
$
186.7
$
772.3
Services & spares
171.6
105.7
80.5
357.8
Integrated rack solutions
81.3
55.1
39.1
175.5
Total
$
557.3
$
442.0
$
306.3
$
1,305.6
Updated Disclosure
Products
$
385.7
$
336.3
$
225.8
$
947.8
Services & spares
171.6
105.7
80.5
357.8
Total
$
557.3
$
442.0
$
306.3
$
1,305.6
Year ended December 31, 2020
Americas
Asia Pacific
Europe, Middle East, &
Africa
Total
As Previously Disclosed
Critical infrastructure &
solutions
$
1,074.2
$
830.7
$
529.7
$
2,434.6
Services & spares
662.6
366.3
288.2
1,317.1
Integrated rack solutions
303.8
171.4
143.7
618.9
Total
$
2,040.6
$
1,368.4
$
961.6
$
4,370.6
Updated Disclosure
Products
$
1,378.0
$
1,002.1
$
673.4
$
3,053.5
Services & spares
662.6
366.3
288.2
1,317.1
Total
$
2,040.6
$
1,368.4
$
961.6
$
4,370.6
The Company’s previously reported disaggregated revenue by
product and service offering will combine previously reported
critical infrastructure & solutions and integrated rack
solutions and they will collectively be managed as products.
The following is a summary of the impact for each quarter for
the fiscal year 2021:
Sales by Product and Service
Offering:
Three months ended March 31,
2021
Americas
Asia Pacific
Europe, Middle East, &
Africa
Total
As Previously Disclosed
Critical infrastructure &
solutions
$
279.9
$
216.3
$
132.0
$
628.2
Services & spares
153.6
95.2
71.8
320.6
Integrated rack solutions
67.9
46.0
35.7
149.6
Total
$
501.4
$
357.5
$
239.5
$
1,098.4
Updated Disclosure
Products
$
347.8
$
262.3
$
167.7
$
777.8
Services & spares
153.6
95.2
71.8
320.6
Total
$
501.4
$
357.5
$
239.5
$
1,098.4
Three months ended June 30,
2021
Americas
Asia Pacific
Europe, Middle East, &
Africa
Total
As Previously Disclosed
Critical infrastructure &
solutions
$
305.3
$
239.8
$
181.7
$
726.8
Services & spares
179.6
106.3
77.3
363.2
Integrated rack solutions
80.0
51.9
38.4
170.3
Total
$
564.9
$
398.0
$
297.4
$
1,260.3
Updated Disclosure
Products
$
385.3
$
291.7
$
220.1
$
897.1
Services & spares
179.6
106.3
77.3
363.2
Total
$
564.9
$
398.0
$
297.4
$
1,260.3
Three months ended September 30,
2021
Americas
Asia Pacific
Europe, Middle East, &
Africa
Total
As Previously Disclosed
Critical infrastructure &
solutions
$
291.9
$
234.0
$
180.4
$
706.3
Services & spares
180.2
104.4
80.8
365.4
Integrated rack solutions
65.1
56.2
35.9
157.2
Total
$
537.2
$
394.6
$
297.1
$
1,228.9
Updated Disclosure
Products
$
357.0
$
290.2
$
216.3
$
863.5
Services & spares
180.2
104.4
80.8
365.4
Total
$
537.2
$
394.6
$
297.1
$
1,228.9
Three months ended December 31,
2021
Americas
Asia Pacific
Europe, Middle East, &
Africa
Total
As Previously Disclosed
Critical infrastructure &
solutions
$
312.5
$
281.6
$
245.0
$
839.1
Services & spares
191.7
115.6
82.2
389.5
Integrated rack solutions
79.7
61.7
40.5
181.9
Total
$
583.9
$
458.9
$
367.7
$
1,410.5
Updated Disclosure
Products
$
392.2
$
343.3
$
285.5
$
1,021.0
Services & spares
191.7
115.6
82.2
389.5
Total
$
583.9
$
458.9
$
367.7
$
1,410.5
Year ended December 31, 2021
Americas
Asia Pacific
Europe, Middle East, &
Africa
Total
As Previously Disclosed
Critical infrastructure &
solutions
$
1,189.6
$
971.7
$
739.1
$
2,900.4
Services & spares
705.1
421.5
312.1
1,438.7
Integrated rack solutions
292.7
215.8
150.5
659.0
Total
$
2,187.4
$
1,609.0
$
1,201.7
$
4,998.1
Updated Disclosure
Products
$
1,482.3
$
1,187.5
$
889.6
$
3,559.4
Services & spares
705.1
421.5
312.1
1,438.7
Total
$
2,187.4
$
1,609.0
$
1,201.7
$
4,998.1
The Company’s previously reported disaggregated revenue by
product and service offering will combine previously reported
critical infrastructure & solutions and integrated rack
solutions and they will collectively be managed as products.
The following is a summary of the impact for each quarter for
the fiscal year 2022:
Sales by Product and Service
Offering:
Three months ended March 31,
2022
Americas
Asia Pacific
Europe, Middle East, &
Africa
Total
As Previously Disclosed
Critical infrastructure &
solutions
$
294.3
$
183.8
$
183.5
$
661.6
Services & spares
164.7
104.6
68.2
337.5
Integrated rack solutions
76.1
44.4
36.8
157.3
Total
$
535.1
$
332.8
$
288.5
$
1,156.4
Updated Disclosure
Products
$
370.4
$
228.2
$
220.3
$
818.9
Services & spares
164.7
104.6
68.2
337.5
Total
$
535.1
$
332.8
$
288.5
$
1,156.4
Three months ended June 30,
2022
Americas
Asia Pacific
Europe, Middle East, &
Africa
Total
As Previously Disclosed
Critical infrastructure &
solutions
$
368.9
$
243.0
$
234.8
$
846.7
Services & spares
187.6
112.9
68.7
369.2
Integrated rack solutions
90.7
51.3
41.5
183.5
Total
$
647.2
$
407.2
$
345.0
$
1,399.4
Updated Disclosure
Products
$
459.6
$
294.3
$
276.3
$
1,030.2
Services & spares
187.6
112.9
68.7
369.2
Total
$
647.2
$
407.2
$
345.0
$
1,399.4
Three months ended September 30,
2022
Americas
Asia Pacific
Europe, Middle East, &
Africa
Total
As Previously Disclosed
Critical infrastructure &
solutions
$
417.3
$
265.7
$
224.3
$
907.3
Services & spares
203.6
113.3
71.1
388.0
Integrated rack solutions
91.7
57.1
37.0
185.8
Total
$
712.6
$
436.1
$
332.4
$
1,481.1
Updated Disclosure
Products
$
509.0
$
322.8
$
261.3
$
1,093.1
Services & spares
203.6
113.3
71.1
388.0
Total
$
712.6
$
436.1
$
332.4
$
1,481.1
Three months ended December 31,
2022
Americas
Asia Pacific
Europe, Middle East, &
Africa
Total
As Previously Disclosed
Critical infrastructure &
solutions
$
527.9
$
256.8
$
275.0
$
1,059.7
Services & spares
198.7
110.9
76.3
385.9
Integrated rack solutions
107.1
57.5
44.4
209.0
Total
$
833.7
$
425.2
$
395.7
$
1,654.6
Updated Disclosure
Products
$
635.0
$
314.3
$
319.4
$
1,268.7
Services & spares
198.7
110.9
76.3
385.9
Total
$
833.7
$
425.2
$
395.7
$
1,654.6
Year ended December 31, 2022
Americas
Asia Pacific
Europe, Middle East, &
Africa
Total
As Previously Disclosed
Critical infrastructure &
solutions
$
1,608.4
$
949.3
$
917.6
$
3,475.3
Services & spares
754.6
441.7
284.3
1,480.6
Integrated rack solutions
365.6
210.3
159.7
735.6
Total
$
2,728.6
$
1,601.3
$
1,361.6
$
5,691.5
Updated Disclosure
Products
$
1,974.0
$
1,159.6
$
1,077.3
$
4,210.9
Services & spares
754.6
441.7
284.3
1,480.6
Total
$
2,728.6
$
1,601.3
$
1,361.6
$
5,691.5
The Company’s previously reported disaggregated revenue by
product and service offering will combine previously reported
critical infrastructure & solutions and integrated rack
solutions and they will collectively be managed as products.
The following is a summary of the impact for each quarter for
the fiscal year 2023:
Sales by Product and Service
Offering:
Three months ended March 31,
2023
Americas
Asia Pacific
Europe, Middle East, &
Africa
Total
As Previously Disclosed
Critical infrastructure &
solutions
$
561.4
$
168.3
$
225.0
$
954.7
Services & spares
188.4
104.1
78.1
370.6
Integrated rack solutions
112.5
40.6
42.7
195.8
Total
$
862.3
$
313.0
$
345.8
$
1,521.1
Updated Disclosure
Products
$
673.9
$
208.9
$
267.7
$
1,150.5
Services & spares
188.4
104.1
78.1
370.6
Total
$
862.3
$
313.0
$
345.8
$
1,521.1
Three months ended June 30,
2023
Americas
Asia Pacific
Europe, Middle East, &
Africa
Total
As Previously Disclosed
Critical infrastructure &
solutions
$
636.0
$
234.3
$
250.9
$
1,121.2
Services & spares
207.9
110.1
86.2
404.2
Integrated rack solutions
115.5
51.4
41.8
208.7
Total
$
959.4
$
395.8
$
378.9
$
1,734.1
Updated Disclosure
Products
$
751.5
$
285.7
$
292.7
$
1,329.9
Services & spares
207.9
110.1
86.2
404.2
Total
$
959.4
$
395.8
$
378.9
$
1,734.1
Three months ended September 30,
2023
Americas
Asia Pacific
Europe, Middle East, &
Africa
Total
As Previously Disclosed
Critical infrastructure &
solutions
$
670.8
$
244.3
$
223.2
$
1,138.3
Services & spares
206.2
103.1
84.0
393.3
Integrated rack solutions
126.2
41.2
43.6
211.0
Total
$
1,003.2
$
388.6
$
350.8
$
1,742.6
Updated Disclosure
Products
$
797.0
$
285.5
$
266.8
$
1,349.3
Services & spares
206.2
103.1
84.0
393.3
Total
$
1,003.2
$
388.6
$
350.8
$
1,742.6
Three months ended December 31,
2023
Americas
Asia Pacific
Europe, Middle East, &
Africa
Total
As Previously Disclosed
Critical infrastructure &
solutions
$
692.3
$
264.5
$
278.1
$
1,234.9
Services & spares
220.8
112.4
90.7
423.9
Integrated rack solutions
106.5
53.5
46.6
206.6
Total
$
1,019.6
$
430.4
$
415.4
$
1,865.4
Updated Disclosure
Products
$
798.8
$
318.0
$
324.7
$
1,441.5
Services & spares
220.8
112.4
90.7
423.9
Total
$
1,019.6
$
430.4
$
415.4
$
1,865.4
Year ended December 31, 2023
Americas
Asia Pacific
Europe, Middle East, &
Africa
Total
As Previously Disclosed
Critical infrastructure &
solutions
$
2,560.5
$
911.4
$
977.2
$
4,449.1
Services & spares
823.3
429.7
339.0
1,592.0
Integrated rack solutions
460.7
186.7
174.7
822.1
Total
$
3,844.5
$
1,527.8
$
1,490.9
$
6,863.2
Updated Disclosure
Products
$
3,021.2
$
1,098.1
$
1,151.9
$
5,271.2
Services & spares
823.3
429.7
339.0
1,592.0
Total
$
3,844.5
$
1,527.8
$
1,490.9
$
6,863.2
Reallocation of Corporate Costs to Business Segments:
Beginning in 2024 the Company will allocate centralized
engineering, research and development, and information technology
costs from corporate to the respective business segment.
The following is a summary of the impact for each quarter for
the fiscal year 2020 on adjusted operating profit (loss)(1) and
adjusted operating margin(2):
As Previously Disclosed
First Quarter
Second Quarter
Third Quarter
Fourth Quarter
Full Year 2020
Americas
$
91.5
$
130.0
$
133.1
$
142.4
$
497.0
Asia Pacific
20.9
56.1
53.6
66.5
197.1
Europe, Middle East & Africa
20.8
27.5
0.9
56.3
105.5
Total reportable segments
133.2
213.6
187.6
265.2
799.6
Foreign currency gain (loss)
(1.8
)
(2.8
)
(11.7
)
(9.7
)
(26.0
)
Corporate and other
(111.2
)
(108.0
)
(108.3
)
(103.9
)
(431.4
)
Total corporate, other and
eliminations
(113.0
)
(110.8
)
(120.0
)
(113.6
)
(457.4
)
Amortization of intangibles
(32.4
)
(32.2
)
(32.5
)
(31.6
)
(128.7
)
Operating profit (loss)
$
(12.2
)
$
70.6
$
35.1
$
120.0
$
213.5
Amortization of intangibles
32.4
32.2
32.5
31.6
128.7
Adjusted operating profit
(loss)
$
20.2
$
102.8
$
67.6
$
151.6
$
342.2
Updated Disclosure
First Quarter
Second Quarter
Third Quarter
Fourth Quarter
Full Year 2020
Americas
$
54.0
$
94.5
$
94.9
$
101.2
$
344.6
Asia Pacific
—
36.2
31.1
44.1
111.4
Europe, Middle East & Africa
4.2
12.2
(14.9
)
39.1
40.6
Total reportable segments
58.2
142.9
111.1
184.4
496.6
Foreign currency gain (loss)
(1.8
)
(2.8
)
(11.7
)
(9.7
)
(26.0
)
Corporate and other
(36.2
)
(37.3
)
(31.8
)
(23.1
)
(128.4
)
Total corporate, other and
eliminations
(38.0
)
(40.1
)
(43.5
)
(32.8
)
(154.4
)
Amortization of intangibles
(32.4
)
(32.2
)
(32.5
)
(31.6
)
(128.7
)
Operating profit (loss)
$
(12.2
)
$
70.6
$
35.1
$
120.0
$
213.5
Amortization of intangibles
32.4
32.2
32.5
31.6
128.7
Adjusted operating profit
(loss)
$
20.2
$
102.8
$
67.6
$
151.6
$
342.2
Adjusted operating profit
(loss)
First Quarter
Second Quarter
Third Quarter
Fourth Quarter
Full Year 2020
Americas
$
54.0
$
94.5
$
94.9
$
101.2
$
344.6
Asia Pacific
—
36.2
31.1
44.1
111.4
Europe, Middle East & Africa
4.2
12.2
(14.9
)
39.1
40.6
Corporate(1)
(38.0
)
(40.1
)
(43.5
)
(32.8
)
(154.4
)
$
20.2
$
102.8
$
67.6
$
151.6
$
342.2
Adjusted operating margins (2)
First Quarter
Second Quarter
Third Quarter
Fourth Quarter
Full Year 2020
Americas
11.6
%
19.5
%
17.8
%
18.2
%
16.9
%
Asia Pacific
—
%
11.2
%
8.2
%
10.0
%
8.1
%
Europe, Middle East & Africa
2.0
%
6.2
%
(6.0
)%
12.8
%
4.2
%
Vertiv
2.3
%
10.2
%
5.8
%
11.6
%
7.8
%
(1)
Adjusted operating profit (loss) is
adjusted at the Corporate segment for amortization of intangibles.
There are no adjustments at the reportable segment level between
operating profit (loss) and adjusted operating profit (loss).
(2)
Adjusted operating margins calculated as
adjusted operating profit (loss) divided by net sales.
The following is a summary of the impact for each quarter for
the fiscal year 2021 on adjusted operating profit (loss)(1) and
adjusted operating margin(2):
As Previously Disclosed
First Quarter
Second Quarter
Third Quarter
Fourth Quarter
Full Year 2021
Americas
$
126.4
$
128.6
$
113.4
$
72.8
$
441.2
Asia Pacific
53.1
62.8
69.4
68.1
253.4
Europe, Middle East & Africa
33.4
62.4
59.0
62.8
217.6
Total reportable segments
212.9
253.8
241.8
203.7
912.2
Foreign currency gain (loss)
6.9
(4.1
)
(4.9
)
(1.1
)
(3.2
)
Corporate and other
(108.2
)
(115.6
)
(123.5
)
(157.5
)
(504.8
)
Total corporate, other and
eliminations
(101.3
)
(119.7
)
(128.4
)
(158.6
)
(508.0
)
Amortization of intangibles
(31.8
)
(31.9
)
(31.6
)
(49.0
)
(144.3
)
Operating profit (loss)
$
79.8
$
102.2
$
81.8
$
(3.9
)
$
259.9
Amortization of intangibles
31.8
31.9
31.6
49.0
144.3
Mergers and acquisitions costs
—
—
18.0
30.1
48.1
Litigation settlement costs
—
—
—
18.7
18.7
Adjusted operating profit
(loss)
$
111.6
$
134.1
$
131.4
$
93.9
$
471.0
Updated Disclosure
First Quarter
Second Quarter
Third Quarter
Fourth Quarter
Full Year 2021
Americas
$
87.4
$
85.5
$
67.4
$
25.9
$
266.2
Asia Pacific
30.3
41.6
44.4
43.7
160.0
Europe, Middle East & Africa
15.8
45.4
40.5
43.6
145.3
Total reportable segments
133.5
172.5
152.3
113.2
571.5
Foreign currency gain (loss)
6.9
(4.1
)
(4.9
)
(1.1
)
(3.2
)
Corporate and other
(28.8
)
(34.3
)
(34.0
)
(67.0
)
(164.1
)
Total corporate, other and
eliminations
(21.9
)
(38.4
)
(38.9
)
(68.1
)
(167.3
)
Amortization of intangibles
(31.8
)
(31.9
)
(31.6
)
(49.0
)
(144.3
)
Operating profit (loss)
$
79.8
$
102.2
$
81.8
$
(3.9
)
$
259.9
Amortization of intangibles
31.8
31.9
31.6
49.0
144.3
Mergers and acquisitions costs
—
—
18.0
30.1
48.1
Litigation settlement costs
—
—
—
18.7
18.7
Adjusted operating profit
(loss)
$
111.6
$
134.1
$
131.4
$
93.9
$
471.0
Adjusted operating profit
(loss)
First Quarter
Second Quarter
Third Quarter
Fourth Quarter
Full Year 2021
Americas
$
87.4
$
85.5
$
67.4
$
25.9
$
266.2
Asia Pacific
30.3
41.6
44.4
43.7
160.0
Europe, Middle East & Africa
15.8
45.4
40.5
43.6
145.3
Corporate(1)
(21.9
)
(38.4
)
(20.9
)
(19.3
)
(100.5
)
$
111.6
$
134.1
$
131.4
$
93.9
$
471.0
Adjusted operating margins (2)
First Quarter
Second Quarter
Third Quarter
Fourth Quarter
Full Year 2021
Americas
17.4
%
15.1
%
12.5
%
4.4
%
12.2
%
Asia Pacific
8.5
%
10.5
%
11.3
%
9.5
%
9.9
%
Europe, Middle East & Africa
6.6
%
15.3
%
13.6
%
11.9
%
12.1
%
Vertiv
10.2
%
10.6
%
10.7
%
6.7
%
9.4
%
(1)
Adjusted operating profit (loss) is
adjusted at the Corporate segment for amortization of intangibles,
merger and acquisition costs, and litigation settlement costs.
There are no adjustments at the reportable segment level between
operating profit (loss) and adjusted operating profit (loss).
(2)
Adjusted operating margins calculated as
adjusted operating profit (loss) divided by net sales.
The following is a summary of the impact for each quarter for
the fiscal year 2022 on adjusted operating profit (loss)(1) and
adjusted operating margin(2):
As Previously Disclosed
First Quarter
Second Quarter
Third Quarter
Fourth Quarter
Full Year 2022
Americas
$
57.9
$
82.5
$
115.2
$
170.5
$
426.1
Asia Pacific
41.5
68.5
83.3
81.1
274.4
Europe, Middle East & Africa
33.2
61.8
57.4
82.2
234.6
Total reportable segments
132.6
212.8
255.9
333.8
935.1
Foreign currency gain (loss)
1.3
(2.9
)
(0.2
)
(1.9
)
(3.7
)
Corporate and other
(121.4
)
(127.9
)
(121.5
)
(121.4
)
(492.2
)
Total corporate, other and
eliminations
(120.1
)
(130.8
)
(121.7
)
(123.3
)
(495.9
)
Amortization of intangibles
(57.7
)
(55.8
)
(54.2
)
(48.1
)
(215.8
)
Operating profit (loss)
$
(45.2
)
$
26.2
$
80.0
$
162.4
$
223.4
Amortization of intangibles
57.7
55.8
54.2
48.1
215.8
Adjusted operating profit
(loss)
$
12.5
$
82.0
$
134.2
$
210.5
$
439.2
Updated Disclosure
First Quarter
Second Quarter
Third Quarter
Fourth Quarter
Full Year 2022
Americas
$
12.6
$
33.1
$
68.4
$
124.1
$
238.2
Asia Pacific
18.5
42.1
59.4
56.9
176.9
Europe, Middle East & Africa
14.3
42.1
38.1
62.1
156.6
Total reportable segments
45.4
117.3
165.9
243.1
571.7
Foreign currency gain (loss)
1.3
(2.9
)
(0.2
)
(1.9
)
(3.7
)
Corporate and other
(34.2
)
(32.4
)
(31.5
)
(30.7
)
(128.8
)
Total corporate, other and
eliminations
(32.9
)
(35.3
)
(31.7
)
(32.6
)
(132.5
)
Amortization of intangibles
(57.7
)
(55.8
)
(54.2
)
(48.1
)
(215.8
)
Operating profit (loss)
$
(45.2
)
$
26.2
$
80.0
$
162.4
$
223.4
Amortization of intangibles
57.7
55.8
54.2
48.1
215.8
Adjusted operating profit
(loss)
$
12.5
$
82.0
$
134.2
$
210.5
$
439.2
Adjusted operating profit
(loss)
First Quarter
Second Quarter
Third Quarter
Fourth Quarter
Full Year 2022
Americas
$
12.6
$
33.1
$
68.4
$
124.1
$
238.2
Asia Pacific
18.5
42.1
59.4
56.9
176.9
Europe, Middle East & Africa
14.3
42.1
38.1
62.1
156.6
Corporate(1)
(32.9
)
(35.3
)
(31.7
)
(32.6
)
(132.5
)
$
12.5
$
82.0
$
134.2
$
210.5
$
439.2
Adjusted operating margins (2)
First Quarter
Second Quarter
Third Quarter
Fourth Quarter
Full Year 2022
Americas
2.4
%
5.1
%
9.6
%
14.9
%
8.7
%
Asia Pacific
5.6
%
10.3
%
13.6
%
13.4
%
11.0
%
Europe, Middle East & Africa
5.0
%
12.2
%
11.5
%
15.7
%
11.5
%
Vertiv
1.1
%
5.9
%
9.1
%
12.7
%
7.7
%
(1)
Adjusted operating profit (loss) is
adjusted at the Corporate segment for amortization of intangibles.
There are no adjustments at the reportable segment level between
operating profit (loss) and adjusted operating profit (loss).
(2)
Adjusted operating margins calculated as
adjusted operating profit (loss) divided by net sales.
The following is a summary of the impact for each quarter for
the fiscal year 2023 on adjusted operating profit (loss)(1) and
adjusted operating margin(2):
Updated Disclosure
First Quarter
Second Quarter
Third Quarter
Fourth Quarter
Full Year 2023
Americas
$
190.6
$
239.8
$
254.0
$
274.4
$
958.8
Asia Pacific
39.1
62.6
74.1
72.7
248.5
Europe, Middle East & Africa
64.9
100.6
96.9
117.6
380.0
Total reportable segments
294.6
403.0
425.0
464.7
1,587.3
Foreign currency gain (loss)
(3.1
)
(7.5
)
(2.7
)
(2.7
)
(16.0
)
Corporate and other
(116.0
)
(144.3
)
(125.9
)
(131.6
)
(517.8
)
Total corporate, other and
eliminations
(119.1
)
(151.8
)
(128.6
)
(134.3
)
(533.8
)
Amortization of intangibles
(45.2
)
(45.4
)
(45.5
)
(45.2
)
(181.3
)
Operating profit (loss)
$
130.3
$
205.8
$
250.9
$
285.2
$
872.2
Amortization of intangibles
45.2
45.4
45.5
45.2
181.3
Adjusted operating profit
(loss)
$
175.5
$
251.2
$
296.4
$
330.4
$
1,053.5
Updated Disclosure
First Quarter
Second Quarter
Third Quarter
Fourth Quarter
Full Year 2023
Americas
$
145.8
$
191.7
$
206.5
$
218.4
$
762.4
Asia Pacific
16.6
38.2
49.7
42.9
147.4
Europe, Middle East & Africa
46.1
79.9
76.7
95.0
297.7
Total reportable segments
208.5
309.8
332.9
356.3
1,207.5
Foreign currency gain (loss)
(3.1
)
(7.5
)
(2.7
)
(2.7
)
(16.0
)
Corporate and other
(29.9
)
(51.1
)
(33.8
)
(23.2
)
(138.0
)
Total corporate, other and
eliminations
(33.0
)
(58.6
)
(36.5
)
(25.9
)
(154.0
)
Amortization of intangibles
(45.2
)
(45.4
)
(45.5
)
(45.2
)
(181.3
)
Operating profit (loss)
$
130.3
$
205.8
$
250.9
$
285.2
$
872.2
Amortization of intangibles
45.2
45.4
45.5
45.2
181.3
Adjusted operating profit
(loss)
$
175.5
$
251.2
$
296.4
$
330.4
$
1,053.5
Adjusted operating profit
(loss)
First Quarter
Second Quarter
Third Quarter
Fourth Quarter
Full Year 2023
Americas
$
145.8
$
191.7
$
206.5
$
218.4
$
762.4
Asia Pacific
16.6
38.2
49.7
42.9
147.4
Europe, Middle East & Africa
46.1
79.9
76.7
95.0
297.7
Corporate(1)
(33.0
)
(58.6
)
(36.5
)
(25.9
)
(154.0
)
$
175.5
$
251.2
$
296.4
$
330.4
$
1,053.5
Adjusted operating margins (2)
First Quarter
Second Quarter
Third Quarter
Fourth Quarter
Full Year 2023
Americas
16.9
%
20.0
%
20.6
%
21.4
%
19.8
%
Asia Pacific
5.3
%
9.7
%
12.8
%
10.0
%
9.6
%
Europe, Middle East & Africa
13.3
%
21.1
%
21.9
%
22.9
%
20.0
%
Vertiv
11.5
%
14.5
%
17.0
%
17.7
%
15.3
%
(1)
Adjusted operating profit (loss) is
adjusted at the Corporate segment for amortization of intangibles.
There are no adjustments at the reportable segment level between
operating profit (loss) and adjusted operating profit (loss).
(2)
Adjusted operating margins calculated as
adjusted operating profit (loss) divided by net sales.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20240220948140/en/
For investor inquiries, please contact: Lynne Maxeiner
Vice President, Global Treasury & Investor Relations Vertiv T
+1 614-841-6776 E : lynne.maxeiner@vertiv.com For media
inquiries, please contact: Peter Poulos FleishmanHillard for
Vertiv T +1 646-284-4991 E: peter.poulos@fleishman.com
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