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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

April 25, 2024
Date of Report (date of earliest event reported)

APPLIED INDUSTRIAL TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
Ohio
1-2299
34-0117420
(State or other jurisdiction of incorporation or organization)
(Commission File Number)
(I.R.S. Employer Identification No.)
One Applied Plaza
Cleveland
Ohio
44115
(Address of Principal Executive Offices)
(Zip Code)
(216) 426-4000
Registrant's telephone number, including area code

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, without par value AIT 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.
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ITEM 2.02.     RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

    On April 25, 2024, Applied Industrial Technologies, Inc. (“Applied”) issued a press release related to its earnings for the fiscal year 2024 third quarter ended March 31, 2024. The release is attached as Exhibit 99.1 to this Report on Form 8-K.

    The information in this Report on Form 8-K, including the Exhibit, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act.



ITEM 9.01     FINANCIAL STATEMENTS AND EXHIBITS
(d)    Exhibits.

Exhibit No. Description
99.1
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, thereunto duly authorized.

APPLIED INDUSTRIAL TECHNOLOGIES, INC.
(Registrant)
By: /s/ Jon S. Ploetz
Jon S. Ploetz, Vice President-General Counsel & Secretary
Date: April 25, 2024



EX-99.1 2 a8k4252024releaseexhibit991.htm EX-99.1 Document

EXHIBIT 99.1
appliedlogo.jpg
Applied Industrial Technologies Reports Fiscal 2024 Third Quarter Results
and Announces Strategic Automation Acquisition

•Net Sales of $1.1 Billion Up 1.3% YoY; Up 0.7% on an Organic Daily Basis
•Net Income of $97.2 Million, or $2.48 Per Share; EBITDA of $135.7 Million
•Operating Cash Flow of $84.2 Million; Free Cash Flow of $76.7 Million
•Signed Definitive Agreement to Acquire Grupo Kopar, Expanding Automation Platform
•Updating Fiscal 2024 Guidance

CLEVELAND, OHIO (April 25, 2024) – Applied Industrial Technologies (NYSE: AIT), a leading value-added distributor and technical solutions provider of industrial motion, fluid power, flow control, automation technologies, and related maintenance supplies, today reported results for its fiscal 2024 third quarter ended March 31, 2024.

Net sales for the quarter of $1.1 billion increased 1.3% over the prior year. The change includes a 1.2% increase from acquisitions and a 0.2% increase from foreign currency translation, partially offset by a negative 0.8% selling day impact. Excluding these factors, sales increased 0.7% on an organic daily basis reflecting a 2.6% increase in the Service Center segment and a 3.2% decrease in the Engineered Solutions segment. The Company reported net income of $97.2 million, or $2.48 per share, and EBITDA of $135.7 million. On a pre-tax basis, results include $4.8 million ($0.10 after tax per share) of LIFO expense compared to $8.2 million ($0.16 after tax per share) of LIFO expense in the prior-year period.

Neil A. Schrimsher, Applied’s President & Chief Executive Officer, commented, “Third quarter sales exceeded our expectations with the year-over-year trend gradually improving as the quarter progressed. Growth was led by our core Service Center operations where our technical industry position and internal initiatives are augmenting steady break-fix demand. This encouraging trend is a favorable indicator for our broader business and growth potential moving forward. In addition, we remain positive on our Engineered Solutions segment ahead of fiscal 2025 considering a constructive outlook across technology, automation, and process markets. Lastly, EBITDA margins were impacted by unfavorable expense absorption and mix against modest sales growth during the quarter. We expect these headwinds to alleviate near-term, and we remain on track to achieve record cash generation for the year.”

Mr. Schrimsher added, “I’m also excited to announce a key strategic step in the expansion of our automation platform with an agreement to acquire Grupo Kopar (Kopar), a provider of emerging automation technologies and engineered solutions primarily across Mexico. In addition to expanding our automation footprint with a market leader in this key growth geography, Kopar has strong alignment with our strategy focused on high-value robotics, machine vision, and IIoT applications. The acquisition will add approximately 200 new associates to our growing automation team and is expected to close in the coming weeks. Overall, we see significant potential and synergies building across our automation platform that stand to enhance our growth and earnings potential into fiscal 2025 and beyond. We look forward to welcoming Kopar to Applied and leveraging their capabilities going forward.”

Updated Fiscal 2024 Guidance
For fiscal 2024, the Company now projects EPS of $9.55 to $9.70 on an adjusted basis (prior $9.35 to $9.70), sales growth of 1.5% to 2.5% (prior 1% to 3%) including 0.5% to 1.5% on an organic daily basis (prior 0% to 2%), and EBITDA margins of 12.0% to 12.1% (prior 12.1% to 12.3%). Updated adjusted EPS guidance excludes the $3.0 million tax benefit recorded in the fiscal 2024 second quarter related to a deferred tax valuation allowance adjustment.



Guidance incorporates current economic uncertainty and assumptions of easing end-market demand near term, as well as ongoing inflationary headwinds. Guidance does not assume contribution from Kopar (pending the transaction close) or future acquisitions.

Dividend
Today the Company announced that its Board of Directors declared a quarterly cash dividend of $0.37 per common share, payable on May 31, 2024, to shareholders of record on May 15, 2024.

Conference Call Information
The Company will host a conference call at 10 a.m. ET today to discuss the quarter’s results and outlook. A live audio webcast and supplemental presentation can be accessed on our Investor Relations site at https://ir.applied.com. To join by telephone, dial 888-660-6573 (toll free) or 929-203-0881 using conference ID 6868675. Replays of the call will be available via webcast, as well as by telephone for one week by dialing 800-770-2030 (toll free) or 647-362-9199 using conference ID 6868675.

About Applied®
Applied Industrial Technologies is a leading value-added distributor and technical solutions provider of industrial motion, fluid power, flow control, automation technologies, and related maintenance supplies. Our leading brands, specialized services, and comprehensive knowledge serve MRO and OEM end users in virtually all industrial markets through our multi-channel capabilities that provide choice, convenience, and expertise. For more information, visit www.applied.com.

This press release contains statements that are forward-looking, as that term is defined by the Securities and Exchange Commission in its rules, regulations and releases. Applied intends that such forward-looking statements be subject to the safe harbors created thereby. Forward-looking statements are often identified by qualifiers such as “expect,” “see,” “assume,” “will,” “guidance” and derivative or similar expressions. All forward-looking statements are based on current expectations regarding important risk factors including trends and events in the industrial sector of the economy (such as the inflationary environment and supply chain strains), results of operations, and financial condition, and other risk factors identified in Applied's most recent periodic report and other filings made with the Securities and Exchange Commission. Accordingly, actual results may differ materially from those expressed in the forward-looking statements, and the making of such statements should not be regarded as a representation by Applied or any other person that the results expressed therein will be achieved. Applied assumes no obligation to update publicly or revise any forward-looking statements, whether due to new information, or events, or otherwise.

# # #

CONTACT INFORMATION

Ryan D. Cieslak
Director – Investor Relations & Treasury
216-426-4887 / rcieslak@applied.com



 APPLIED INDUSTRIAL TECHNOLOGIES, INC. AND SUBSIDIARIES
CONDENSED STATEMENTS OF CONSOLIDATED INCOME
(Unaudited)
(In thousands, except per share data)
Three Months Ended March 31, Nine Months Ended March 31,
2024 2023 2024 2023
Net Sales $ 1,146,390  $ 1,132,035  $ 3,318,731  $ 3,254,720 
Cost of sales 808,144  798,917  2,338,313  2,306,314 
Gross Profit 338,246  333,118  980,418  948,406 
Selling, distribution and administrative expense, including depreciation 217,040  206,207  623,938  602,070 
Operating Income 121,206  126,911  356,480  346,336 
Interest expense, net 265  4,773  3,502  17,438 
Other (income) expense, net (1,724) (142) (4,217) 1,624 
Income Before Income Taxes 122,665  122,280  357,195  327,274 
Income tax expense 25,448  25,093  74,924  72,750 
Net Income $ 97,217  $ 97,187  $ 282,271  $ 254,524 
Net Income Per Share - Basic $ 2.51  $ 2.52  $ 7.29  $ 6.60 
Net Income Per Share - Diluted $ 2.48  $ 2.47  $ 7.18  $ 6.49 
Average Shares Outstanding - Basic  38,675 38,617  38,707 38,574
Average Shares Outstanding - Diluted  39,252 39,268  39,291 39,203
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

1) Applied uses the last-in, first-out (LIFO) method of valuing U.S. inventory. An actual valuation of inventory under the LIFO method can only be made at the end of each year based on the inventory levels and costs at that time. Accordingly, interim LIFO calculations are based on management's estimates of expected year-end inventory levels and costs and are subject to the final year-end LIFO inventory determination.





APPLIED INDUSTRIAL TECHNOLOGIES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
(In thousands)
March 31, June 30,
 2024 2023
Assets
  Cash and cash equivalents $ 456,533  $ 344,036 
  Accounts receivable, net 710,195  708,395 
  Inventories 503,910  501,184 
  Other current assets 97,044  93,192 
       Total current assets 1,767,682  1,646,807 
  Property, net 115,325  115,041 
  Operating lease assets, net 95,569  100,677 
  Intangibles, net 220,840  235,549 
  Goodwill 588,713  578,418 
  Other assets 66,814  66,840 
Total Assets $ 2,854,943  $ 2,743,332 
Liabilities
  Accounts payable $ 271,185  $ 301,685 
  Current portion of long-term debt 25,107  25,170 
  Other accrued liabilities 172,114  213,489 
       Total current liabilities 468,406  540,344 
  Long-term debt 571,862  596,926 
  Other liabilities 145,651  147,625 
Total Liabilities 1,185,919  1,284,895 
Shareholders' Equity 1,669,024  1,458,437 
Total Liabilities and Shareholders' Equity $ 2,854,943  $ 2,743,332 





APPLIED INDUSTRIAL TECHNOLOGIES, INC. AND SUBSIDIARIES
CONDENSED STATEMENTS OF CONSOLIDATED CASH FLOWS
(Unaudited)
 (In thousands)
Nine Months Ended
March 31,
2024 2023
Cash Flows from Operating Activities
Net income $ 282,271  $ 254,524 
Adjustments to reconcile net income to net cash provided
by operating activities:
   Depreciation and amortization of property 17,567  16,598 
   Amortization of intangibles 21,601  23,189 
   Provision for losses on accounts receivable 1,001  4,676 
   Amortization of stock appreciation rights and options 2,570  2,322 
   Other share-based compensation expense 7,508  7,419 
   Changes in assets and liabilities, net of acquisitions (77,403) (142,092)
   Other, net (2,956) (2,609)
Net Cash provided by Operating Activities 252,159  164,027 
Cash Flows from Investing Activities
   Acquisition of businesses, net of cash acquired (21,440) (35,667)
   Capital expenditures (17,354) (20,809)
   Proceeds from property sales 514  226 
Net Cash used in Investing Activities (38,280) (56,250)
Cash Flows from Financing Activities
   Net repayments under revolving credit facility —  (27,000)
   Long-term debt repayments (25,188) (40,185)
   Interest rate swap settlement receipts 10,839  5,501 
   Purchases of treasury shares (28,875) (716)
   Dividends paid (41,524) (39,829)
   Acquisition holdback payments (681) (1,510)
   Taxes paid for shares withheld for equity awards (15,874) (7,914)
   Exercise of stock appreciation rights and options 127  127 
Net Cash used in Financing Activities (101,176) (111,526)
Effect of Exchange Rate Changes on Cash (206) 1,402 
Increase (decrease) in cash and cash equivalents 112,497  (2,347)
Cash and Cash Equivalents at Beginning of Period 344,036  184,474 
Cash and Cash Equivalents at End of Period $ 456,533  $ 182,127 





  APPLIED INDUSTRIAL TECHNOLOGIES, INC. AND SUBSIDIARIES
SUPPLEMENTAL INFORMATION
RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES
(Unaudited)
(In thousands)
The Company supplemented the reporting of financial information determined under U.S. generally accepted accounting principles (GAAP) with reporting of non-GAAP financial measures. The Company believes that these non-GAAP measures provide meaningful information to assist shareholders in understanding financial results, assessing prospects for future performance, and provide a better baseline for analyzing trends in our underlying businesses. Because non-GAAP financial measures are not standardized, it may not be possible to compare these financial measures with other companies' non-GAAP financial measures having the same or similar names. These non-GAAP financial measures should not be considered in isolation or as a substitute for reported results. These non-GAAP financial measures reflect an additional way of viewing aspects of operations that, when viewed with GAAP results, provide a more complete understanding of the business. The Company strongly encourages investors and shareholders to review company financial statements and publicly filed reports in their entirety and not to rely on any single financial measure.
Reconciliation of Net income and Net income per share, GAAP financial measures, with Adjusted Net income and
Adjusted Net income per share, non-GAAP financial measures:
 Three Months Ended March 31, 2023
Pre-tax Tax Effect Net of Tax Per Share
Diluted Impact
Tax Rate
Net income and net income per share $ 122,280  $ 25,093  $ 97,187  $ 2.47  20.5  %
  Tax valuation allowance adjustment, net —  3,657  (3,657) (0.09) 3.0  %
Adjusted net income and net income per share $ 122,280  $ 28,750  $ 93,530  $ 2.38  23.5  %
Nine Months Ended March 31, 2024
Pre-tax Tax Effect Net of Tax Per Share Diluted Impact Tax Rate
Net income and net income per share $ 357,195  $ 74,924  $ 282,271  $ 7.18  21.0  %
   Tax valuation allowance adjustment —  3,046  (3,046) (0.08) 0.8  %
Adjusted net income and net income per share $ 357,195  $ 77,970  $ 279,225  $ 7.10  21.8  %
Nine Months Ended March 31, 2023
Pre-tax Tax Effect Net of Tax Per Share Diluted Impact Tax Rate
Net income and net income per share $ 327,274  $ 72,750  $ 254,524  $ 6.49  22.2  %
   Tax valuation allowance adjustment, net —  3,657  (3,657) (0.09) 1.1  %
Adjusted net income and net income per share $ 327,274  $ 76,407  $ 250,867  $ 6.40  23.3  %



Reconciliation of Net Income, a GAAP financial measure, to EBITDA, a non-GAAP financial measure:
Three Months Ended
March 31,
Nine Months Ended
March 31,
2024 2023 2024 2023
Net Income $ 97,217  $ 97,187  $ 282,271  $ 254,524 
Interest expense, net 265  4,773  3,502  17,438 
Income tax expense 25,448  25,093  74,924  72,750 
Depreciation and amortization of property 5,802  5,565  17,567  16,598 
Amortization of intangibles 6,951  7,670  21,601  23,189 
EBITDA $ 135,683  $ 140,288  $ 399,865  $ 384,499 
The Company defines EBITDA as Earnings from operations before Interest, Taxes, Depreciation, and Amortization, a non-GAAP financial measure. EBITDA excludes items that may not be indicative of core operating results, a non-GAAP financial measure.
Reconciliation of Net Cash provided by Operating activities, a GAAP financial measure, to Free Cash Flow, a non-GAAP financial measure:
 Three Months Ended
March 31,
 Nine Months Ended
March 31,
2024 2023 2024 2023
Net Cash provided by Operating Activities $ 84,192  $ 75,204  $ 252,159  $ 164,027 
Capital expenditures (7,491) (7,992) (17,354) (20,809)
Free Cash Flow $ 76,701  $ 67,212  $ 234,805  $ 143,218 
Free cash flow is defined as net cash provided by operating activities less capital expenditures, a non-GAAP financial measure.