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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

Date of Report (Date of earliest event reported): November 21, 2024
New Logo.gif
Atkore Inc.
(Exact name of registrant as specified in its charter)
Delaware 001-37793 90-0631463
(State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)
16100 South Lathrop Avenue, Harvey, Illinois 60426
(Address of principal executive offices) (Zip Code)

(708) 339-1610
(Registrant's telephone number, including area code)

Not Applicable
(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:
☐    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 Name of each exchange on which registered
Common Stock, $.01 par value per share ATKR 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 November 21, 2024, Atkore Inc. (the "Company" or "Atkore") issued a press release announcing the Company’s financial results for the fourth fiscal quarter and year ended September 30, 2024. A copy of the press release is being furnished as Exhibit 99.1 and incorporated herein by reference.
Item 7.01. Regulation FD Disclosure.*
    The slide presentation attached hereto as Exhibit 99.2, and incorporated herein by reference, will be presented to certain Atkore investors on November 21, 2024 and may be used by Atkore in various other presentations to investors.
Item 9.01. Financial Statements and Exhibits.*
Exhibit No.     
Description of Exhibit
99.1 
99.2 
104 Inline XBRL for the cover page of this Current Report on Form 8-K
*
In accordance with General Instruction B.2 of Form 8-K, the information in Items 2.02 and 7.01 of this Current Report on Form 8-K, including Exhibits 99.1 and 99.2 attached hereto, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 ("Exchange Act"), as amended, 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, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.



SIGNATURES

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.

ATKORE INTERNATIONAL GROUP INC.



By: /s/ Daniel S. Kelly        
Daniel S. Kelly
Vice President, General Counsel and Secretary

Date: November 21, 2024




EX-99.1 2 atkr4q24exhibit991.htm EX-99.1 Document
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Exhibit 99.1
    
Atkore Inc. Announces Fourth Quarter 2024 Results

Fourth-Quarter Highlights
•Net sales decreased by $81.6 million versus prior year period to $788.3 million
•Net income decreased by $67.8 million versus prior year period to $73.1 million; Adjusted EBITDA decreased by $91.8 million versus prior year period to $140.2 million
•Net income per diluted share decreased to $2.02 from $3.63 in prior year period; Adjusted net income per diluted share decreased to $2.43 from $4.21 in prior year period

Fiscal 2024 Highlights
•Net sales decreased $316.7 million versus prior year period to $3,202.1 million
•Net income decreased by $217.0 million versus prior year to $472.9 million; Adjusted EBITDA decreased to $771.7 million from $1,042.1 million in prior year
•Net income per diluted share decreased to $12.69 from $17.27 in prior year; Adjusted net income per diluted share decreased to $14.48 from $19.40 in prior year
•Net cash provided by operating activities of $549.0 million; Free Cash Flow of $399.2 million
•Repurchased $381.0 million in outstanding shares and paid dividends totaling $34.5 million

Additional Highlights
•On November 18, 2024, The Board of Directors declared a quarterly cash dividend of $0.32 per share of common stock payable on December 16, 2024, to stockholders of record on December 6, 2024
•Full-year 2025 Net sales expected to be in the range of $2.9 - $3.2 billion
•Full-year 2025 Adjusted EBITDA outlook of $475 - $525 million; Full-year Adjusted net income per diluted share outlook of $7.80 - $8.90

HARVEY, IL. — November 21, 2024 (BUSINESS WIRE) - Atkore Inc. (the “Company” or “Atkore”) (NYSE: ATKR) announced earnings for its fiscal 2024 full year and fourth quarter ended September 30, 2024 (“fourth quarter”).

“Atkore achieved annual volume growth of 3.5% with contributions from each of our key product categories in fiscal 2024,” said Bill Waltz, Atkore President and Chief Executive Officer. “Given the expected decline in net sales and profitability this year, we remained focused on executing our strategic initiatives which we believe will further strengthen our Company for the long-term. Our cash flow generation and disciplined approach to capital allocation are two of Atkore’s greatest strengths. I am proud to say that since declaring our first quarterly dividend earlier in the year, Atkore returned approximately 75% of cash generated from operating activities to shareholders in the form of dividends and share repurchases.”

Waltz continued, “As we end our year and look forward, we are encouraged by the prospects of secular trends for which we have an opportunity to participate. We are mindful of the challenges we face in certain markets, and the competitive landscape in which we operate as we find opportunities to be the customer’s first choice.”













1

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Exhibit 99.1
    
2024 Fourth Quarter Results

Three Months Ended
(in thousands) September 30, 2024 September 30, 2023 Change Change %
Net sales
Electrical $ 564,535  $ 649,787  $ (85,252) (13.1) %
Safety & Infrastructure 224,507  220,239  4,268  1.9  %
Eliminations (746) (137) (609) 444.5  %
Consolidated operations $ 788,296  $ 869,889  $ (81,593) (9.4) %
Net income $ 73,119  $ 140,925  $ (67,806) (48.1) %
Adjusted EBITDA
Electrical $ 145,662  $ 237,577  $ (91,915) (38.7) %
Safety & Infrastructure 14,898  15,139  (241) (1.6) %
Unallocated (20,410) (20,738) 328  (1.6) %
Consolidated operations $ 140,150  $ 231,978  $ (91,828) (39.6) %

Net sales for the fourth quarter of 2024 decreased to $788.3 million, a decrease of 9.4% compared to $869.9 million for the prior-year period. The decrease was primarily due to lower average selling prices of $104.1 million as the result of expected pricing normalization and the economic value of solar tax credits to be transferred to certain customers of $5.4 million. These decreases were partially offset by higher sales volume of $26.9 million.

Gross profit decreased by $85.4 million to $216.1 million for the fourth quarter of 2024, as compared to $301.5 million for the prior-year period. Gross margins decreased from 34.7% in the prior year period to 27.4%. Gross profit and gross profit margin decreased primarily due to declines in average selling prices of $104.1 million, partially offset by slower declines in raw material costs of $2.2 million.

Net income decreased $67.8 million to $73.1 million for the fourth quarter of 2024, as compared to $140.9 million for the prior-year period, due to lower operating income of $87.4 million, partially offset by decreased income taxes of $20.8 million. Adjusted net income decreased $74.4 million to $86.6 million compared to $161.0 million for the prior-year period.

Adjusted EBITDA decreased $91.8 million, or 39.6%, to $140.2 million for the fourth quarter of 2024, as compared to $232.0 million for the prior-year period. Net income margin decreased from 16.2% in the prior-year period to 9.3% and Adjusted EBITDA Margin decreased 890 basis points from 26.7% to 17.8%.

Net income per diluted share was $2.02 for the fourth quarter of 2024, a decrease of $1.61 from the prior-year period. Adjusted net income per diluted share was $2.43 per share for the fourth quarter of 2024 compared to $4.21 for the prior-year period.











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Exhibit 99.1
    
Segment Results

Electrical

Electrical net sales decreased $85.3 million, or 13.1%, to $564.5 million for the fourth quarter of 2024, as compared to $649.8 million for the prior-year period. The decrease in net sales is primarily attributed to decreased average selling prices of $97.3 million as a result of expected pricing normalization partially offset by increased volume of $10.9 million.

Adjusted EBITDA decreased $91.9 million, or 38.7%, to $145.7 million for the fourth quarter of 2024, as compared to $237.6 million for the prior-year period, and Adjusted EBITDA Margin decreased from 36.6% to 25.8%. The decrease in Adjusted EBITDA was largely due to lower average selling prices over input costs.

Safety & Infrastructure

Safety & Infrastructure net sales increased $4.3 million, or 1.9%, to $224.5 million for the fourth quarter of 2024, as compared to $220.2 million for the prior-year period. The increase is attributed to higher volumes of $16.0 million partially offset by lower average selling prices of $6.8 million and the economic value of solar tax credits to be transferred to certain customers of $5.4 million.

Adjusted EBITDA decreased $0.2 million, or 1.6%, to $14.9 million for the fourth quarter of 2024, as compared to $15.1 million for the prior-year period. Adjusted EBITDA Margin decreased from 6.9% to 6.6%. The Adjusted EBITDA and Adjusted EBITDA Margin were marginally consistent with the prior year quarter.

Fiscal 2024 Full-Year Results

Net sales for fiscal 2024 decreased $316.7 million to $3,202.1 million, a decrease of 9.0%, compared to $3,518.8 million for fiscal 2023. The decrease in net sales is primarily attributed to decreased average selling prices of $406.1 million, the economic value of solar tax credits to be transferred to certain customers of $38.3 million. These decreases are partially offset by increased sales volume of $122.6 million across varying product categories within both the Electrical and the Safety & Infrastructure segments.

Gross profit for fiscal 2024 decreased $261.7 million to $1,077.8 million, a decrease of 19.5%, compared to $1,339.5 million for fiscal 2023. Gross margin decreased to 33.7% in fiscal 2024 compared to 38.1% in fiscal 2023 due to declines in average selling prices of $406.1 million, partially offset by slower declines in the input costs of steel, copper and PVC resin of $103.1 million and the net benefit of solar tax credits of $45.7 million.

Net income decreased $217.0 million to $472.9 million for fiscal 2024, as compared to $689.9 million for fiscal 2023. Adjusted net income decreased $230.1 million to $532.9 million for fiscal 2024 compared to $763.0 million for fiscal 2023. The decrease in both net income and adjusted net income was primarily driven by lower operating income of $268.7 million partially offset by lower income tax of $46.0 million.

Adjusted EBITDA decreased $270.4 million or 25.9%, to $771.7 million for fiscal 2024, as compared to $1,042.1 million for fiscal 2023. The decrease was primarily due to lower operating income.

Net income per diluted share on a GAAP basis was $12.69 for fiscal 2024, a decrease of $4.58 from fiscal 2023. Adjusted net income per diluted share was $14.48 for fiscal 2024 compared to $19.40 for fiscal 2023.




3

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Exhibit 99.1
    
Liquidity & Capital Resources

During fiscal 2024, operating activities provided $549.0 million of cash, compared to $807.6 million during fiscal year 2023. Free cash flow decreased to $399.2 million for fiscal 2024 from $588.7 million in fiscal year 2023. The decrease in cash provided by operating activities was primarily driven by lower operating income of $268.7 million and tax impacts of $6.5 million, partially offset by less cash used in working capital of $5.2 million and higher depreciation and amortization of $15.4 million. The decrease in free cash flow was primarily due to the factors above partially offset by less capital expenditures during fiscal 2024 of $69.0 million when compared to the prior fiscal year.

During fiscal 2024, the Board of Directors approved a new quarterly dividend program to be added to the Company’s capital deployment model. Dividends were declared and paid during the year totaling $34.5 million. Additionally, the Board of Directors approved a new share repurchase plan that authorized the Company to repurchase up to $500.0 million of its outstanding stock. During fiscal 2024, the Company repurchased $381.0 million of its outstanding stock, which exhausted the authorization of previously approved plans and leaving a $428.1 million of authorization remaining on the current plan.

Outlook and Targets1

Fiscal 2025 First Quarter - The Company expects the first quarter of fiscal 2025 Adjusted EBITDA to be in the range of $95 - $105 million and Adjusted net income per diluted share to be in the range of $1.45 - $1.65.

Fiscal 2025 Full Year - The Company expects fiscal year 2025 Adjusted EBITDA to be in the range of $475 - $525 million and Adjusted net income per diluted share to be in the range of $7.80 - $8.90.

The Company notes that the outlook and target information provided may vary due to changes in assumptions or market conditions and other factors described under “Forward-Looking Statements.”

Conference Call Information

Atkore management will host a conference call today, November 21, 2024, at 8 a.m. Eastern time, to discuss the Company’s financial results, provide a business update and long-term financial targets. The conference call may be accessed by dialing (888) 330-2446 (domestic) or (240) 789-2732 (international). The call will be available for replay until December 5, 2024. The replay can be accessed by dialing (800) 770-2030, or for international callers, (609) 800-9909. The passcode for the live call and the replay is 5592214.

Interested investors and other parties can also listen to a webcast of the live conference call by logging onto the Investor Relations section of the Company's website at http://investors.atkore.com. The online replay will be available on the same website immediately following the call.
To learn more about the Company please visit the company's website at http://investors.atkore.com.






1 Reconciliations of the forward-looking full-year and fiscal first quarter outlook and target for Adjusted EBITDA and Adjusted net income per diluted share are not being provided as the Company does not currently have sufficient data to accurately estimate the variables and individual adjustments for such reconciliations. Accordingly, we are relying on the exception provided by Item 10(e)(1)(i)(B) of Regulation S-K to exclude these reconciliations.
4

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Exhibit 99.1
    
About Atkore Inc.

Atkore is a leading manufacturer of electrical products for commercial, industrial, data center, telecommunications, and solar applications. With 5,600 employees and $3.2B in sales in fiscal year 2024, we deliver sustainable solutions to meet the growing demands of electrification and digital transformation. To learn more, please visit www.atkore.com.

Media Contact:
Lisa Winter
Vice President - Communications
708-225-2453
AtkoreCommunications@atkore.com
Investor Contact:
Matthew Kline
Vice President - Treasury and Investor Relations
708-225-2116
Investors@atkore.com

Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of the Federal Private Securities Litigation Reform Act of 1995. Forward-looking statements include, but are not limited to, statements relating to financial outlook. Some of the forward-looking statements can be identified by the use of forward-looking terms such as “believes,” “expects,” “may,” “will,” “shall,” “should,” “would,” “could,” “seeks,” “aims,” “projects,” “is optimistic,” “intends,” “plans,” “estimates,” “anticipates” or other comparable terms. Forward-looking statements include, without limitation, all matters that are not historical facts. Forward-looking statements are subject to known and unknown risks and uncertainties, many of which may be beyond our control. We caution you that forward-looking statements are not guarantees of future performance or outcomes and that actual performance and outcomes, including, without limitation, our actual results of operations, financial condition and liquidity, and the development of the market in which we operate, may differ materially from those made in or suggested by the forward-looking statements contained in this press release. In addition, even if our results of operations, financial condition and cash flows, and the development of the market in which we operate, are consistent with the forward-looking statements contained in this press release, those results or developments may not be indicative of results or developments in subsequent periods.

A number of important factors, including, without limitation, the risks and uncertainties discussed or referenced under the caption “Risk Factors” in our Annual Report on Form 10-K, filed with the U.S. Securities and Exchange Commission (“SEC”) on November 21, 2024 could cause actual results and outcomes to differ materially from those reflected in the forward-looking statements.
5

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Exhibit 99.1
    
Additional factors that could cause actual results and outcomes to differ from those reflected in forward-looking statements include, without limitation: declines in, and uncertainty regarding, the general business and economic conditions in the United States and international markets in which we operate; weakness or another downturn in the United States non-residential construction industry; widespread outbreak of diseases, such as the novel coronavirus (COVID-19) pandemic; changes in prices of raw materials; pricing pressure, reduced profitability, or loss of market share due to intense competition; availability and cost of third-party freight carriers and energy; high levels of imports of products similar to those manufactured by us; changes in federal, state, local and international governmental regulations and trade policies; adverse weather conditions; increased costs relating to future capital and operating expenditures to maintain compliance with environmental, health and safety laws; reduced spending by, deterioration in the financial condition of, or other adverse developments, including inability or unwillingness to pay our invoices on time, with respect to one or more of our top customers; increases in our working capital needs, which are substantial and fluctuate based on economic activity and the market prices for our main raw materials, including as a result of failure to collect, or delays in the collection of, cash from the sale of manufactured products; work stoppage or other interruptions of production at our facilities as a result of disputes under existing collective bargaining agreements with labor unions or in connection with negotiations of new collective bargaining agreements, as a result of supplier financial distress, or for other reasons; changes in our financial obligations relating to pension plans that we maintain in the United States; reduced production or distribution capacity due to interruptions in the operations of our facilities or those of our key suppliers; loss of a substantial number of our third-party agents or distributors or a dramatic deviation from the amount of sales they generate; security threats, attacks, or other disruptions to our information systems, or failure to comply with complex network security, data privacy and other legal obligations or the failure to protect sensitive information; possible impairment of goodwill or other long-lived assets as a result of future triggering events, such as declines in our cash flow projections or customer demand and changes in our business and valuation assumptions; safety and labor risks associated with the manufacture and in the testing of our products; product liability, construction defect and warranty claims and litigation relating to our various products, as well as government inquiries and investigations, and consumer, employment, tort and other legal proceedings; our ability to protect our intellectual property and other material proprietary rights; risks inherent in doing business internationally; changes in foreign laws and legal systems, including as a result of Brexit; our inability to introduce new products effectively or implement our innovation strategies; our inability to continue importing raw materials, component parts and/or finished goods; the incurrence of liabilities and the issuance of additional debt or equity in connection with acquisitions, joint ventures or divestitures and the failure of indemnification provisions in our acquisition agreements to fully protect us from unexpected liabilities; failure to manage acquisitions successfully, including identifying, evaluating, and valuing acquisition targets and integrating acquired companies, businesses or assets; the incurrence of additional expenses, increase in complexity of our supply chain and potential damage to our reputation with customers resulting from regulations related to "conflict minerals"; disruptions or impediments to the receipt of sufficient raw materials resulting from various anti-terrorism security measures; restrictions contained in our debt agreements; failure to generate cash sufficient to pay the principal of, interest on, or other amounts due on our debt; failure to generate the significant amount of cash needed to pay dividends; challenges attracting and retaining key personnel or high-quality employees; future changes to tax legislation; failure to generate sufficient cash flow from operations or to raise sufficient funds in the capital markets to satisfy existing obligations and support the development of our business; and other factors described from time to time in documents that we file with the SEC. The Company assumes no obligation to update the information contained herein, which speaks only as of the date hereof.

Non-GAAP Financial Information

This press release includes certain financial information, not prepared in accordance with Generally Accepted Accounting Principles in the United States (“GAAP”). Because not all companies calculate non-GAAP financial information identically (or at all), the presentations herein may not be comparable to other similarly titled measures used by other companies. Further, these measures should not be considered substitutes for the performance measures derived in accordance with GAAP. See non-GAAP reconciliations below in this press release for a reconciliation of these measures to the most directly comparable GAAP financial measures.

Adjusted EBITDA and Adjusted EBITDA Margin

We use Adjusted EBITDA and Adjusted EBITDA Margin in evaluating the performance of our business and in the preparation of our annual operating budgets as indicators of business performance and profitability. We believe Adjusted EBITDA and Adjusted EBITDA Margin allow us to readily view operating trends, perform analytical comparisons and identify strategies to improve operating performance.

6

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Exhibit 99.1
    
We define Adjusted EBITDA as net income (loss) before income taxes, adjusted to exclude unallocated expenses, depreciation and amortization, interest expense, net, stock-based compensation, loss on extinguishment of debt, certain legal matters, and other items, such as inventory reserves and adjustments, loss on disposal of property, plant and equipment, insurance recovery related to damages of property, plant and equipment, release of indemnified uncertain tax positions, realized or unrealized gain (loss) on foreign currency impacts of intercompany loans and related forward currency derivatives, gain on purchase of business, loss on assets held for sale, restructuring costs and transaction costs. We define Adjusted EBITDA Margin as Adjusted EBITDA as a percentage of Net sales.

We believe Adjusted EBITDA and Adjusted EBITDA Margin, when presented in conjunction with comparable GAAP measures, are useful for investors because management uses Adjusted EBITDA and Adjusted EBITDA Margin in evaluating the performance of our business.

Adjusted Net Income and Adjusted Net Income per Share

We use Adjusted net income and Adjusted net income per share in evaluating the performance of our business and profitability. Management believes that these measures provide useful information to investors by offering additional ways of viewing the Company’s results that, when reconciled to the corresponding GAAP measure provide an indication of performance and profitability excluding the impact of unusual and or non-cash items. We define Adjusted net income as net income before stock-based compensation, loss on extinguishment of debt, loss on assets held for sale, intangible asset amortization, gain on purchase of a business, certain legal matters and other items, and the income tax expense or benefit on the foregoing adjustments that are subject to income tax. We define Adjusted net income per share as basic and diluted net income per share excluding the per share impact of gain (loss) on extinguishment of debt, stock-based compensation, intangible asset amortization, gain on sale of a business, certain legal matters and other items, and the income tax expense or benefit on the foregoing adjustments that are subject to income tax.

Free Cash Flow

We define Free Cash Flow as net cash provided by operating activities less capital expenditures. We believe that Free Cash Flow provides meaningful information regarding the Company’s liquidity.

7


ATKORE INC.
CONSOLIDATED STATEMENTS OF OPERATIONS

Three Months Ended Fiscal Year Ended
(in thousands, except per share data) September 30, 2024 September 30, 2023 September 30, 2024 September 30, 2023
Net sales $ 788,296  $ 869,889  $ 3,202,053  $ 3,518,761 
Cost of sales 572,227  568,424  2,124,214  2,179,260 
Gross profit 216,069  301,465  1,077,839  1,339,501 
Gross Margin 27.4  % 34.7  % 33.7  % 38.1  %
Selling, general and administrative 100,397  97,008  397,544  388,206 
Intangible asset amortization 13,607  15,027  55,511  57,804 
Operating income 102,065  189,430  624,784  893,491 
Interest expense, net 9,526  8,588  35,584  35,232 
Other expense (income), net
661  380  1,963  7,969 
Income before income taxes 91,878  180,462  587,237  850,290 
Income tax expense 18,759  39,537  114,365  160,391 
Net income $ 73,119  $ 140,925  $ 472,872  $ 689,899 
Net income per share
Basic $ 2.04  $ 3.68  $ 12.83  $ 17.51 
Diluted $ 2.02  $ 3.63  $ 12.69  $ 17.27 

8


ATKORE INC.
CONSOLIDATED BALANCE SHEETS

(in thousands, except share and per share data) September 30, 2024 September 30, 2023
Assets
Current Assets:
Cash and cash equivalents $ 351,385  $ 388,114 
Accounts receivable, less allowance for current and expected credit losses of $6,322 and $5,179, respectively 489,926  559,854 
Inventories, net 524,695  493,852 
Prepaid expenses and other current assets 158,382  96,670 
Total current assets 1,524,388  1,538,490 
Property, plant and equipment, net 652,093  559,041 
Intangible assets, net 340,431  394,372 
Goodwill 314,000  311,106 
Right-of-use assets, net 180,656  120,747 
Deferred income taxes 554  546 
Other long-term assets 9,281  10,707 
Total Assets $ 3,021,403  $ 2,935,009 
Liabilities and Equity
Current Liabilities:
Accounts payable $ 262,201  $ 292,734 
Income tax payable 2,000  6,322 
Accrued compensation and employee benefits 44,723  45,576 
Customer liabilities 108,782  121,576 
Lease obligations 22,038  16,230 
Other current liabilities 71,122  82,166 
Total current liabilities 510,866  564,604 
Long-term debt 764,838  762,687 
Long-term lease obligations 164,328  105,517 
Deferred income taxes 26,574  22,346 
Other long-term liabilities 14,897  11,736 
Total Liabilities 1,481,503  1,466,890 
Equity:
Common stock, $0.01 par value, 1,000,000,000 shares authorized, 34,859,033 and 37,317,893 shares issued and outstanding, respectively 350  374 
Additional paid-in capital 509,254  506,783 
Retained earnings 1,049,390  994,902 
Accumulated other comprehensive loss (19,094) (33,940)
Total Equity 1,539,900  1,468,119 
Total Liabilities and Equity $ 3,021,403  $ 2,935,009 






9


ATKORE INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands) September 30, 2024 September 30, 2023
Operating activities
Net income $ 472,872  $ 689,899 
Adjustments to reconcile net income to net cash provided by operating activities
Depreciation and amortization 121,018  115,524 
Amortization of debt issuance costs and original issue discount 2,151  2,151 
Deferred income taxes 3,369  12,860 
Provision for losses on accounts receivable and inventory 5,096  5,269 
Stock-based compensation expense 20,300  21,101 
Amortization of right of use asset 30,194  20,321 
Other adjustments to net income (1,076) 7,481 
Changes in operating assets and liabilities, net of effects from acquisitions
Accounts receivable 72,732  (30,278)
Inventories (31,920) (42,419)
Prepaid expenses and other current assets (18,610) (11,152)
Accounts payable (37,558) 32,298 
Income taxes (46,163) (3,088)
Accrued and other liabilities (48,691) (10,176)
Other, net 5,319  (2,157)
Net cash provided by operating activities 549,033  807,634 
Investing activities
Capital expenditures (149,861) (218,888)
Proceeds from sale of properties, plant and equipment 1,561  123 
Acquisitions of businesses, net of cash acquired (6,036) (83,385)
Net cash used for investing activities (154,336) (302,150)
Financing activities
Issuance of common stock, net of taxes withheld (17,824) (14,428)
Repurchase of common stock (381,040) (491,033)
Dividends paid to shareholders (34,461) — 
Finance lease payments (1,957) (1,320)
Net cash used for financing activities (435,282) (506,781)
Effects of foreign exchange rate changes on cash and cash equivalents 3,856  661 
Increase (decrease) in cash and cash equivalents (36,729) (637)
Cash and cash equivalents at beginning of period 388,114  388,751 
Cash and cash equivalents at end of period $ 351,385  $ 388,114 
10


(in thousands) September 30, 2024 September 30, 2023
Supplementary Cash Flow information
Interest paid $ 47,099  43,670 
Income taxes paid, net of refunds 66,369  150,934 
Capital expenditures, not yet paid 12,848  7,893 
Acquisitions of businesses, not yet paid —  13,625 
Operating cash flows from cash paid on operating lease liabilities 18,526  15,155 
Operating lease right-of-use assets obtained in exchange for lease liabilities 73,294  63,644 
Free Cash Flow:
Net cash provided by operating activities 549,033  807,634 
Capital expenditures (149,861) (218,888)
Free Cash Flow: 399,172  588,746 



11


ATKORE INC.
ADJUSTED EBITDA

The following table presents reconciliations of Adjusted EBITDA to net income for the periods presented:

Three Months Ended Fiscal Year Ended
(in thousands) September 30, 2024 September 30, 2023 September 30, 2024 September 30, 2023
Net income $ 73,119  $ 140,925  $ 472,872  $ 689,899 
Income tax expense 18,759  39,537  114,365  160,391 
Depreciation and amortization 32,611  30,853  121,018  115,524 
Interest expense, net 9,526  8,588  35,584  35,232 
Stock-based compensation 6,027  3,001  20,300  21,101 
(Gain) loss on assets held for sale 591  (86) 733  7,477 
Transaction costs 35  35  140  968 
Other (a) (518) 9,125  6,701  11,535 
Adjusted EBITDA $ 140,150  $ 231,978  $ 771,713  $ 1,042,127 
(a) Represents other items, such as inventory reserves and adjustments, loss on disposal of property, plant and equipment, insurance recovery related to damages of property, plant and equipment, release of indemnified uncertain tax positions and realized or unrealized gain (loss) on foreign currency impacts of intercompany loans, certain legal matters, restructuring charges, and related forward currency derivatives.                    

The following table presents calculations of Adjusted EBITDA Margin for Atkore Inc. for the periods presented:

Three Months Ended Fiscal Year Ended
(in thousands) September 30, 2024 September 30, 2023 Change % Change September 30, 2024 September 30, 2023 Change % Change
Net sales $ 788,296  $ 869,889  $ (81,593) (9.4) % $ 3,202,053  $ 3,518,761  $ (316,708) (9.0) %
Adjusted EBITDA $ 140,150  $ 231,978  $ (91,828) (39.6) % $ 771,713  $ 1,042,127  $ (270,414) (25.9) %
Adjusted EBITDA Margin 17.8  % 26.7  % 24.1  % 29.6  %





















12


ATKORE INC.
SEGMENT INFORMATION

The following tables represent calculations of Adjusted EBITDA Margin by segment for the periods presented:

Three Months Ended
  September 30, 2024 September 30, 2023
(in thousands) Net sales Adjusted EBITDA Adjusted EBITDA Margin Net sales Adjusted EBITDA Adjusted EBITDA Margin
Electrical $ 564,535  $ 145,662  25.8  % $ 649,787  $ 237,577  36.6  %
Safety & Infrastructure 224,507  $ 14,898  6.6  % 220,239  $ 15,139  6.9  %
Eliminations (746) (137)
Consolidated operations $ 788,296  $ 869,889 


Fiscal Year Ended
  September 30, 2024 September 30, 2023
(in thousands) Net sales Adjusted EBITDA Adjusted EBITDA Margin Net sales Adjusted EBITDA Adjusted EBITDA Margin
Electrical $ 2,354,978  $ 728,341  30.9  % $ 2,675,074  $ 1,004,853  37.6  %
Safety & Infrastructure 849,077  $ 89,982  10.6  % 844,158  $ 103,231  12.2  %
Eliminations (2,002) (471)
Consolidated operations $ 3,202,053  $ 3,518,761 



























13


ATKORE INC.
ADJUSTED NET INCOME PER SHARE

The following table presents reconciliations of Adjusted net income to net income for the periods presented:
Three Months Ended Fiscal Year Ended
(in thousands, except per share data) September 30, 2024 September 30, 2023 September 30, 2024 September 30, 2023
Net income $ 73,119  $ 140,925  $ 472,872  $ 689,899 
Stock-based compensation 6,027  3,001  20,300  21,101 
Intangible asset amortization 13,607  15,027  55,511  57,804 
(Gain) loss on assets held for sale 591  (86) 733  7,477 
Other (a) (2,201) 8,888  3,464  11,058 
Pre-tax adjustments to net income 18,024  26,830  80,008  97,440 
Tax effect (4,506) (6,708) (20,002) (24,360)
Adjusted net income $ 86,637  $ 161,047  $ 532,878  $ 762,979 
Weighted-Average Diluted Common Shares Outstanding 35,668  38,251  36,789  39,328 
Net income per diluted share (b) $ 2.02  $ 3.63  $ 12.69  $ 17.27 
Adjusted net income per diluted share (c) $ 2.43  $ 4.21  $ 14.48  $ 19.40 
(a) Represents other items, such as inventory reserves and adjustments, loss on disposal of property, plant and equipment, insurance recovery related to damages of property, plant and equipment, release of indemnified uncertain tax positions and realized or unrealized gain (loss) on foreign currency impacts of intercompany loans and related forward currency derivatives.                    
(b) The Company calculates basic and diluted net income per common share using the two-class method. Under the two-class method, net earnings are allocated to each class of common stock and participating securities as if all the net earnings for the period had been distributed. The Company's participating securities consist of share-based payment awards that contain a non-forfeitable right to receive dividends and therefore are considered to participate in undistributed earnings with common stockholders. Included within the calculation of net income per diluted share is 6,135 and 10,637 of undistributed earnings allocated to participating securities for fiscal years ended 2024 and 2023. Included within the calculation of net income per diluted share is See Note 8, “Earnings Per Share” in our Annual Report on Form 10-K.
(c) Adjusted net income per diluted share is calculated by taking adjusted net income and divided by the weighted-average diluted common shares outstanding.























14


ATKORE INC.
NET DEBT

The following table presents reconciliations of Net Debt to Total Debt for the periods presented:

(in thousands) September 30, 2024 September 30, 2023 September 30, 2022
Long-term debt $ 764,838  $ 762,687  $ 760,537 
Total Debt 764,838  762,687  760,537 
Less cash and cash equivalents 351,385  388,114  388,751 
Net Debt $ 413,453  $ 374,573  $ 371,786 
Adjusted EBITDA $ 771,713  $ 1,042,127  $ 1,341,790 


15
EX-99.2 3 q42024earningsdeck-vf.htm EX-99.2 q42024earningsdeck-vf
© Atkore Fourth Quarter and Full Year 2024 Earnings Presentation and Business Update November 21, 2024


 
2© Atkore This presentation is provided for general informational purposes only and it does not include every item which may be of interest, nor does it purport to present full and fair disclosure with respect to Atkore Inc. (the “Company” or “Atkore”) or its operational and financial information. Atkore expressly disclaims any current intention to update any forward-looking statements contained in this presentation as a result of new information or future events or developments or otherwise, except as required by federal securities laws. This presentation is not a prospectus and is not an offer to sell securities. This presentation contains forward-looking statements that are subject to known and unknown risks and uncertainties, many of which are beyond our control. All statements other than statements of historical fact included in this presentation are forward-looking statements. Forward-looking statements appearing throughout this presentation include, without limitation, statements regarding our intentions, beliefs, assumptions or current expectations concerning, among other things, financial position; results of operations; cash flows; prospects; growth strategies or expectations; customer retention; the outcome (by judgment or settlement) and costs of legal, administrative or regulatory proceedings, investigations or inspections, including, without limitation, collective, representative or any other litigation; and the impact of prevailing economic conditions. You can identify forward-looking statements by the fact that they do not relate strictly to historical or current facts. These statements may include words such as “believes,” “expects,” “may,” “will,” “shall,” “should,” “would,” “could,” “seeks,” “aims,” “projects,” “is optimistic,” “intends,” “plans,” “estimates,” “anticipates” and other comparable terms. We caution you that forward-looking statements are not guarantees of future performance or outcomes and that actual performance and outcomes, including, without limitation, our actual results of operations, financial condition and liquidity, and the development of the market in which we operate, may differ materially from those made in or suggested by the forward-looking statements contained in this presentation. In addition, even if our results of operations, financial condition and cash flows, and the development of the market in which we operate, are consistent with the forward-looking statements contained in this presentation, those results or developments may not be indicative of results or developments in subsequent periods. A number of important factors, including, without limitation, the risks and uncertainties disclosed in the Company’s filings with the U.S. Securities and Exchange Commission, including but not limited to the Company’s most recent Annual Report on Form 10-K and reports on Form 10-Q and Form 8-K could cause actual results and outcomes to differ materially from those reflected in the forward-looking statements. Because of these risks, we caution that you should not place undue reliance on any of our forward-looking statements. New risks and uncertainties arise from time to time, and it is impossible for us to predict those events or how they may affect us. Further, any forward-looking statement speaks only as of the date on which it is made. We undertake no obligation to revise the forward-looking statements in this presentation after the date of this presentation. Market data and industry information used throughout this presentation are based on management’s knowledge of the industry and the good faith estimates of management. We also relied, to the extent available, upon management’s review of independent industry surveys, forecasts and publications and other publicly available information prepared by a number of third-party sources. All of the market data and industry information used in this presentation involves a number of assumptions and limitations which we believe to be reasonable, but you are cautioned not to give undue weight to such estimates. Although we believe that these sources are reliable, we cannot guarantee the accuracy or completeness of this information, and we have not independently verified this information. While we believe the estimated market position, market opportunity and market size information included in this presentation are generally reliable, such information, which is derived in part from management’s estimates and beliefs, is inherently uncertain and imprecise. Projections, assumptions and estimates of our future performance and the future performance of the industry in which we operate are subject to a high degree of uncertainty and risk due to a variety of factors, including those described above. These and other factors could cause results to differ materially from those expressed in our estimates and beliefs and in the estimates prepared by independent parties. This presentation should be read along with the historical financial statements of Atkore, including the most recent audited financial statements. Historical results may not be indicative of future results. We use non-GAAP financial measures to help us describe our operating and financial performance. These measures may include Adjusted EBITDA, Adjusted EBITDA margin (Adjusted EBITDA over Net sales), Net debt (total debt less cash and cash equivalents), Adjusted Net Income Per Diluted Share (also referred to as “Adjusted Diluted EPS”), Leverage ratio (net debt or total debt less cash and cash equivalents, over Adjusted EBITDA on trailing twelve month (“TTM”) basis), Free Cash Flow (net cash provided by operating activities less capital expenditures) and Return on Capital to help us describe our operating and financial performance. These non-GAAP financial measures are commonly used in our industry and have certain limitations and should not be construed as alternatives to net income, total debt, net cash provided by operating activities, return on assets, and other income data measures as determined in accordance with generally accepted accounting principles in the United States, or GAAP, or as better indicators of operating performance. These non-GAAP financial measures as defined by us may not be comparable to similarly-titled non-GAAP measures presented by other companies. Our presentation of such non-GAAP financial measures should not be construed as an inference that our future results will be unaffected by unusual or non-recurring items. See the appendix to this presentation for a reconciliation of the non-GAAP financial measures presented herein to the most comparable financial measures as determined in accordance with GAAP. Fiscal Periods - The Company has a fiscal year that ends on September 30th. It is the Company's practice to establish quarterly closings using a 4-5-4 calendar. The Company's fiscal quarters typically end on the last Friday in December, March and June. Cautionary Statements


 
3© Atkore Today’s Discussion 1. FY 2024 Results & FY 2025 Outlook 2. Business Update 3. Capital Deployment Update & Long-term Trends


 
4© Atkore FY 2024 Year in Review Achieved 3.5% organic volume growth with contributions across all key product areas Achieved product vitality in the low double digits as a percentage of FY 2024 Net Sales Published Environmental Product Declarations for steel, stainless steel and PVC conduit, promoting environmental impact awareness Received various employer certifications, ESG, product, service and marketing awards & recognition Maintained strong balance sheet with Total Debt Leverage Ratio of ~1x; no repayments until 2028 Initiated new quarterly dividend program and returned ~75% of operating cash flow to shareholders through dividends and share repurchases


 
5© Atkore Organic volume grew over 3% with strong contributions from both segments; electrical cable and flexible conduit, metal framing, cable management and construction services Net sales, Adjusted EBITDA and Adjusted EPS within our range of expectations Low double-digit sequential growth in solar torque tube sales Returned over 50% of cash flow generated from operating activities to shareholders Q4 and Full Year 2024 Review & Long-term Trends Organic volume up 3.5% driven by growth across all five key product areas Softness in telecom market pushed out anticipated performance from HDPE products Won a NECA Showstopper Award for second consecutive year, highlighting ongoing efforts in new product innovation Opened and began servicing customers from two new Regional Service Centers in Texas and Georgia Returned cash to shareholders by repurchasing over $380M in shares and paying $34M in dividends Renewable energy adoption, grid hardening to remain key electrical megatrends driving demand for Atkore products Surging demand for electricity; growth of AI expected to drive demand for data centers Expanding into new markets by growing capabilities in water-related end markets for both PVC and HDPE Investing in our construction services capabilities to support megaproject demand in the U.S. and internationally Balanced capital deployment model focused on share repurchases, capital investments, quarterly dividends, and M&A


 
6© Atkore Q4 and Full Year 2024 1. See non-GAAP reconciliation in appendix. 870 788 Q4 2023 Q4 2024 -9% 141 73 Q4 2023 Q4 2024 -48% 232 140 Q4 2023 Q4 2024 -40% 4.21 2.43 Q4 2023 Q4 2024 -42% Net Sales $M Net Income $M Adjusted EBITDA1 $M Adjusted Diluted EPS1 $/share 3,519 3,202 FY 2023 FY 2024 -9% 690 473 FY 2023 FY 2024 -32% 1,042 772 FY 2023 FY 2024 -26% 19.40 14.48 FY 2023 FY 2024 -25% 3.63 2.02 Q4 2023 Q4 2024 -44% Diluted EPS $/share 17.27 12.69 FY 2023 FY 2024 -27% Q4 2023Q4 2024 FY 2024


 
7© Atkore Consolidated Atkore Bridges 1. See non-GAAP reconciliation in appendix. 2. “Other” may include items such as M&A, F/X, productivity, investments, interest and tax rate. Adjusted EBITDA Bridge1Net Sales Bridge Adjusted Diluted EPS Bridge1 $788 $27 $104 $5 2023 Volume / Mix Price Solar Credit $0 Other2 2024 $870M $8 $104 $13 $18 $1 2023 Volume / Mix Price Cost Changes Solar Credit Other2 2024 $232M $140M $4.21 $2.43 $2.32 $0.49 $0.16 $0.11 2023 Quarterly Results Solar Credit Share Count Other2 2024 $19.40 $14.48 $6.43 $0.41 $1.01 $0.09 2023 Fiscal Year Results Solar Credit Share Count Other2 2024 $123 $406 $38 2023 Volume / Mix Price Solar Credit $4 Other2 2024 $3,519M $3,202M $60 $406 $48 $46 $18 2023 Volume / Mix Price Cost Changes Solar Credit Other2 2024 $1,042M $772M Q4 2024 FY 2024


 
8© Atkore FY 2024 Net Sales by Key Product Area1 Key Product Area Trends & Review 30% 23% 20% 15% 12% $3.2B Plastic Pipe, Conduit & Fittings Metal Framing, Cable Management & Construction Services Metal Electrical Conduit & Fittings Electrical Cable & Flexible Conduit 1. Sales of “Other Electrical products” and “Other Safety & Infrastructure products” have been allocated and included in the presentation of the product area groupings listed for presentation purposes. Source: Management estimates. FY 2024 vs. FY 2023 + LSD% + MSD% + LSD% + MSD% + DD% + 3.5% Mechanical Tube & Other Growth in PVC related products driven by double-digit growth in PVC water products in FY 2024 and expected growth for electrical conduit Demand for HDPE telecom related products remained challenged in FY 2024, down over 20% as the industry awaits rollout of government stimulus funding for broadband access FY 2024 volume growth within original expectations despite increased pressure from import competition Growth led by megaprojects in the U.S. and internationally Megaprojects also contributing to growth in metal framing Return of volume growth in FY 2024 Patented and differentiated products recognized as best in class Growth due to onshoring of solar torque tubes Leveraging new facility in Hobart, IN FY 2023 vs. FY 2022 - MSD% + DD% + HSD% - LSD% + DD% + 3.2% Product Area Trends & Key CommentsYear-over-Year Volume/Mix % Change


 
9© Atkore Segment Bridges $650 $11 $97 2023 Volume/Mix Price F/X / Other 2024 $565M$1 Q4 Net Sales Bridge $16 $7 $5 2023 Volume/Mix Price F/X / Other / Solar Credit 2023 $220M $224M Q4 Net Sales Bridge Electrical Safety & Infrastructure ($’s in millions) Q4 2024 Q4 2023 Y/Y Change Net Sales $564.5 $649.8 (13.1%) Adjusted EBITDA $145.7 $237.6 (38.7%) Adjusted EBITDA Margin 25.8% 36.6% (1080 bps) ($’s in millions) Q4 2024 Q4 2023 Y/Y Change Net Sales $224.5 $220.2 1.9% Adjusted EBITDA $14.9 $15.1 (1.6%) Adjusted EBITDA Margin 6.6% 6.9% (30 bps)


 
10© Atkore Initial FY 2025 Outlook Outlook Summary 1. Reconciliations of the forward-looking quarterly and full-year 2025 outlook for Adjusted EBITDA and Adjusted Diluted EPS is not being provided as the Company does not currently have sufficient data to accurately estimate the variables and individual adjustments for such reconciliation. Accordingly, we are relying on the exception provided by Item 10(e)(1)(i)(B) of Regulation S-K to exclude these reconciliations. 2. Represents weighted-average shares outstanding in millions used in calculation of Adjusted Diluted EPS outlook. Outlook Items for Consolidated Atkore Q1 2025 Outlook FY 2025 Outlook FY 2025 Comments & Perspective Net Sales $655M – $705M $2.9B – $3.2B • FY 2025 Outlook may vary materially due to changes in assumptions, or economic/market conditions Adjusted EBITDA1 $95M – $105M $475M – $525M Adjusted Diluted EPS1 $1.45 – $1.65 $7.80 – $8.90 Interest Expense ~$38M – $42M Tax Rate ~24% – 26% Capital Expenditures $100M – $125M Share Repurchases ≥$150M Diluted Shares Outstanding2 33M – 35M Initial FY 2025 Outlook underpinned by anticipated low to mid single digit percentage volume growth in FY 2025 driven by projected growth across all key product areas


 
11© Atkore We expect continued normalization of average selling prices in key product lines such as PVC electrical conduit, and expect a portion of the prior pricing outperformance to continue to normalize in FY 2025 Key Bridging Assumptions FY 2025 vs. FY 2024 1. Reconciliations of the forward-looking quarterly and full-year 2024 outlook for Adjusted EBITDA and Adjusted Diluted EPS is not being provided as the Company does not currently have sufficient data to accurately estimate the variables and individual adjustments for such reconciliation. Accordingly, we are relying on the exception provided by Item 10(e)(1)(i)(B) of Regulation S-K to exclude these reconciliations. Net Sales Adjusted EBITDA1 Additional Comments Volume Growth LSD% – MSD% 30% – 35% Incremental Margin Volume growth across both segments inclusive of growth initiatives Price vs. Cost Down $245M – $275M Down $285M – $305M Impact driven primarily from PVC Conduit and Steel Conduit Investment / FX / Other – Down $10M – $20M Costs to support various projects and initiatives partially offset with productivity improvements Assumptions Summary – FY 2025 vs. FY 2024


 
12© Atkore Business Update


 
13© Atkore Atkore: a Compelling Investment Outstanding Financial Profile Strong liquidity position with a balance sheet ready to support and help drive future growth Differentiated & Diversified Product Portfolio Diverse portfolio of electrical infrastructure products that support a wide range of end market applications through all stages of construction Strong Secular Tailwinds Our products and solutions are critical to expanding access to renewable energy, grid hardening, investment in digital infrastructure and electrification Capital Deployment Model Focused on Shareholder Returns Disciplined approach to capital deployment focused on growing the business and returning cash to shareholders Opportunities for Growth Investing to enhance our capabilities to support global megaprojects and grow market share of PVC and HDPE in water-related end markets


 
14© Atkore Cash Flow from Operating Activities $M FY 2024 Cash Flow Bridge $M Strong Financial Profile Supports Future Growth Total Debt to Adjusted EBITDA1 Debt Maturity Profile $M 2.6 2.5 0.8 0.6 0.7 1.0 FY 2019 FY 2020 FY 2021 FY 2022 FY 2023 FY 2024 $325 $373 $400 FY 2026 FY 2027 FY 2028 FY 2029 FY 2030 FY 2031 Undrawn Asset Based Loan Senior Secured Term Loan Senior Notes $210 $249 $573 $787 $808 $549 FY 2019 FY 2020 FY 2021 FY 2022 FY 2023 FY 2024 Cash flow from Operating Activities as % of Net Income $549 $150 $6 $381 $34 $15 FY 2023 YE Cash Balance Cash Flow From Operating Activities Capital Expenditures M&A Stock Repurchases Dividend Payment Net Other Uses of Cash / F/X FY 2024 YE Cash Balance $388M $351M 1. See non-GAAP reconciliation in appendix. 117%86%97%164%151% 116%


 
15© Atkore Plastic Pipe, Conduit & Fittings Focused on expanding presence in water-related end markets for PVC and HDPE Solid growth expectations for FY 2025 despite ongoing softness in telecom market Capacity additions by new and existing market participants Key end markets: Utility, municipal and plumbing, residential Metal Framing, Cable Management & Construction Services Investing to support global megaprojects leveraging our construction services business Anticipate growth driven by global megaprojects in FY 2025 Key end markets: Data centers, industrial, commercial, warehouses Metal Electrical Conduit & Fittings Anticipate ongoing import challenges in steel conduit Key end markets: Data centers, commercial Electrical Cable & Flexible Conduit Expect moderate growth in FY 2025 Capacity additions by new and existing market participants Key end markets: Multi-family, commercial Mechanical Tube & Other Inflation Reduction Act (IRA) tax credits for domestic solar torque tubes to continue limiting import opportunities and incentivizing domestic production Key end markets: Utility scale solar projects through OEM Portfolio Updates Atkore’s extensive portfolio supports growth across diverse construction end markets and electrification megatrends; Regional Service Centers and co-load capabilities provide additional value unmatched in the industry Key Product Area Key Portfolio Updates


 
16© Atkore Exposed to Strong Electrical Megatrends Megatrends supported by federal programs with incentives to drive demand across the portfolio Renewable Energy Build America, Buy America | Inflation Reduction Act Grid Hardening Build America, Buy America | Infrastructure Investment and Jobs Act Digital Infrastructure BEADs Act | Build America, Buy America | CHIPS and Science Act | Infrastructure Investment and Jobs Act Electrification of Everything Build America, Buy America | Infrastructure Investment and Jobs Act Plastic Pipe, Conduit & Fittings Metal Framing, Cable Management & Construction Services Electrical Cable & Flexible Conduit Metal Electrical Conduit & Fittings Mechanical Tube


 
17© Atkore Data Centers Top Atkore’s Product Density Scale 1. Atkore estimated analysis of electrical products installed per project type. Atkore Product Use Density Above Average Below Average Average Use Density1 Atkore provides a comprehensive suite of products needed to power data centers Office Multi-Family Warehouse Data Center Education Healthcare Lodging Manufacturing Illustrative Example of Atkore’s Data Center Solutions


 
18© Atkore Capital Deployment Update & Long-term Trends


 
19© Atkore Capital Deployment Model Balanced Capital Deployment Model Focused on Growth & Returns to Stockholders Updated Capital Deployment Model Capital Investments Stock Repurchases M&A Priority Uses for Capital Maintain Total Debt to normalized Adj. EBITDA ratio at ~2x or below; willing to go above for select strategic opportunities $100M - $125M in expected capital expenditures in FY 2025; includes further investment in our growth initiatives Over 20% of shares outstanding repurchased since November 2021; over $380M in shares repurchased in FY 2024 with ~$428M remaining in authorization Target Cash Flow from Operating Activities to be approximately 100% of Net Income Averaged Over a 3-Year Period Status Update Dividends Quarterly cash dividend program added to capital deployment model in Q1 2024; first dividend paid on March 15, 2024; Atkore paid ~$34M in dividends in FY 2024 Disciplined approach: Expect M&A to be focused on portfolio consolidation and product line expansion


 
20© Atkore FY 2024 Capital Expenditures FY 2025 & Future Planning Investing In Our Future Investments to grow capabilities to support global megaprojects and compete in water- related end markets for PVC and HDPE Continue to invest and grow service capabilities with strategically located warehousing operations Decelerating digital investments in FY 2025 compared to FY 2024 Focused on disciplined growth in return on capital 33% ~20% Existing Growth Initiatives (Solar, RSCs & HDPE) New Growth Initiatives (Water & Global Megaprojects) ~14% Productivity/ Cost Improvement ~33% Routine $150M


 
21© Atkore Expanding our water-related PVC and HDPE offerings allows us to complement our existing conduit product offering, leverage our national footprint, and expand into key end markets Growth Area: PVC & HDPE Water Pipe Expand into Key End Markets Leverage Our National Footprint Broad Product Offering of PVC and HDPE Water Provide opportunity to capture a larger share in high growth markets Offer solutions for Municipal Waterworks, Residential and Commercial Plumbing Leverage new and existing capabilities


 
22© Atkore Growth Area: Global Construction Services Supporting growth in data centers, semi-conductor manufacturing and other global megaproject categories through scalable and modular off-site manufacturing (OSM) services Example Hot Aisle Containment System Evolution Value Creation Product Manufacturing Product Manufacturing Design & Engineering Services Product Manufacturing Design & Engineering Services Agile Off-Site Manufacturing Near Project Integration of Complete Systems including non- Atkore Products Product Manufacturing Design & Engineering Services Agile Off-Site Manufacturing (OSM) near project


 
23© Atkore Potential Upside Factors • Government intervention to minimize levels of steel conduit imports • Lower interest and mortgage rates benefiting certain markets • Increase or acceleration of funding from government stimulus programs • Stronger than anticipated telecom industry recovery • Acceleration of global megaproject activity • Manufacturing efficiency gains to support stronger end markets Potential Downside Factors • Further growth in steel conduit imports • Accelerated growth in domestic PVC supply capacity • Qualified labor shortage • Geopolitical conflicts • Slower than anticipated lowering of interest rates • Further telecom industry delays for HDPE products • Delays in optimizing capital investments We expect our Growth Initiatives and Capital Deployment Model to help drive future performance while acknowledging various factors that may influence FY 2025 Focused Strategy to Deliver Future Performance Illustrative Adjusted Diluted EPS1 Bridge, $/share 1. Reconciliations of the forward-looking quarterly and full-year 2025 outlook for Adjusted Diluted EPS is not being provided as the Company does not currently have sufficient data to accurately estimate the variables and individual adjustments for such reconciliation. Accordingly, we are relying on the exception provided by Item 10(e)(1)(i)(B) of Regulation S-K to exclude these reconciliations. $14.48 FY 2024 Pricing Normalization Base Business Volume Growth and Price vs. Cost Improvements Across Various Categories Initiatives + Capital Deployment Productivity, Net of Investments and Other $7.80 - $8.90 FY 2025 Outlook


 
24© Atkore Key Takeaways Outstanding Financial Profile Strong liquidity position with a balance sheet ready to support and help drive future growth Differentiated & Diversified Product Portfolio Diverse portfolio of electrical infrastructure products that support a wide range of end market applications through all stages of construction Strong Secular Tailwinds Our products and solutions are critical to expanding access to renewable energy, grid hardening, investment in digital infrastructure and electrification Capital Deployment Model Focused on Shareholder Returns Disciplined approach to capital deployment focused on growing the business and returning cash to shareholders Opportunities for Growth Investing to enhance our capabilities to support global megaprojects and grow in water-related end markets for PVC and HDPE


 
25© Atkore Appendix


 
26© Atkore Q4 Income Statement Summary 1. See non-GAAP reconciliation in appendix. 2. Adjusted EBITDA Margin is Adjusted EBITDA as a percentage of Net sales. ($’s in millions) Q4 2024 Q4 2023 Y/Y Change Y/Y % Change Net Sales $788.3 $869.9 ($81.6) (9.4%) Operating Income $102.1 $189.4 ($87.3) (46.1%) Net Income $73.1 $140.9 ($67.8) (48.1%) Adjusted EBITDA1 $140.2 $232.0 ($91.8) (39.6%) Adjusted EBITDA Margin2 17.8% 26.7% (890 bps) - Tax Rate 20.4% 21.9% (150 bps) - Net Income per Share (Diluted) $2.02 $3.63 ($1.61) (44.4%) Adjusted Diluted EPS1 $2.43 $4.21 ($1.78) (42.3%)


 
27© Atkore FY 2024 Income Statement Summary 1. See non-GAAP reconciliation in appendix. 2. Adjusted EBITDA Margin is Adjusted EBITDA as a percentage of Net sales. ($’s in millions) FY 2024 FY 2023 Y/Y Change Y/Y % Change Net Sales $3,202.1 $3,518.8 ($316.7) (9.0%) Operating Income $624.8 $893.5 ($268.7) (30.1%) Net Income $472.9 $689.9 ($217.0) (31.5%) Adjusted EBITDA1 $771.7 $1,042.1 ($270.4) (25.9%) Adjusted EBITDA Margin2 24.1% 29.6% (550 bps) - Tax Rate 19.5% 18.9% +60 bps - Net Income per Share (Diluted) $12.69 $17.27 ($4.58) (26.5%) Adjusted Diluted EPS1 $14.48 $19.40 ($4.92) (25.4%)


 
28© Atkore Segment Information Three Months Ended September 30, 2024 September 30, 2023 (in thousands) Net sales Adjusted EBITDA Adjusted EBITDA Margin Net sales Adjusted EBITDA Adjusted EBITDA Margin Electrical $ 564,535 $ 145,662 25.8 % $ 649,787 $ 237,577 36.6 % Safety & Infrastructure 224,507 14,898 6.6 % 220,239 15,139 6.9 % Eliminations (746) (137) Consolidated operations $ 788,296 $ 869,889


 
29© Atkore Segment Information Fiscal Year Ended September 30, 2024 September 30, 2023 (in thousands) Net sales Adjusted EBITDA Adjusted EBITDA Margin Net sales Adjusted EBITDA Adjusted EBITDA Margin Electrical $ 2,354,978 $ 728,341 30.9 % $ 2,675,074 $ 1,004,853 37.6 % Safety & Infrastructure 849,077 89,982 10.6 % 844,158 103,231 12.2 % Eliminations (2,002) (471) Consolidated operations $ 3,202,053 $ 3,518,761


 
30© Atkore Adjusted Diluted EPS Reconciliation (Adjusted Net Income Per Diluted Share) Consolidated Atkore Inc. Three Months Ended Fiscal Year Ended (in thousands, except per share data) September 30, 2024 September 30, 2023 September 30, 2024 September 30, 2023 Net income $ 73,119 $ 140,925 $ 472,872 $ 689,899 Stock-based compensation 6,027 3,001 20,300 21,101 Intangible asset amortization 13,607 15,027 55,511 57,804 (Gain) loss on assets held for sale 591 (86) 733 7,477 Other (a) (2,201) 8,888 3,464 11,058 Pre-tax adjustments to net income 18,024 26,830 80,008 97,440 Tax effect (4,506) (6,708) (20,002) (24,360) Adjusted net income $ 86,637 $ 161,047 $ 532,878 $ 762,979 Weighted-average diluted common shares outstanding 35,668 38,251 36,789 39,328 Net income per diluted share $ 2.02 $ 3.63 $ 12.69 $ 17.27 Adjusted net income per diluted share $ 2.43 $ 4.21 $ 14.48 $ 19.40 (a) Represents other items, such as inventory reserves and adjustments, loss on disposal of property, plant and equipment, insurance recovery related to damages of property, plant and equipment, release of indemnified uncertain tax positions and realized or unrealized gain (loss) on foreign currency impacts of intercompany loans and related forward currency derivatives.


 
31© Atkore Net Income to Adjusted EBITDA Reconciliation Consolidated Atkore Inc. Three Months Ended Fiscal Year Ended (in thousands) September 30, 2024 September 30, 2023 September 30, 2024 September 30, 2023 Net income $ 73,119 $ 140,925 $ 472,872 $ 689,899 Income tax expense 18,759 39,537 114,365 160,391 Depreciation and amortization 32,611 30,853 121,018 115,524 Interest expense, net 9,526 8,588 35,584 35,232 (Gain) loss on assets held for sale 591 (86) 733 7,477 Stock-based compensation 6,027 3,001 20,300 21,101 Transaction costs 35 35 140 968 Other (a) (518) 9,125 6,701 11,535 Adjusted EBITDA $ 140,150 $ 231,978 $ 771,713 $ 1,042,127 (a) Represents other items, such as inventory reserves and adjustments, loss on disposal of property, plant and equipment, insurance recovery related to damages of property, plant and equipment, release of indemnified uncertain tax positions and realized or unrealized gain (loss) on foreign currency impacts of intercompany loans, certain legal matters, restructuring charges, and related forward currency derivatives.


 
32© Atkore Total Debt to Net Debt and Leverage Ratio Consolidated Atkore Inc. ($ in thousands) September 30, 2024 September 30, 2023 September 30, 2022 September 30, 2021 September 30, 2020 September 30, 2019 Short-term debt and current maturities of long-term debt $ — $ — $ — $ — $ — $ — Long-term debt 764,838 762,687 760,537 758,386 803,736 845,317 Total debt 764,838 762,687 760,537 758,386 803,736 845,317 Less cash and cash equivalents 351,385 388,114 388,751 576,289 $ 284,471 123,415 Net debt $ 413,453 $ 374,573 $ 371,786 $ 182,097 $ 519,265 $ 721,902 TTM Adjusted EBITDA (a) $ 771,713 $ 1,042,127 $ 1,341,790 $ 897,547 $ 326,635 $ 324,408 Total debt/TTM Adjusted EBITDA 1.0 x 0.7 x 0.6 x 0.8 x 2.5 x 2.6 x Net debt/TTM Adjusted EBITDA 0.5 x 0.4 x 0.3 x 0.2 x 1.6 x 2.2 x (a) Leverage ratio and TTM Adjusted EBITDA reconciliations for all periods above can be found either in the appendix, or in Exhibit 99.1 to Form 8-K filed on November 17, 2023, November 18, 2022, November 18, 2021, November 19, 2020, November 22, 2019.


 
33© Atkore Abbreviations listed in alphanumeric order Glossary of Terms Abbreviation Description 1H First Half 2H Second Half ABS Atkore Business System Adj. Adjusted AI Artificial Intelligence B Billion Capex Capital Expenditures DD% Double Digit Percentage EBITDA Earnings Before Interest, Taxes, Depreciation, & Amortization EPS Earnings Per Share Est. Estimated Excl. Excluding FX or F/X Foreign Exchange FY Fiscal Year HDPE High Density Polyethylene HSD% High Single Digit Percentage IPO Initial Public Offering LDD% Low Double Digit Percentage Abbreviation Description LSD% Low Single Digit Percentage M Million M&A Mergers & Acquisitions MSD% Mid Single Digit Percentage PVC Polyvinyl Chloride Q1 First Quarter Q2 Second Quarter Q3 Third Quarter Q4 Fourth Quarter RSC Regional Service Center S&I Safety & Infrastructure TTM Trailing Twelve Months U.S. United States of America USD United States Dollar #X Number of Times YE Year End YTD Year to Date


 
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