Federal Signal Reports Record Second Quarter Results Including 15% Net Sales Growth and 20% Operating Income Improvement; Raises Full-Year Outlook and EBITDA Margin Targets
Second Quarter Highlights
-
Net sales of
$565 million , up$74 million , or 15%, from last year; organic growth of$42 million , or 9% -
Operating income of
$97.7 million , up$16.6 million , or 20%, from last year -
GAAP diluted EPS of
$1.16 , up$0.17 , or 17%, from last year -
Adjusted EPS of
$1.17 , up$0.22 , or 23%, from last year -
Orders of
$540 million , up$67 million , or 14%, from last year -
Operating cash flow of
$60 million , up$19 million , or 47%, from last year -
Raises 2025 net sales outlook to a new range of
$2.07 billion to$2.13 billion , from the prior range of$2.02 billion to$2.10 billion -
Raises 2025 adjusted EPS* outlook to a new range of
$3.92 to$4.10 , from the prior range of$3.63 to$3.90 - Raises Consolidated EBITDA margin target to a new range of 16% to 22%, from the prior range of 14% to 20%
-
Raises EBITDA margin target for the
Environmental Solutions Group to a new range of 18% to 24%, from the prior range of 17% to 22%
Consolidated net sales for the second quarter were
The Company also reported adjusted net income for the second quarter of
Double-Digit Year-over-Year
"In what is typically a seasonally-strong period, our businesses were able to deliver 15% year-over-year net sales growth, 20% operating income improvement, gross margin expansion, and a 100-basis point increase in adjusted EBITDA margin during a record-setting second quarter," commented
In the
Consolidated operating income for the second quarter was
Consolidated adjusted earnings before interest, tax, depreciation and amortization ("adjusted EBITDA") for the second quarter was
In the
Consolidated orders for the second quarter were
Increased Operating Cash Flow Provides Flexibility to Fund Organic Growth Opportunities, M&A, and Cash Returns to Stockholders
Net cash provided by operating activities during the second quarter was
At
"Our operating cash flow generation in the first half of this year is up 34% compared to last year," said Sherman. "With the increased cash generation and available capacity under our credit facility, we have significant flexibility to invest in organic growth initiatives and pursue additional strategic acquisitions. As demonstrated with our dividend payment and share repurchases during the quarter, we also remain committed to returning cash to stockholders."
The Company funded dividends of
The Company also repurchased
Outlook
"Demand for our products and aftermarket offerings remains strong, with our order intake this quarter up 14% compared to the prior year," noted Sherman. "With our record-setting second quarter performance, our current backlog, and continued execution against our strategic and operational initiatives, we are raising our full-year adjusted EPS* outlook to a new range of
CONFERENCE CALL
About
"Safe Harbor" Statement under the Private Securities Litigation Reform Act of 1995
This release contains unaudited financial information and various forward-looking statements as of the date hereof and we undertake no obligation to update these forward-looking statements regardless of new developments or otherwise. Statements in this release that are not historical are forward-looking statements. Forward looking statements should not be relied upon as a predictor of actual results. Such statements are subject to various risks and uncertainties that could cause actual results to vary materially from those stated. Such risks and uncertainties include but are not limited to: economic and political uncertainty, risks and adverse economic effects associated with geopolitical conflicts including tariffs and other trade conflicts, legal and regulatory developments, foreign currency exchange rate changes, inflationary pressures, product and price competition, supply chain disruptions, availability and pricing of raw materials, interest rate changes, risks associated with acquisitions such as integration of operations and achieving anticipated revenue and cost benefits, work stoppages, increases in pension funding requirements, cybersecurity risks, increased legal expenses and litigation results and other risks and uncertainties described in filings with the
* Adjusted earnings per share ("EPS") is a non-GAAP measure, which includes certain adjustments to reported GAAP net income and diluted EPS. In the three and six months ended
FEDERAL SIGNAL CORPORATION AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
|
|||||||
|
Three Months Ended |
|
Six Months Ended |
||||
(in millions, except per share data) |
2025 |
|
2024 |
|
2025 |
|
2024 |
Net sales |
$ 564.6 |
|
$ 490.4 |
|
|
|
$ 915.3 |
Cost of sales |
395.0 |
|
346.4 |
|
728.0 |
|
655.3 |
Gross profit |
169.6 |
|
144.0 |
|
300.4 |
|
260.0 |
Selling, engineering, general and administrative expenses |
66.9 |
|
58.3 |
|
127.1 |
|
115.5 |
Amortization expense |
4.5 |
|
3.8 |
|
8.8 |
|
7.4 |
Acquisition and integration-related expenses, net |
0.5 |
|
0.8 |
|
1.1 |
|
1.7 |
Operating income |
97.7 |
|
81.1 |
|
163.4 |
|
135.4 |
Interest expense, net |
3.5 |
|
3.2 |
|
6.5 |
|
6.4 |
Other expense, net |
0.8 |
|
0.4 |
|
1.5 |
|
0.6 |
Income before income taxes |
93.4 |
|
77.5 |
|
155.4 |
|
128.4 |
Income tax expense |
22.0 |
|
16.7 |
|
37.7 |
|
16.0 |
Net income |
$ 71.4 |
|
$ 60.8 |
|
$ 117.7 |
|
$ 112.4 |
Earnings per share: |
|
|
|
|
|
|
|
Basic |
$ 1.18 |
|
$ 1.00 |
|
$ 1.93 |
|
$ 1.84 |
Diluted |
$ 1.16 |
|
$ 0.99 |
|
$ 1.91 |
|
$ 1.82 |
Weighted average common shares outstanding: |
|
|
|
|
|
|
|
Basic |
60.6 |
|
61.0 |
|
60.9 |
|
61.0 |
Diluted |
61.3 |
|
61.7 |
|
61.6 |
|
61.7 |
Cash dividends declared per common share |
$ 0.14 |
|
$ 0.12 |
|
$ 0.28 |
|
$ 0.24 |
|
|
|
|
|
|
|
|
Operating data: |
|
|
|
|
|
|
|
Operating margin |
17.3 % |
|
16.5 % |
|
15.9 % |
|
14.8 % |
Adjusted EBITDA |
$ 118.2 |
|
$ 97.7 |
|
$ 203.3 |
|
$ 168.3 |
Adjusted EBITDA margin |
20.9 % |
|
19.9 % |
|
19.8 % |
|
18.4 % |
Total orders |
$ 539.7 |
|
$ 473.0 |
|
|
|
$ 975.7 |
Backlog |
1,083.5 |
|
1,079.9 |
|
1,083.5 |
|
1,079.9 |
Depreciation and amortization |
19.9 |
|
15.8 |
|
38.6 |
|
31.2 |
FEDERAL SIGNAL CORPORATION AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS
|
|||
|
|
|
|
(in millions, except per share data) |
(Unaudited) |
|
|
ASSETS |
|
|
|
Current assets: |
|
|
|
Cash and cash equivalents |
$ 64.7 |
|
$ 91.1 |
Accounts receivable, net of allowances for doubtful accounts of |
238.3 |
|
196.4 |
Inventories |
356.5 |
|
331.0 |
Prepaid expenses and other current assets |
24.6 |
|
24.0 |
Total current assets |
684.1 |
|
642.5 |
Properties and equipment, net of accumulated depreciation of |
236.8 |
|
218.9 |
Rental equipment, net of accumulated depreciation of |
201.0 |
|
173.2 |
Operating lease right-of-use assets |
26.4 |
|
27.8 |
|
517.6 |
|
477.7 |
Intangible assets, net of accumulated amortization of |
222.5 |
|
199.7 |
Deferred tax assets |
10.7 |
|
9.4 |
Other long-term assets |
16.9 |
|
16.0 |
Total assets |
$ 1,916.0 |
|
$ 1,765.2 |
LIABILITIES AND STOCKHOLDERS' EQUITY |
|
|
|
Current liabilities: |
|
|
|
Current portion of long-term borrowings and finance lease obligations |
$ 10.7 |
|
$ 19.4 |
Accounts payable |
102.8 |
|
79.0 |
Customer deposits |
39.7 |
|
35.0 |
Accrued liabilities: |
|
|
|
Compensation and withholding taxes |
39.0 |
|
45.6 |
Current operating lease liabilities |
6.9 |
|
6.8 |
Other current liabilities |
63.9 |
|
56.0 |
Total current liabilities |
263.0 |
|
241.8 |
Long-term borrowings and finance lease obligations |
258.3 |
|
204.4 |
Long-term operating lease liabilities |
20.3 |
|
21.8 |
Long-term pension and other postretirement benefit liabilities |
41.7 |
|
41.7 |
Deferred tax liabilities |
58.5 |
|
58.0 |
Other long-term liabilities |
12.0 |
|
11.4 |
Total liabilities |
653.8 |
|
579.1 |
Stockholders' equity: |
|
|
|
Common stock, |
70.7 |
|
70.3 |
Capital in excess of par value |
319.8 |
|
309.8 |
Retained earnings |
1,203.4 |
|
1,102.8 |
|
(260.2) |
|
(207.8) |
Accumulated other comprehensive loss |
(71.5) |
|
(89.0) |
Total stockholders' equity |
1,262.2 |
|
1,186.1 |
Total liabilities and stockholders' equity |
$ 1,916.0 |
|
$ 1,765.2 |
FEDERAL SIGNAL CORPORATION AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
|
|||
|
Six Months Ended
|
||
(in millions) |
2025 |
|
2024 |
Operating activities: |
|
|
|
Net income |
$ 117.7 |
|
$ 112.4 |
Adjustments to reconcile net income to net cash provided by operating activities: |
|
|
|
Depreciation and amortization |
38.6 |
|
31.2 |
Stock-based compensation expense |
8.1 |
|
8.8 |
Changes in fair value of contingent consideration |
— |
|
0.1 |
Payments for acquisition-related activity |
(0.1) |
|
— |
Amortization of interest rate swap settlement gain |
— |
|
(1.2) |
Deferred income taxes |
0.2 |
|
2.3 |
Changes in operating assets and liabilities |
(68.1) |
|
(81.7) |
Net cash provided by operating activities |
96.4 |
|
71.9 |
Investing activities: |
|
|
|
Purchases of properties and equipment |
(12.9) |
|
(24.2) |
Payments for acquisition-related activity, net of cash acquired |
(82.1) |
|
— |
Other, net |
0.7 |
|
1.2 |
Net cash used for investing activities |
(94.3) |
|
(23.0) |
Financing activities: |
|
|
|
Increase (decrease) in revolving lines of credit, net |
55.0 |
|
(39.2) |
Payments on long-term borrowings |
(1.6) |
|
(1.6) |
Purchases of treasury stock |
(39.7) |
|
(0.1) |
Redemptions of common stock to satisfy withholding taxes related to stock-based compensation |
(11.4) |
|
(5.9) |
Payments for acquisition-related activity |
(4.3) |
|
— |
Cash dividends paid to stockholders |
(17.1) |
|
(14.7) |
Proceeds from stock-based compensation activity |
1.1 |
|
1.3 |
Other, net |
(11.8) |
|
(0.3) |
Net cash used for financing activities |
(29.8) |
|
(60.5) |
Effects of foreign exchange rate changes on cash and cash equivalents |
1.3 |
|
(0.8) |
Decrease in cash and cash equivalents |
(26.4) |
|
(12.4) |
Cash and cash equivalents at beginning of year |
91.1 |
|
61.0 |
Cash and cash equivalents at end of period |
$ 64.7 |
|
$ 48.6 |
FEDERAL SIGNAL CORPORATION AND SUBSIDIARIES |
|||||||||||
|
|||||||||||
The following tables summarize group operating results as of and for the three and six months ended
|
|||||||||||
Environmental Solutions Group |
|||||||||||
|
|||||||||||
|
Three Months Ended |
|
Six Months Ended |
||||||||
($ in millions) |
2025 |
|
2024 |
|
Change |
|
2025 |
|
2024 |
|
Change |
Net sales |
$ 480.5 |
|
$ 408.8 |
|
$ 71.7 |
|
$ 867.9 |
|
$ 762.8 |
|
$ 105.1 |
Operating income |
91.9 |
|
72.9 |
|
19.0 |
|
151.6 |
|
124.6 |
|
27.0 |
Adjusted EBITDA |
110.8 |
|
88.2 |
|
22.6 |
|
188.3 |
|
154.7 |
|
33.6 |
Operating data: |
|
|
|
|
|
|
|
|
|
|
|
Operating margin |
19.1 % |
|
17.8 % |
|
1.3 % |
|
17.5 % |
|
16.3 % |
|
1.2 % |
Adjusted EBITDA margin |
23.1 % |
|
21.6 % |
|
1.5 % |
|
21.7 % |
|
20.3 % |
|
1.4 % |
Total orders |
$ 441.1 |
|
$ 396.2 |
|
$ 44.9 |
|
$ 921.2 |
|
$ 823.9 |
|
$ 97.3 |
Backlog |
1,000.3 |
|
1,023.4 |
|
(23.1) |
|
1,000.3 |
|
1,023.4 |
|
(23.1) |
Depreciation and amortization |
18.7 |
|
14.7 |
|
4.0 |
|
36.3 |
|
29.0 |
|
7.3 |
|
|||||||||||
|
Three Months Ended |
|
Six Months Ended |
||||||||
($ in millions) |
2025 |
|
2024 |
|
Change |
|
2025 |
|
2024 |
|
Change |
Net sales |
$ 84.1 |
|
$ 81.6 |
|
$ 2.5 |
|
$ 160.5 |
|
$ 152.5 |
|
$ 8.0 |
Operating income |
21.5 |
|
18.3 |
|
3.2 |
|
37.3 |
|
32.1 |
|
5.2 |
Adjusted EBITDA |
22.6 |
|
19.3 |
|
3.3 |
|
39.4 |
|
34.1 |
|
5.3 |
Operating data: |
|
|
|
|
|
|
|
|
|
|
|
Operating margin |
25.6 % |
|
22.4 % |
|
3.2 % |
|
23.2 % |
|
21.0 % |
|
2.2 % |
Adjusted EBITDA margin |
26.9 % |
|
23.7 % |
|
3.2 % |
|
24.5 % |
|
22.4 % |
|
2.1 % |
Total orders |
$ 98.6 |
|
$ 76.8 |
|
$ 21.8 |
|
$ 186.4 |
|
$ 151.8 |
|
$ 34.6 |
Backlog |
83.2 |
|
56.5 |
|
26.7 |
|
83.2 |
|
56.5 |
|
26.7 |
Depreciation and amortization |
1.1 |
|
1.0 |
|
0.1 |
|
2.1 |
|
2.0 |
|
0.1 |
Corporate Expenses
Corporate operating expenses were
SEC REGULATION G NON-GAAP RECONCILIATION
The financial measures presented below are unaudited and are not in accordance with
Adjusted Net Income and Earnings Per Share ("EPS"):
The Company believes that modifying its 2025 and 2024 net income and diluted EPS provides additional measures to assist it in comparing its performance on a consistent basis for purposes of business decision making by removing the impact of certain items that management believes are not representative of its underlying performance and to improve the comparability of results across reporting periods. Adjusted net income and Adjusted EPS are both non-GAAP measures. During the three and six months ended
|
Three Months Ended |
|
Six Months Ended |
||||
(in millions) |
2025 |
|
2024 |
|
2025 |
|
2024 |
Net income, as reported |
$ 71.4 |
|
$ 60.8 |
|
$ 117.7 |
|
$ 112.4 |
Add: |
|
|
|
|
|
|
|
Income tax expense |
22.0 |
|
16.7 |
|
37.7 |
|
16.0 |
Income before income taxes |
93.4 |
|
77.5 |
|
155.4 |
|
128.4 |
Add: |
|
|
|
|
|
|
|
Acquisition and integration-related expenses, net |
0.5 |
|
0.8 |
|
1.1 |
|
1.7 |
Purchase accounting effects (a) |
0.4 |
|
— |
|
0.7 |
|
— |
Adjusted income before income taxes |
94.3 |
|
78.3 |
|
157.2 |
|
130.1 |
Adjusted income tax expense (b) (c) |
(22.4) |
|
(19.5) |
|
(38.3) |
|
(31.8) |
Adjusted net income |
$ 71.9 |
|
$ 58.8 |
|
$ 118.9 |
|
$ 98.3 |
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
Six Months Ended |
||||
(dollars per diluted share) |
2025 |
|
2024 |
|
2025 |
|
2024 |
EPS, as reported |
$ 1.16 |
|
$ 0.99 |
|
$ 1.91 |
|
$ 1.82 |
Add: |
|
|
|
|
|
|
|
Income tax expense |
0.36 |
|
0.27 |
|
0.61 |
|
0.26 |
Income before income taxes |
1.52 |
|
1.26 |
|
2.52 |
|
2.08 |
Add: |
|
|
|
|
|
|
|
Acquisition and integration-related expenses, net |
0.01 |
|
0.01 |
|
0.02 |
|
0.03 |
Purchase accounting effects (a) |
0.01 |
|
— |
|
0.01 |
|
— |
Adjusted income before income taxes |
1.54 |
|
1.27 |
|
2.55 |
|
2.11 |
Adjusted income tax expense (b) (c) |
(0.37) |
|
(0.32) |
|
(0.62) |
|
(0.52) |
Adjusted EPS |
$ 1.17 |
|
$ 0.95 |
|
$ 1.93 |
|
$ 1.59 |
(a) |
Purchase accounting effects in the three and six months ended |
(b) |
Adjusted income tax expense for the three and six months ended |
(c) |
Adjusted income tax expense for the three and six months ended |
Adjusted EBITDA and Adjusted EBITDA Margin:
The Company uses adjusted EBITDA and the ratio of adjusted EBITDA to net sales ("adjusted EBITDA margin"), at both the consolidated and segment level, as additional measures to assist in comparing its performance on a consistent basis for purposes of business decision making by removing the impact of certain items that management believes are not representative of its underlying performance and to improve the comparability of results across reporting periods. We believe that investors use versions of these metrics in a similar manner. For these reasons, the Company believes that adjusted EBITDA and adjusted EBITDA margin, at both the consolidated and segment level, are meaningful metrics to investors in evaluating the Company's underlying financial performance.
Consolidated adjusted EBITDA is a non-GAAP measure that represents the total of net income, interest expense, net, acquisition and integration-related expenses, net, purchase accounting effects, other expense, net, income tax expense, and depreciation and amortization expense, as applicable. Consolidated adjusted EBITDA margin is a non-GAAP measure that represents the total of net income, interest expense, net, acquisition and integration-related expenses, net, purchase accounting effects, other expense, net, income tax expense, and depreciation and amortization expense, as applicable, divided by net sales for the applicable period(s).
Segment adjusted EBITDA is a non-GAAP measure that represents the total of segment operating income, acquisition and integration-related expenses, net, purchase accounting effects, and depreciation and amortization expense, as applicable. Segment adjusted EBITDA margin is a non-GAAP measure that represents the total of segment operating income, acquisition and integration-related expenses, net, purchase accounting effects, and depreciation and amortization expense, as applicable, divided by segment net sales for the applicable period(s). Segment operating income includes all revenues, costs, and expenses directly related to the segment involved. In determining segment operating income, neither corporate nor interest expenses are included. Segment depreciation and amortization expense relates to those assets, both tangible and intangible, that are utilized by the respective segment.
Other companies may use different methods to calculate adjusted EBITDA and adjusted EBITDA margin.
Consolidated
The following table summarizes the Company's consolidated adjusted EBITDA and adjusted EBITDA margin and reconciles net income to consolidated adjusted EBITDA for the three and six months ended
|
Three Months Ended |
|
Six Months Ended |
||||
($ in millions) |
2025 |
|
2024 |
|
2025 |
|
2024 |
Net income |
$ 71.4 |
|
$ 60.8 |
|
$ 117.7 |
|
$ 112.4 |
Add: |
|
|
|
|
|
|
|
Interest expense, net |
3.5 |
|
3.2 |
|
6.5 |
|
6.4 |
Acquisition and integration-related expenses, net |
0.5 |
|
0.8 |
|
1.1 |
|
1.7 |
Purchase accounting effects * |
0.1 |
|
— |
|
0.2 |
|
— |
Other expense, net |
0.8 |
|
0.4 |
|
1.5 |
|
0.6 |
Income tax expense |
22.0 |
|
16.7 |
|
37.7 |
|
16.0 |
Depreciation and amortization |
19.9 |
|
15.8 |
|
38.6 |
|
31.2 |
Consolidated adjusted EBITDA |
$ 118.2 |
|
$ 97.7 |
|
$ 203.3 |
|
$ 168.3 |
|
|
|
|
|
|
|
|
Net sales |
$ 564.6 |
|
$ 490.4 |
|
|
|
$ 915.3 |
|
|
|
|
|
|
|
|
Consolidated adjusted EBITDA margin |
20.9 % |
|
19.9 % |
|
19.8 % |
|
18.4 % |
* Excludes purchase accounting expense effects included within depreciation and amortization of |
Environmental Solutions Group
The following table summarizes the
|
Three Months Ended |
|
Six Months Ended |
||||
($ in millions) |
2025 |
|
2024 |
|
2025 |
|
2024 |
Operating income |
$ 91.9 |
|
$ 72.9 |
|
$ 151.6 |
|
$ 124.6 |
Add: |
|
|
|
|
|
|
|
Acquisition and integration-related expenses, net |
0.1 |
|
0.6 |
|
0.2 |
|
1.1 |
Purchase accounting effects * |
0.1 |
|
— |
|
0.2 |
|
— |
Depreciation and amortization |
18.7 |
|
14.7 |
|
36.3 |
|
29.0 |
Adjusted EBITDA |
$ 110.8 |
|
$ 88.2 |
|
$ 188.3 |
|
$ 154.7 |
|
|
|
|
|
|
|
|
Net sales |
$ 480.5 |
|
$ 408.8 |
|
$ 867.9 |
|
$ 762.8 |
|
|
|
|
|
|
|
|
Adjusted EBITDA margin |
23.1 % |
|
21.6 % |
|
21.7 % |
|
20.3 % |
* Excludes purchase accounting expense effects included within depreciation and amortization of |
The following table summarizes the
|
Three Months Ended |
|
Six Months Ended |
||||
($ in millions) |
2025 |
|
2024 |
|
2025 |
|
2024 |
Operating income |
$ 21.5 |
|
$ 18.3 |
|
$ 37.3 |
|
$ 32.1 |
Add: |
|
|
|
|
|
|
|
Depreciation and amortization |
1.1 |
|
1.0 |
|
2.1 |
|
2.0 |
Adjusted EBITDA |
$ 22.6 |
|
$ 19.3 |
|
$ 39.4 |
|
$ 34.1 |
|
|
|
|
|
|
|
|
Net sales |
$ 84.1 |
|
$ 81.6 |
|
$ 160.5 |
|
$ 152.5 |
|
|
|
|
|
|
|
|
Adjusted EBITDA margin |
26.9 % |
|
23.7 % |
|
24.5 % |
|
22.4 % |
SOURCE