UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
(Mark One) | ||
For the quarterly period ended | ||
OR | ||
For the transition period from to | ||
Commission File No. |
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of | (I.R.S. Employer | |
incorporation or organization) | Identification No.) |
(Address of principal executive offices)(Zip Code)
1-
(Registrant’s telephone number, including area code)
(Not applicable)
(Former name, former address and former fiscal year,
if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading symbol(s) | Name of each exchange on which registered | |||
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Accelerated filer ◻ | ||
Non-accelerated filer ◻ | Smaller reporting company | |
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. ◻
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes
The number of shares of each of the registrant’s classes of Common Stock outstanding as of June 30, 2024:
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
CONSOLIDATED STATEMENTS OF INCOME
(unaudited)
Second Quarter Ended | Six Months Ended | |||||||||||||
June 30 | June 30 | |||||||||||||
(millions, except per share amounts) | 2024 |
| 2023 |
| 2024 |
| 2023 | |||||||
Product and equipment sales | $ | $ | $ | $ | ||||||||||
Service and lease sales | | | | | ||||||||||
Net sales | | | | | ||||||||||
Product and equipment cost of sales | | | | | ||||||||||
Service and lease cost of sales | | | | | ||||||||||
Cost of sales (including special charges (a)) | | | | | ||||||||||
Selling, general and administrative expenses | | | | | ||||||||||
Special (gains) and charges | | | | | ||||||||||
Operating income | | |
| | | |||||||||
Other (income) expense | ( | ( | ( | ( | ||||||||||
Interest expense, net | | | | | ||||||||||
Income before income taxes | | |
| | | |||||||||
Provision for income taxes | | | | | ||||||||||
Net income including noncontrolling interest | | | | | ||||||||||
Net income attributable to noncontrolling interest | | | | | ||||||||||
Net income attributable to Ecolab | $ | $ | $ | $ | ||||||||||
Earnings attributable to Ecolab per common share | ||||||||||||||
Basic | $ | $ | $ | $ | ||||||||||
Diluted | $ | $ | $ | $ | ||||||||||
Weighted-average common shares outstanding | ||||||||||||||
Basic |
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Diluted |
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(a) | Cost of sales includes special (gains) and charges of $ |
The accompanying notes are an integral part of the consolidated financial statements.
2
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(unaudited)
Second Quarter Ended | Six Months Ended | |||||||||||||
June 30 | June 30 | |||||||||||||
(millions) |
| 2024 |
| 2023 | 2024 |
| 2023 | |||||||
Net income including noncontrolling interest | $ | $ | $ | $ | ||||||||||
Other comprehensive income (loss), net of tax | ||||||||||||||
Foreign currency translation adjustments | ||||||||||||||
Foreign currency translation |
| ( | ( | |||||||||||
Gain (loss) on net investment hedges |
| | ( | | ( | |||||||||
Total foreign currency translation adjustments |
| ( | ( |
| ( |
| ( | |||||||
Derivatives and hedging instruments |
| | ( | | ( | |||||||||
Pension and postretirement benefits |
| ( | ( |
| |
| ( | |||||||
Subtotal |
| ( | ( |
| ( |
| ( | |||||||
Total comprehensive income, including noncontrolling interest |
| | |
| |
| | |||||||
Comprehensive income attributable to noncontrolling interest |
| | | | ||||||||||
Comprehensive income attributable to Ecolab | $ | $ | $ | $ |
The accompanying notes are an integral part of the consolidated financial statements.
3
CONSOLIDATED BALANCE SHEETS
(unaudited)
June 30 | December 31 | ||||||
(millions, except per share amounts) |
| 2024 | 2023 | ||||
ASSETS | |||||||
Current assets | |||||||
Cash and cash equivalents | $ | $ | |||||
Accounts receivable, net |
| | | ||||
Inventories |
| | | ||||
Assets held for sale | | - | |||||
Other current assets | | | |||||
Total current assets |
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Property, plant and equipment, net |
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Goodwill |
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Other intangible assets, net |
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Operating lease assets | | | |||||
Other assets | | | |||||
Total assets | $ | $ | |||||
LIABILITIES AND EQUITY | |||||||
Current liabilities | |||||||
Short-term debt | $ | $ | |||||
Accounts payable |
| | | ||||
Compensation and benefits |
| | | ||||
Income taxes |
| | | ||||
Liabilities held for sale | | - | |||||
Other current liabilities | | | |||||
Total current liabilities |
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Long-term debt |
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Pension and postretirement benefits |
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Deferred income taxes | | | |||||
Operating lease liabilities | | | |||||
Other liabilities | | | |||||
Total liabilities |
| | | ||||
Commitments and contingencies (Note 17) | |||||||
Equity (a) | |||||||
Common stock |
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Additional paid-in capital |
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Retained earnings |
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Accumulated other comprehensive loss |
| ( | ( | ||||
Treasury stock |
| ( | ( | ||||
Total Ecolab shareholders’ equity |
| | | ||||
Noncontrolling interest |
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Total equity |
| | | ||||
Total liabilities and equity | $ | $ |
(a) | Common stock, |
The accompanying notes are an integral part of the consolidated financial statements.
4
CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited)
Six Months Ended | |||||||
June 30 | |||||||
(millions) | 2024 | 2023 | |||||
OPERATING ACTIVITIES | |||||||
Net income including noncontrolling interest | $ | $ | |||||
Adjustments to reconcile net income to cash provided by operating activities: | |||||||
Depreciation | | | |||||
Amortization | | | |||||
Deferred income taxes | ( | ( | |||||
Share-based compensation expense | | | |||||
Pension and postretirement plan contributions | ( | ( | |||||
Pension and postretirement plan expense (income), net | | | |||||
Restructuring charges, net of cash paid | ( | ( | |||||
Other, net | | | |||||
Changes in operating assets and liabilities, net of effect of acquisitions: | |||||||
Accounts receivable | ( | ( | |||||
Inventories | ( | | |||||
Other assets | ( | | |||||
Accounts payable | | ( | |||||
Other liabilities | ( | ( | |||||
Cash provided by operating activities | | | |||||
INVESTING ACTIVITIES | |||||||
Capital expenditures | ( | ( | |||||
Property and other assets sold | | | |||||
Acquisitions and investments in affiliates, net of cash acquired | ( | ( | |||||
Other, net | ( | ( | |||||
Cash used for investing activities | ( | ( | |||||
FINANCING ACTIVITIES | |||||||
Net issuances of commercial paper and notes payable | | | |||||
Long-term debt repayments | ( | - | |||||
Reacquired shares | ( | ( | |||||
Dividends paid | ( | ( | |||||
Exercise of employee stock options | | | |||||
Hedge settlements | ( | ( | |||||
Other, net | ( | ( | |||||
Cash used for financing activities | ( | ( | |||||
Effect of exchange rate changes on cash and cash equivalents | ( | ( | |||||
Decrease in cash and cash equivalents | ( | ( | |||||
Net change in cash balances classified as assets held for sale | ( | - | |||||
Cash and cash equivalents, beginning of period | | | |||||
Cash and cash equivalents, end of period | $ | $ | |||||
The accompanying notes are an integral part of the consolidated financial statements.
5