METTLER TOLEDO INTERNATIONAL INC/ [MTD] Filings

10-Q 1 mtd-20240630.htm 10-Q mtd-20240630

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2024, OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM ____________ TO ________________

Commission File Number: 1-13595

Mettler Toledo International Inc

_______________________________________________________________________________________________________________________________________

(Exact name of registrant as specified in its charter)


Delaware						13-3668641
(State or other jurisdiction of						(I.R.S Employer Identification No.)
incorporation or organization)

1900 Polaris Parkway

Columbus, OH 43240

and

Im Langacher, P.O. Box MT-100

CH 8606 Greifensee, Switzerland

1-614-438-4511 and +41-44-944-22-11

________________________________________________________________________________

(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	Name of each exchange on which registered
Common Stock, $0.01 par value	MTD	New York Stock Exchange

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. Yes ☒ No ☐

Indicate by checkmark 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 and post such files). Yes ☒ No ☐

Indicate by checkmark 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. (Check one): Large accelerated filer. ☒ 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 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 ☐ No ☒

The Registrant had 21,219,218 shares of Common Stock outstanding at June 30, 2024.

METTLER-TOLEDO INTERNATIONAL INC.

INDEX TO QUARTERLY REPORT ON FORM 10-Q


		PAGE
	PART I. FINANCIAL INFORMATION

Item 1.	Financial Statements

	Unaudited Interim Consolidated Financial Statements:

	Interim Consolidated Statements of Operations and Comprehensive Income for the three months ended June 30, 2024 and 2023	3

	Interim Consolidated Statements of Operations and Comprehensive Income for the six months ended June 30, 2024 and 2023	4

	Interim Consolidated Balance Sheets as of June 30, 2024 and December 31, 2023	5

	Interim Consolidated Statements of Shareholders’ Equity for the six months ended June 30, 2024 and 2023	6

	Interim Consolidated Statements of Cash Flows for the six months ended June 30, 2024 and 2023	7

	Notes to the Interim Consolidated Financial Statements at June 30, 2024	8

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	24

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	32

Item 4.	Controls and Procedures	33

	PART II. OTHER INFORMATION

Item 1.	Legal Proceedings	34

Item 1A.	Risk Factors	34

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	34

Item 3.	Defaults upon Senior Securities	34

Item 5.	Other Information	34

Item 6.	Exhibits	34

SIGNATURE		36

Table of Contents

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

METTLER-TOLEDO INTERNATIONAL INC.

INTERIM CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

Three months ended June 30, 2024 and 2023

(In thousands, except share data)

(unaudited)


	June 30, 2024		June 30, 2023
Net sales
Products	$	712,260	$	758,971
Service	234,490		223,146
Total net sales	946,750		982,117
Cost of sales
Products	270,571		296,953
Service	110,511		101,621
Gross profit	565,668		583,543
Research and development	45,771		47,245
Selling, general and administrative	235,796		228,594
Amortization	18,178		18,042
Interest expense	18,950		19,249
Restructuring charges	5,329		8,021
Other charges (income), net	(1,533)		(1,011)
Earnings before taxes	243,177		263,403
Provision for taxes	21,363		49,476
Net earnings	$	221,814	$	213,927

Basic earnings per common share:
Net earnings	$	10.42	$	9.75
Weighted average number of common shares	21,279,006		21,944,645

Diluted earnings per common share:
Net earnings	$	10.37	$	9.69
Weighted average number of common and common equivalent shares	21,392,550		22,080,602

Comprehensive income, net of tax (Note 9)	$	209,521	$	175,227

The accompanying notes are an integral part of these interim consolidated financial statements.

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METTLER-TOLEDO INTERNATIONAL INC.

INTERIM CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

Six months ended June 30, 2024 and 2023

(In thousands, except share data)

(unaudited)


	June 30, 2024		June 30, 2023
Net sales
Products	$	1,413,228	$	1,474,972
Service	459,471		435,883
Total net sales	1,872,699		1,910,855
Cost of sales
Products	542,498		582,704
Service	216,400		198,042
Gross profit	1,113,801		1,130,109
Research and development	92,186		92,722
Selling, general and administrative	470,186		463,232
Amortization	36,406		35,821
Interest expense	38,182		37,433
Restructuring charges	14,993		12,295
Other charges (income), net	(1,876)		(1,407)
Earnings before taxes	463,724		490,013
Provision for taxes	64,401		87,660
Net earnings	$	399,323	$	402,353

Basic earnings per common share:
Net earnings	$	18.70	$	18.28
Weighted average number of common shares	21,358,339		22,013,662

Diluted earnings per common share:
Net earnings	$	18.60	$	18.15
Weighted average number of common and common equivalent shares	21,468,995		22,164,394

Comprehensive income, net of tax (Note 9)	$	408,771	$	362,370

The accompanying notes are an integral part of these interim consolidated financial statements.

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METTLER-TOLEDO INTERNATIONAL INC.

INTERIM CONSOLIDATED BALANCE SHEETS

As of June 30, 2024 and December 31, 2023

(In thousands, except share data)

(unaudited)


	June 30, 2024		December 31, 2023
ASSETS
Current assets:
Cash and cash equivalents	$	70,810	$	69,807
Trade accounts receivable, less allowances of $18,928 at June 30, 2024
and $20,103 at December 31, 2023	634,710		663,893
Inventories	366,395		385,865
Other current assets and prepaid expenses	106,392		110,638
Total current assets	1,178,307		1,230,203
Property, plant and equipment, net	768,664		803,374
Goodwill	665,359		670,108
Other intangible assets, net	268,154		285,429
Deferred tax assets, net	30,554		31,199
Other non-current assets	338,126		335,242
Total assets	$	3,249,164	$	3,355,555
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Trade accounts payable	$	199,462	$	210,411
Accrued and other liabilities	180,881		196,138
Accrued compensation and related items	157,416		160,308
Deferred revenue and customer prepayments	214,205		202,022
Taxes payable	217,972		219,984
Short-term borrowings and current maturities of long-term debt	311,246		192,219
Total current liabilities	1,281,182		1,181,082
Long-term debt	1,746,638		1,888,620
Deferred tax liabilities, net	101,741		108,679
Other non-current liabilities	272,365		327,112
Total liabilities	3,401,926		3,505,493
Commitments and contingencies (Note 14)
Shareholders’ equity:
Preferred stock, $0.01 par value per share; authorized 10,000,000 shares	—		—
Common stock, $0.01 par value per share; authorized 125,000,000 shares;
issued 44,786,011 and 44,786,011 shares; outstanding 21,219,218 shares and
21,526,172 shares at June 30, 2024 and December 31, 2023, respectively	448		448
Additional paid-in capital	881,814		871,110
Treasury stock at cost (23,566,793 shares at June 30, 2024 and 23,259,839 shares at December 31, 2023)	(8,634,576)		(8,212,437)
Retained earnings	7,909,919		7,510,756
Accumulated other comprehensive loss	(310,367)		(319,815)
Total shareholders' equity	(152,762)		(149,938)
Total liabilities and shareholders’ equity	$	3,249,164	$	3,355,555

The accompanying notes are an integral part of these interim consolidated financial statements.

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METTLER-TOLEDO INTERNATIONAL INC.

INTERIM CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

Six months ended June 30, 2024 and 2023

(In thousands, except share data)

(unaudited)


				Additional Paid-in Capital						Accumulated Other Comprehensive Income (Loss)
	Common Stock					Treasury Stock		Retained Earnings
	Shares	Amount										Total
Balance at December 31, 2022	22,139,009	$	448	$	850,368	$	(7,325,656)	$	6,726,866	$	(227,233)	$	24,793
Exercise of stock options and restricted stock units	47,849	—		1,278		12,720		(2,525)		—		11,473
Repurchases of common stock	(166,628)	—		—		(249,999)		—		—		(249,999)
Excise tax on net repurchases of common stock						(1,906)						(1,906)
Share-based compensation	—	—		4,027		—		—		—		4,027
Net earnings	—	—		—		—		188,426		—		188,426
Other comprehensive income (loss), net of tax	—	—		—		—		—		(1,283)		(1,283)
Balance at March 31, 2023	22,020,230	$	448	$	855,673	$	(7,564,841)	$	6,912,767	$	(228,516)	$	(24,469)
Exercise of stock options and restricted stock units	22,342	—		1,536		6,085		(7)		—		7,614
Repurchases of common stock	(177,754)	—		—		(250,000)		—		—		(250,000)
Excise tax on net repurchases of common stock						(2,272)						(2,272)
Share-based compensation	—	—		4,195		—		—		—		4,195
Net earnings	—	—		—		—		213,927		—		213,927
Other comprehensive income (loss), net of tax	—	—		—		—		—		(38,700)		(38,700)
Balance at June 30, 2023	21,864,818	$	448	$	861,404	$	(7,811,028)	$	7,126,687	$	(267,216)	$	(89,705)

Balance at December 31, 2023	21,526,172	$	448	$	871,110	$	(8,212,437)	$	7,510,756	$	(319,815)	$	(149,938)
Exercise of stock options and restricted stock units	4,898	—		585		1,406		(160)		—		1,831
Repurchases of common stock	(173,700)	—		—		(212,499)		—		—		(212,499)
Excise tax on net repurchases of common stock	—	—		—		(2,083)		—		—		(2,083)
Share-based compensation	—	—		4,722		—		—		—		4,722
Net earnings	—	—		—		—		177,509		—		177,509
Other comprehensive income (loss), net of tax	—	—		—		—		—		21,741		21,741
Balance at March 31, 2024	21,357,370	$	448	$	876,417	$	(8,425,613)	$	7,688,105	$	(298,074)	$	(158,717)
Exercise of stock options and restricted stock units	18,640	—		856		5,449		—		—		6,305
Repurchases of common stock	(156,792)	—		—		(212,499)		—		—		(212,499)
Excise tax on net repurchases of common stock	—	—		—		(1,913)		—		—		(1,913)
Share-based compensation	—	—		4,541		—		—		—		4,541
Net earnings	—	—		—		—		221,814		—		221,814
Other comprehensive income (loss), net of tax	—	—		—		—		—		(12,293)		(12,293)
Balance at June 30, 2024	21,219,218	$	448	$	881,814	$	(8,634,576)	$	7,909,919	$	(310,367)	$	(152,762)

The accompanying notes are an integral part of these interim consolidated financial statements.

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METTLER-TOLEDO INTERNATIONAL INC.

INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS

Six months ended June 30, 2024 and 2023

(In thousands)

(unaudited)


	June 30, 2024		June 30, 2023
Cash flows from operating activities:
Net earnings	$	399,323	$	402,353
Adjustments to reconcile net earnings to net cash provided by operating activities:
Depreciation	24,873		24,217
Amortization	36,406		35,821
Deferred tax benefit	(3,837)		(1,766)
Share-based compensation	9,263		8,222
Non-cash discrete tax benefit	(22,982)		—
Increase (decrease) in cash resulting from changes in:
Trade accounts receivable, net	7,404		60,460
Inventories	3,083		47,746
Other current assets	(6,190)		4,057
Trade accounts payable	(4,862)		(76,707)
Taxes payable	10,055		13,249
Accruals and other	(5,043)		(97,579)
Net cash provided by operating activities	447,493		420,073
Cash flows from investing activities:
Proceeds from sale of property, plant and equipment	668		412
Purchase of property, plant and equipment	(41,201)		(51,947)
Proceeds from government funding	—		1,264
Acquisitions	(2,473)		(613)
Other investing activities	12,239		(14,414)
Net cash used in investing activities	(30,767)		(65,298)
Cash flows from financing activities:
Proceeds from borrowings	1,022,578		1,080,921
Repayments of borrowings	(1,017,192)		(958,731)
Proceeds from stock option exercises	8,136		19,087
Repurchases of common stock	(424,998)		(499,999)
Acquisition contingent consideration payment	—		(5,626)
Other financing activities	(1,910)		(714)
Net cash used in financing activities	(413,386)		(365,062)
Effect of exchange rate changes on cash and cash equivalents	(2,337)		(2,105)
Net increase (decrease) in cash and cash equivalents	1,003		(12,392)
Cash and cash equivalents:
Beginning of period	69,807		95,966
End of period	$	70,810	$	83,574

The accompanying notes are an integral part of these interim consolidated financial statements.

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METTLER-TOLEDO INTERNATIONAL INC.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share data, unless otherwise stated)

1.BASIS OF PRESENTATION

Mettler-Toledo International Inc. (Mettler-Toledo or the Company) is a leading global supplier of precision instruments and services. The Company manufactures weighing instruments for use in laboratory, industrial, packaging, logistics and food retailing applications. The Company also manufactures several related analytical instruments and provides automated chemistry solutions used in drug and chemical compound discovery and development. In addition, the Company manufactures metal detection and other end-of-line inspection systems used in production and packaging and provides solutions for use in certain process analytics applications. The Company's primary manufacturing facilities are located in China, Germany, Switzerland, the United Kingdom, the United States and Mexico. The Company's principal executive offices are located in Columbus, Ohio and Greifensee, Switzerland.

The accompanying interim consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP) and include all entities in which the Company has control, which are its wholly-owned subsidiaries. The interim consolidated financial statements have been prepared without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. The interim consolidated financial statements should be read in conjunction with the consolidated financial statements and the notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023.

The accompanying interim consolidated financial statements reflect all adjustments which, in the opinion of management, are necessary for a fair statement of the results of the interim periods presented. Operating results for the three and six months ended June 30, 2024 are not necessarily indicative of the results to be expected for the full year ending December 31, 2024.

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, as well as disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting periods. These financial statements were prepared using information reasonably available as of June 30, 2024 and through the date of this report. Actual results may differ from those estimates due to uncertainty around ongoing developments in Ukraine, the Israel-Hamas war, as well as other factors.

All intercompany transactions and balances have been eliminated.

2.SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Trade Accounts Receivable

Trade accounts receivable are recorded at the invoiced amount and do not bear interest. The allowance for expected credit losses represents the Company’s best estimate based on historical information, current information, and reasonable and supportable forecasts of future events and circumstances.

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METTLER-TOLEDO INTERNATIONAL INC.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share data, unless otherwise stated)

Inventories

Inventories are valued at the lower of cost or net realizable value. Cost, which includes direct materials, labor and overhead, is generally determined using the first in, first out (FIFO) method. The estimated net realizable value is based on assumptions for future demand and related pricing. Adjustments to the cost basis of the Company’s inventory are made for excess and obsolete items based on usage, orders and technological obsolescence. If actual market conditions are less favorable than those projected by management, reductions in the value of inventory may be required.

Inventories consisted of the following:


	June 30, 2024		December 31, 2023
Raw materials and parts	$	171,135	$	180,352
Work-in-progress	72,982		81,181
Finished goods	122,278		124,332
	$	366,395	$	385,865

Goodwill and Other Intangible Assets

Goodwill, representing the excess of purchase price over the net asset value of companies acquired, and indefinite-lived intangible assets are not amortized, but are reviewed for impairment annually in the fourth quarter, or more frequently if events or changes in circumstances indicate that an asset might be impaired. The annual evaluation for goodwill and indefinite-lived intangible assets are generally based on an assessment of qualitative factors to determine whether it is more likely than not that the fair value of the assets are less than its carrying amount.

Other intangible assets include indefinite-lived assets and assets subject to amortization. Where applicable, amortization is charged on a straight-line basis over the expected period of benefit. The straight-line method of amortization reflects an appropriate allocation of the cost of the intangible assets to earnings in proportion to the amount of economic benefits obtained by the Company in each reporting period. The Company assesses the initial acquisition of intangible assets in accordance with the provisions of ASC 805 "Business Combinations" and the continued accounting for previously recognized intangible assets and goodwill in accordance with the provisions of ASC 350 "Intangible - Goodwill and Other" and ASC 360 "Property, Plant and Equipment".

Other intangible assets consisted of the following:


	June 30, 2024						December 31, 2023
	Gross Amount		Accumulated Amortization		Intangibles, Net		Gross Amount		Accumulated Amortization		Intangibles, Net
Customer relationships	$	286,191	$	(109,880)	$	176,311	$	294,180	$	(107,665)	$	186,515
Proven technology and patents	126,154		(76,770)		49,384		129,227		(75,014)		54,213
Tradenames (finite life)	7,762		(4,869)		2,893		7,908		(4,535)		3,373
Tradenames (indefinite life)	35,104		—		35,104		36,320		—		36,320
Other	12,411		(7,949)		4,462		13,236		(8,228)		5,008
	$	467,622	$	(199,468)	$	268,154	$	480,871	$	(195,442)	$	285,429

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METTLER-TOLEDO INTERNATIONAL INC.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share data, unless otherwise stated)

The Company recognized amortization expense associated with the above intangible assets of $6.7 million and $6.9 million for the three months ended June 30, 2024 and 2023, respectively, and $13.6 million and $13.8 million for the six months ended June 30, 2024 and 2023, respectively. The annual aggregate amortization expense based on the current balance of other intangible assets is estimated to be $27.2 million for 2024, $26.2 million for 2025, $22.2 million for 2026, $20.7 million for 2027, $19.4 million for 2028, and $17.7 million for 2029. Purchased intangible amortization was $6.5 million, $5.0 million after tax, and $6.7 million, $5.2 million after tax, for the three months ended June 30, 2024 and 2023, respectively, and $13.1 million, $10.1 million after tax, and $13.3 million, $10.3 million after tax, for the six months ended June 30, 2024 and 2023, respectively.

In addition to the above amortization, the Company recorded amortization expense associated with capitalized software of $11.4 million and $11.1 million for the three months ended June 30, 2024 and 2023, respectively, and $22.7 million and $22.0 million for the six months ended June 30, 2024 and 2023, respectively.

Revenue Recognition

Product revenue is recognized from contracts with customers when a customer has obtained control of a product. The Company considers control to have transferred based upon shipping terms. To the extent the Company’s arrangements have a separate performance obligation, revenue related to any post-shipment performance obligation is deferred until completed. Shipping and handling costs charged to customers are included in total net sales and the associated expense is a component of cost of sales. Certain products are also sold through indirect distribution channels whereby the distributor assumes any further obligations to the end customer. Revenue is recognized on these distributor arrangements upon transfer of control to the distributor. Contracts do not contain variable pricing arrangements that are retrospective, except for rebate programs. Rebates are estimated based on expected sales volumes and offset against revenue at the time such revenue is recognized. The Company generally maintains the right to accept or reject a product return in its terms and conditions and also maintains appropriate accruals for outstanding credits. The related provisions for estimated returns and rebates are immaterial to the consolidated financial statements.

Certain of the Company’s product arrangements include separate performance obligations, primarily related to installation. Such performance obligations are accounted for separately when the deliverables have stand-alone value and the satisfaction of the undelivered performance obligations is probable and within the Company's control. The allocation of revenue between the performance obligations is based on the observable stand-alone selling prices at the time of the sale in accordance with a number of factors including service technician billing rates, time to install, and geographic location.

Software is generally not considered a distinct performance obligation with the exception of a few small software applications. The Company generally does not sell software products without the related hardware instrument as the software is embedded in the product. The Company’s products typically require no significant production, modification, or customization of the hardware or software that is essential to the functionality of the products.

Service revenue not under contract is recognized upon the completion of the service performed. Revenue from spare parts sold on a stand-alone basis is recognized when control is transferred to the customer, which is generally at the time of shipment or delivery. Revenue from service contracts is recognized ratably over the contract period using a time-based method. These contracts represent an obligation to perform repair and other services including regulatory compliance qualification, calibration, certification, and preventative maintenance on a customer’s pre-defined equipment over the contract period.

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METTLER-TOLEDO INTERNATIONAL INC.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share data, unless otherwise stated)

Share-Based Compensation

The Company recognizes share-based compensation expense within selling, general and administrative in the consolidated statements of operations and other comprehensive income with a corresponding offset to additional paid-in capital in the consolidated balance sheet. The Company recorded $4.5 million and $9.3 million of share-based compensation expense for the three and six months ended June 30, 2024, respectively, compared to $4.2 million and $8.2 million for the corresponding periods in 2023.

Research and Development

Research and development costs primarily consist of salaries, consulting and other costs. The Company expenses these costs as incurred.

Business Combinations and Asset Acquisitions

The Company accounts for business acquisitions under the accounting standards for business combinations. The results of each acquisition are included in the Company's consolidated results as of the acquisition date. The purchase price of an acquisition is allocated to tangible and intangible assets and assumed liabilities based on their estimated fair values and any consideration in excess of the net assets acquired is recognized as goodwill. The determination of the values of the acquired assets and assumed liabilities, including goodwill and intangible assets, require significant judgment. Acquisition transaction costs are expensed when incurred.

In circumstances where an acquisition involves a contingent consideration arrangement, the Company recognizes a liability equal to the fair value of the expected contingent payments as of the acquisition date. Subsequent changes in the fair value of the contingent consideration are recorded to other charges (income), net.

Recent Accounting Pronouncements

In March 2020, January 2021 and December 2022, the FASB issued ASU 2020-04, ASU 2021-01 and ASU 2022-06: Reference Rate Reform, which provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by the discontinuance of LIBOR or another referenced rate. The guidance may be applied to any applicable contract entered into before December 31, 2024. The Company amended its credit agreement and cross currency swap agreements in June 2023 to change the interest rate benchmark from LIBOR to SOFR and other non-U.S. dollar references, which did not change the amount or timing of cash flows. As a result, the discontinuation of LIBOR did not have a material impact on the Company's financial statements.

In November 2023, the FASB issued ASU 2023-07: Improvements to Reportable Segment Disclosures which requires incremental disclosures about a public entity's reportable segments but does not change the definition of a segment or the guidance for determining reportable segments. The Company will adopt the annual disclosure requirements in 2024 and is currently evaluating the impact of these requirements on the consolidated financial statements.

In December 2023, the FASB issued ASU 2023-09: Improvements to Income Tax Disclosures, which enhances income tax disclosures, especially related to the rate reconciliation and income taxes paid information. The Company will adopt the annual disclosure requirements in 2025 and is currently evaluating the impact of these requirements on the consolidated financial statements.

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METTLER-TOLEDO INTERNATIONAL INC.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share data, unless otherwise stated)

3.REVENUE

The Company disaggregates revenue from contracts with customers by product, service, timing of revenue recognition and geography. A summary of revenue by the Company’s reportable segments for the three and six months ended June 30, 2024 and 2023 follows:


For the three months ended June 30, 2024	U.S. Operations		Swiss Operations		Western European Operations		Chinese Operations		Other Operations		Total
Product Revenue	$	264,345	$	39,418	$	137,113	$	148,436	$	122,948	$	712,260
Service Revenue:
Point in time	73,839		7,615		43,218		11,753		34,614		171,039
Over time	24,031		3,152		21,982		4,195		10,091		63,451
Total	$	362,215	$	50,185	$	202,313	$	164,384	$	167,653	$	946,750


For the three months ended June 30, 2023	U.S. Operations		Swiss Operations		Western European Operations		Chinese Operations		Other Operations		Total
Product Revenue	$	265,881	$	36,662	$	130,404	$	204,259	$	121,765	$	758,971
Service Revenue:
Point in time	72,250		7,246		40,831		13,020		32,142		165,489
Over time	20,984		2,895		20,840		4,390		8,548		57,657
Total	$	359,115	$	46,803	$	192,075	$	221,669	$	162,455	$	982,117


For the six months ended June 30, 2024	U.S. Operations		Swiss Operations		Western European Operations		Chinese Operations		Other Operations		Total
Product Revenue	$	515,081	$	83,039	$	288,648	$	277,447	$	249,013	$	1,413,228
Service Revenue:
Point in time	146,973		15,379		86,039		21,654		65,824		335,869
Over time	46,284		6,017		42,391		8,481		20,429		123,602
Total	$	708,338	$	104,435	$	417,078	$	307,582	$	335,266	$	1,872,699


For the six months ended June 30, 2023	U.S. Operations		Swiss Operations		Western European Operations		Chinese Operations		Other Operations		Total
Product Revenue	$	512,410	$	73,123	$	271,111	$	374,689	$	243,639	$	1,474,972
Service Revenue:
Point in time	142,875		14,707		81,996		24,368		62,187		326,133
Over time	41,231		5,342		38,392		8,380		16,405		109,750
Total	$	696,516	$	93,172	$	391,499	$	407,437	$	322,231	$	1,910,855

A breakdown of net sales to external customers by geographic customer destination for the three and six months ended June 30 follows:


	Three Months Ended				Six Months Ended
	2024		2023		2024		2023
Americas	$	404,030	$	396,897	$	788,373	$	768,970
Europe	258,836		246,340		532,697		500,314
Asia / Rest of World	283,884		338,880		551,629		641,571
Total	$	946,750	$	982,117	$	1,872,699	$	1,910,855

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METTLER-TOLEDO INTERNATIONAL INC.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share data, unless otherwise stated)

The Company's global revenue mix by product category is laboratory (56% of sales), industrial (39% of sales) and retail (5% of sales). The Company's product revenue by reportable segment is proportionately similar to the Company's global mix except the Company's Swiss Operations is largely comprised of laboratory products while the Company's Chinese Operations has a slightly higher percentage of industrial products. A breakdown of the Company’s sales by product category for the three and six months ended June 30 is as follows:


	Three Months Ended				Six Months Ended
	2024		2023		2024		2023
Laboratory	$	523,233	$	526,699	$	1,048,288	$	1,046,730
Industrial	374,257		399,001		726,102		754,181
Retail	49,260		56,417		98,309		109,944
Total	$	946,750	$	982,117	$	1,872,699	$	1,910,855

The payment terms in the Company’s contracts with customers do not exceed one year and therefore contracts do not contain a significant financing component. In most cases, after appropriate credit evaluations, payments are due in arrears and are recognized as receivables. Unbilled revenue is recorded when performance obligations have been satisfied, but not yet billed to the customer. Unbilled revenue as of June 30, 2024 and December 31, 2023 was $39.4 million and $35.7 million, respectively, and is included within accounts receivable. Deferred revenue and customer prepayments are recorded when cash payments are received or due in advance of the performance obligation being satisfied. Deferred revenue primarily includes prepaid service contracts, as well as deferred installation.

Changes in the components of deferred revenue and customer prepayments during the six month periods ending June 30, 2024 and 2023 are as follows:


	2024		2023
Beginning balances as of January 1	$	202,022	$	192,759
Customer pre-payments/deferred revenue	338,581		343,373
Revenue recognized	(320,727)		(332,005)
Foreign currency translation	(5,671)		422
Ending balance as of June 30	$	214,205	$	204,549

The Company generally expenses sales commissions when incurred because the contract period is one year or less. These costs are recorded within selling, general, and administrative expenses. The value of unsatisfied performance obligations other than customer prepayments and deferred revenue associated with contracts greater than one year is immaterial.

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METTLER-TOLEDO INTERNATIONAL INC.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share data, unless otherwise stated)

4. FINANCIAL INSTRUMENTS

The Company has limited involvement with derivative financial instruments and does not use them for trading purposes. The Company enters into certain interest rate and cross currency swap agreements in order to manage its exposure to changes in interest rates. The amount of the Company's fixed obligation interest payments may change based upon the expiration dates of its interest rate and cross currency swap agreements and the level and composition of its debt. The Company also enters into certain foreign currency forward contracts to limit the Company's exposure to currency fluctuations on the respective hedged items. For additional disclosures on derivative instruments regarding balance sheet location, fair value, and the amounts reclassified into other comprehensive income and the effective portion of the cash flow hedges, also see Note 5 and Note 9 to the interim consolidated financial statements. As also described in Note 7, the Company has designated its euro-denominated debt as a hedge of a portion of its net investment in euro-denominated foreign subsidiaries.

Cash Flow Hedges

The Company has entered into a number of cross currency swaps designated as cash flow hedges. The agreements convert borrowings under the Company’s credit facility into synthetic Swiss franc debt, which allows the Company to effectively change the floating rate SOFR-based interest payments, excluding the credit spread, to a fixed Swiss franc income or expense as follows:

Agreement Date

Amount
Converted

Effective Swiss Franc
Interest Rate

Maturity Date

June 2019

$50 million

(0.82)%

June 2023

November 2021

$50 million

(0.67)%

November 2023

June 2021

$50 million

(0.73)%

June 2024

June 2021

$50 million

(0.59)%

June 2025

December 2023

$50 million

1.04%

November 2026

November 2023

$50 million

1.16%

November 2026

June 2023

$50 million

1.55%

June 2027

June 2024

$50 million

1.15%

June 2027

In June 2024, the Company entered into a cross currency arrangement, as summarized above, to replace the cross currency swap that matured in June 2024. The new swap was designated as an effective cash flow hedge.

The Company amended all active cross currency swap agreements to replace all references of LIBOR to SOFR as the interest rate benchmark to align with the amendment to the Company's Prior Credit Facility Agreement, as discussed in Note 10 to the consolidated financial statements for the year ended December 31, 2023. As part of these amendments, the corresponding fixed Swiss franc interest rates were amended as well to reflect the change in the benchmark.

The Company's cash flow hedges are recorded gross at fair value in the consolidated balance sheet at June 30, 2024 and December 31, 2023, respectively. A derivative gain of $8.1 million based upon interest rates at June 30, 2024, is expected to be reclassified from other comprehensive income (loss) to earnings in the next twelve months. The cash flow hedges remain effective as of June 30, 2024.

Other Derivatives

The Company enters into foreign currency forward contracts in order to economically hedge short-term trade and non-trade intercompany balances largely denominated in Swiss franc, other major European currencies, and the Chinese Renminbi with its foreign businesses. In accordance with U.S.

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METTLER-TOLEDO INTERNATIONAL INC.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share data, unless otherwise stated)

GAAP, these contracts are considered “derivatives not designated as hedging instruments.” Gains or losses on these instruments are reported in current earnings. The foreign currency forward contracts are recorded at fair value in the consolidated balance sheet at June 30, 2024 and December 31, 2023, as disclosed in Note 5. The Company recognized in other charges (income) a net loss of $4.2 million and net loss of $19.0 million during the three months ended June 30, 2024 and 2023, respectively, and a net gain of $4.6 million and a net loss of $15.5 million during the six months ended June 30, 2024 and 2023, respectively, which offset the related transaction gains (losses) associated with these contracts. At June 30, 2024 and December 31, 2023, these contracts had a notional value of $781.2 million and $793.9 million, respectively.

5. FAIR VALUE MEASUREMENTS

At June 30, 2024 and December 31, 2023, the Company had derivative assets totaling $3.4 million and $8.3 million respectively, and derivative liabilities totaling $5.7 million and $25.2 million, respectively. The Company has limited involvement with derivative financial instruments and therefore does not present all the required disclosures in tabular format. The fair values of the cross-currency swap agreements and foreign currency forward contracts that economically hedge short-term intercompany balances are estimated based upon inputs from current valuation information obtained from dealer quotes and priced with observable market assumptions and appropriate valuation adjustments for credit risk. The Company has evaluated the valuation methodologies used to develop the fair values by dealers in order to determine whether such valuations are representative of an exit price in the Company’s principal market. In addition, the Company uses an internally developed model to perform testing on the valuations received from brokers. The Company has also considered both its own credit risk and counterparty credit risk in determining fair value and determined these adjustments were insignificant at June 30, 2024 and December 31, 2023.

Under U.S. GAAP, fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. A fair value measurement consists of observable and unobservable inputs that reflect the assumptions that a market participant would use in pricing an asset or liability.

A fair value hierarchy has been established that categorizes these inputs into three levels:

Level 1: Quoted prices in active markets for identical assets and liabilities

Level 2: Observable inputs other than quoted prices in active markets for identical assets and liabilities

Level 3: Unobservable inputs

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METTLER-TOLEDO INTERNATIONAL INC.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share data, unless otherwise stated)

The following table presents the Company's assets and liabilities, which are all categorized as Level 2, that are measured at fair value on a recurring basis. The Company does not have any assets or liabilities which are categorized as Level 1:


	June 30, 2024		December 31, 2023		Balance Sheet Classification
Foreign currency forward contracts not designated as hedging instruments	$	1,961	$	8,330	Other current assets and prepaid expenses
Cash Flow Hedges:
Cross currency swap agreement	864		—		Other current assets and prepaid expenses
Cross currency swap agreement	544		—		Other non-current assets
Total derivative assets	$	3,369	$	8,330

Foreign currency forward contracts not designated as hedging instruments	$	1,897	$	8,245	Accrued and other liabilities
Cash Flow Hedges:
Cross currency swap agreement	—		2,678		Accrued and other liabilities
Cross currency swap agreement	3,829		14,270		Other non-current liabilities
Total derivative liabilities	$	5,726	$	25,193

The Company had $6.7 million and $4.0 million of cash equivalents at June 30, 2024 and December 31, 2023, respectively, the fair value of which is determined using Level 2 inputs, through quoted and corroborated prices in active markets. The fair value of cash equivalents approximates cost.

The fair value of the Company's debt is less than the carrying value by approximately $209.2 million as of June 30, 2024. The fair value of the Company's fixed interest rate debt was estimated using Level 2 inputs, primarily discounted cash flow models, based on estimated current rates offered for similar debt under current market conditions for the Company.

During the six months ended June 30, 2023, $10.0 million of contingent consideration was paid relating to the PendoTECH acquisition of which $5.6 million is included in financing activities for the amount accrued at the acquisition date and $4.4 million is included in operating activities for the amount not accrued at the acquisition date on the Consolidated Statement of Cash Flows in accordance with U.S. GAAP. The Company no longer has a contingent consideration obligation relating to the PendoTECH acquisition as of June 30, 2024.

6. INCOME TAXES

The Company's reported tax rate was 8.8% and 18.8% during the three months ended June 30, 2024 and 2023, respectively and 13.9% and 17.9% during the six months ended June 30, 2024 and 2023, respectively. The provision for taxes is based upon using the Company's projected annual effective tax rate of 19.0% before non-recurring discrete tax items during 2024 and 2023. The difference between the Company's projected annual effective tax rate and the reported tax rate is primarily related to the timing of excess tax benefits associated with stock option exercises. The reported tax rate for the three and six month periods ended June 30, 2024 also includes a non-cash discrete tax benefit of $23.0 million resulting from the reduction of uncertain tax position liabilities related to the settlement of a tax audit.

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METTLER-TOLEDO INTERNATIONAL INC.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share data, unless otherwise stated)

7. DEBT

Debt consisted of the following at June 30, 2024:


	U.S. Dollar		Other Principal Trading Currencies		Total
3.84% $125 million ten-year Senior Notes due September 19, 2024	$	125,000	$	—	$	125,000
4.24% $125 million ten-year Senior Notes due June 25, 2025	125,000		—		125,000
3.91% $75 million ten-year Senior Notes due June 25, 2029	75,000		—		75,000
5.45% $150 million ten-year Senior Notes due March 1, 2033	150,000		—		150,000
2.83% $125 million twelve-year Senior Notes due July 22, 2033	125,000		—		125,000
3.19% $50 million fifteen-year Senior Notes due January 24, 2035	50,000		—		50,000
2.81% $150 million fifteen-year Senior Note due March 17, 2037	150,000		—		150,000
2.91% $150 million fifteen-year Senior Note due September 1, 2037	150,000		—		150,000
1.47% Euro 125 million fifteen-year Senior Notes due June 17, 2030	—		133,642		133,642
1.30% Euro 135 million fifteen-year Senior Notes due November 6, 2034	—		144,333		144,333
1.06% Euro 125 million fifteen-year Senior Notes due March 19, 2036	—		133,642		133,642
Debt issuance costs, net	(2,490)		(1,291)		(3,781)
Total Senior Notes	947,510		410,326		1,357,836
$1.35 billion Credit Agreement, interest at benchmark plus 97.5 basis points (a)	382,306		251,198		633,504
Other local arrangements	8,869		57,675		66,544
Total debt	1,338,685		719,199		2,057,884
Less: current portion	(253,831)		(57,415)		(311,246)
Total long-term debt	$	1,084,854	$	661,784	$	1,746,638

(a) The benchmark interest rate is determined by the borrowing currency. The benchmark rates by borrowing currency are as follows: SOFR for U.S. dollars (plus a 10 basis points spread adjustment), SARON for Swiss franc, EURIBOR for Euro and SONIA for Great British pounds.

On May 30, 2024, the Company entered into a $1.35 billion Credit Agreement (the Credit Agreement), which amended its $1.25 billion Amended and Restated Credit Agreement (the Prior Credit Agreement). As of June 30, 2024, the Company had $712.0 million of additional borrowings available under its Credit Agreement, and the Company maintained $70.8 million of cash and cash equivalents.

The Credit Agreement is provided by a group of financial institutions (similar to the Company's Prior Credit Agreement) and has a maturity date of 2029. It is a revolving credit facility and is not subject to any scheduled principal payments prior to maturity. The obligations under the Credit Agreement are unsecured.

Borrowings under the Credit Agreement bear interest at current market rates plus a margin based on the Company’s consolidated leverage ratio. The Company must also pay facility fees that are tied to its leverage ratio. The Credit Agreement contains covenants that are similar to those contained in the prior Credit Agreement, with which the Company was in compliance as of June 30, 2024.

The Company is required to maintain (i) a ratio of net funded indebtedness to EBITDA of 3.5 to 1.0 or less, except in certain circumstances and (ii) an interest coverage ratio of 3.0 to 1.0 or greater. The Credit Agreement also places certain limitations on the Company, including limiting the ability to incur liens or indebtedness at a subsidiary level. In addition, the Credit Agreement has several events of default,

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METTLER-TOLEDO INTERNATIONAL INC.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share data, unless otherwise stated)

with customary grace periods applicable. The Company incurred approximately $0.2 million of debt extinguishment costs during 2024 related to the Prior Credit Agreement. The Company capitalized $2.0 million in financing fees during 2024 associated with the Credit Agreement which will be amortized to interest expense through 2029.

In May 2023, the Company amended its Prior Credit Agreement to replace all references of LIBOR to SOFR and other non-U.S. dollar references as the interest rate benchmark.

In December 2022, the Company entered into an agreement to issue and sell $150 million 10-year Senior Notes in a private placement. The Company issued $150 million with a fixed interest rate of 5.45% (5.45% Senior Notes) in March 2023. The 5.45% Senior Notes are senior unsecured obligations of the Company. The 5.45% Senior Notes mature in March 2033. The terms of the 5.45% Senior Notes are consistent with the previous Senior Notes as described in the Company's Annual Report on Form 10-K. The Company used the proceeds from the sale of the 5.45% Senior Notes to refinance existing indebtedness and for other general corporate purposes.

The Company has designated the EUR 125 million 1.47% Euro Senior Notes, the EUR 135 million 1.30% Euro Senior Notes, and the EUR 125 million 1.06% Euro Senior Notes as a hedge of a portion of its net investment in euro-denominated foreign subsidiaries to reduce foreign currency risk associated with the net investment. Changes in the carrying value of this debt resulting from fluctuations in the euro to U.S. dollar exchange rate are recorded as foreign currency translation adjustments within other comprehensive income (loss). The Company recorded in other comprehensive income (loss) related to this net investment hedge an unrealized gain of $5.1 million and unrealized loss of $3.6 million for the three months ended June 30, 2024 and 2023, respectively, and an unrealized gain of $13.3 million and unrealized loss of $8.9 million for the six month periods ended June 30, 2024 and 2023, respectively. The Company has an unrealized gain of $30.6 million recorded in accumulated other comprehensive income (loss) as of June 30, 2024.

Other Local Arrangements

In April 2018, two of the Company's non-U.S. pension plans issued loans totaling $39.6 million (Swiss franc 38 million) to a wholly owned subsidiary of the Company. The loans have the same terms and conditions, which include an interest rate of SARON plus 87.5 basis points. The loans were renewed for one year in April 2024.

8. SHARE REPURCHASE PROGRAM AND TREASURY STOCK

The Company has $2.1 billion of remaining availability for its share repurchase program as of June 30, 2024. The share repurchases are expected to be funded from cash generated from operating activities, borrowings, and cash balances. Repurchases will be made through open market transactions, and the amount and timing of purchases will depend on business and market conditions, the stock price, trading restrictions, the level of acquisition activity, and other factors.

The Company has purchased 32.0 million shares at an average price per share of $292.31 since the inception of the program in 2004 through June 30, 2024. During the six months ended June 30, 2024 and 2023, the Company spent $425.0 million and $500.0 million on the repurchase of 330,492 shares and 344,382 shares at an average price per share of $1,285.94 and $1,464.00, respectively. The Company also reissued 23,538 shares and 70,191 shares held in treasury upon the exercise of stock options and vesting of restricted stock units during the six months ended June 30, 2024 and 2023, respectively. In addition, the Company incurred $1.9 million and $2.3 million of excise tax during the three months ended June 30, 2024 and 2023, respectively, and $4.0 million and $4.2 million of excise tax during the six months ended June 30, 2024 and 2023, respectively related to the Inflation Reduction Act which is reflected as a reduction in shareholders' equity in the Company's consolidated financial statements.

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Table of Contents

METTLER-TOLEDO INTERNATIONAL INC.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share data, unless otherwise stated)

9. ACCUMULATED OTHER COMPREHENSIVE INCOME

Comprehensive income (loss), net of tax consisted of the following as of June 30:


	Three Months Ended				Six Months Ended
	2024		2023		2024		2023
Net earnings	$	221,814	$	213,927	$	399,323	$	402,353
Other comprehensive income (loss), net of tax	(12,293)		(38,700)		9,448		(39,983)
Comprehensive income, net of tax	$	209,521	$	175,227	$	408,771	$	362,370

The following table presents changes in accumulated other comprehensive income by component for the six months ended June 30, 2024 and 2023:


	Currency Translation Adjustment, Net of Tax		Net Unrealized Gain (Loss) on Cash Flow Hedging Arrangements, Net of Tax		Pension and Post-Retirement Benefit Related Items, Net of Tax		Total
Balance at December 31, 2023	$	(117,230)	$	120	$	(202,705)	$	(319,815)
Other comprehensive income (loss), net of tax:
Unrealized gains (losses) on cash flow hedging arrangements	—		16,195		—		16,195
Foreign currency translation adjustment	(4,469)		—		10,570		6,101
Amounts recognized from accumulated other comprehensive income (loss), net of tax	—		(17,711)		4,863		(12,848)
Net change in other comprehensive income (loss), net of tax	(4,469)		(1,516)		15,433		9,448
Balance at June 30, 2024	$	(121,699)	$	(1,396)	$	(187,272)	$	(310,367)


	Currency Translation Adjustment, Net of Tax		Net Unrealized Gain (Loss) on Cash Flow Hedging Arrangements, Net of Tax		Pension and Post-Retirement Benefit Related Items, Net of Tax		Total
Balance at December 31, 2022	$	(82,864)	$	4,256	$	(148,625)	$	(227,233)
Other comprehensive income (loss), net of tax:
Unrealized gains (losses) on cash flow hedging arrangements	—		(2,121)		—		(2,121)
Foreign currency translation adjustment	(37,810)		—		(3,960)		(41,770)
Amounts recognized from accumulated other comprehensive income (loss), net of tax	—		725		3,183		3,908
Net change in other comprehensive income (loss), net of tax	(37,810)		(1,396)		(777)		(39,983)
Balance at June 30, 2023	$	(120,674)	$	2,860	$	(149,402)	$	(267,216)

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METTLER-TOLEDO INTERNATIONAL INC.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share data, unless otherwise stated)

The following table presents amounts recognized from accumulated other comprehensive income (loss) for the three and six month periods ended June 30:


	Three Months Ended
	June 30,
	2024		2023		Location of Amounts Recognized in Earnings
Effective portion of (gains) losses on cash flow hedging arrangements:
Cross currency swap agreement	(670)		2,449		(a)
Provision for taxes	(127)		465		Provision for taxes
Total, net of taxes	$	(543)	$	1,984

Recognition of defined benefit pension and post-retirement items:
Recognition of actuarial losses and prior service cost, before taxes	$	2,998	$	2,035	(b)
Provision for taxes	611		430		Provision for taxes
Total, net of taxes	$	2,387	$	1,605

(a) The cross currency swap reflects an unrealized loss of $2.4 million for the three months ended June 30, 2024 recorded in other charges (income) that was offset by the underlying unrealized gain on the hedged debt. The cross currency swap also reflects a realized gain of $3.1 million recorded in interest expense for the three months ended June 30, 2024.

(b) These accumulated other comprehensive income (loss) components are included in the computation of net periodic pension and post-retirement cost. See Note 11 for additional details for the three months ended June 30, 2024 and 2023.


	Six Months Ended
	June 30,
	2024		2023		Location of Amounts Recognized in Earnings
Effective portion of (gains) losses on cash flow hedging arrangements:
Cross currency swap agreement	(21,866)		895		(a)
Provision for taxes	(4,155)		170		Provision for taxes
Total, net of taxes	$	(17,711)	$	725

Recognition of defined benefit pension and post-retirement items:
Recognition of actuarial losses and prior service cost, before taxes	$	6,106	$	4,037	(b)
Provision for taxes	1,243		854		Provision for taxes
Total, net of taxes	$	4,863	$	3,183

(a) The cross currency swap reflects an unrealized gain of $15.8 million for the six months ended June 30, 2024 recorded in other charges (income) that was offset by the underlying unrealized loss on the hedged debt. The cross currency swap also reflects a realized gain of $6.1 million recorded in interest expense for the six months ended June 30, 2024.

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METTLER-TOLEDO INTERNATIONAL INC.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share data, unless otherwise stated)

10. EARNINGS PER COMMON SHARE

In accordance with the treasury stock method, the Company has included the following common equivalent shares in the calculation of diluted weighted average number of common shares outstanding for the three and six months ended June 30, relating to outstanding stock options and restricted stock units:


	2024	2023
Three months ended	113,544	135,957
Six months ended	110,656	150,732

Outstanding options and restricted stock units to purchase or receive 60,855 and 44,334 shares of common stock for the three month period ended June 30, 2024 and 2023, respectively, have been excluded from the calculation of diluted weighted average number of common and common equivalent shares as such options and restricted stock units would be anti-dilutive. Options and restricted stock units to purchase or receive 61,532 and 43,057 shares for the six month period ended June 30, 2024 and 2023, respectively, have been excluded from the calculation of diluted weighted average of common and common equivalent shares as such options and restricted stock units would be anti-dilutive.

11. NET PERIODIC PENSION COST

Net periodic pension cost for the Company’s defined benefit pension plans and U.S. post-retirement medical plan includes the following components for the three months ended June 30:


	U.S. Pension Benefits				Non-U.S. Pension Benefits				Other U.S. Post-retirement Benefits				Total
	2024		2023		2024		2023		2024		2023		2024		2023
Service cost, net	$	397	$	289	$	3,892	$	3,425	$	—	$	—	$	4,289	$	3,714
Interest cost on projected benefit obligations	1,191		1,256		4,370		4,916		6		8		5,567		6,180
Expected return on plan assets	(1,368)		(1,383)		(9,050)		(8,645)		—		—		(10,418)		(10,028)
Recognition of prior service cost	—		—		(1,120)		(1,060)		(19)		(19)		(1,139)		(1,079)
Recognition of actuarial losses/(gains)	520		548		3,638		2,561		8		(1)		4,166		3,108
Net periodic pension cost/(credit)	$	740	$	710	$	1,730	$	1,197	$	(5)	$	(12)	$	2,465	$	1,895

Net periodic pension cost for the Company’s defined benefit pension plans and U.S. post-retirement medical plan includes the following components for the six months ended June 30:


	U.S. Pension Benefits				Non-U.S. Pension Benefits				Other U.S. Post-retirement Benefits				Total
	2024		2023		2024		2023		2024		2023		2024		2023
Service cost, net	$	794	$	579	$	7,912	$	6,821	$	—	$	—	$	8,706	$	7,400
Interest cost on projected benefit obligations	2,383		2,511		8,849		9,792		13		15		11,245		12,318
Expected return on plan assets	(2,736)		(2,766)		(18,395)		(17,212)		—		—		(21,131)		(19,978)
Recognition of prior service cost	—		—		(2,281)		(2,110)		(38)		(38)		(2,319)		(2,148)
Recognition of actuarial losses/(gains)	1,041		1,096		7,399