UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
For the quarterly period ended
or
For the transition period from _____ to _____
Commission file number
(Exact name of registrant as specified in its charter)
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(State or other jurisdiction of incorporation or organization) |
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(I.R.S. Employer Identification No.) |
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(Address of principal executive offices) |
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(Zip Code) |
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(Registrant’s telephone number, including area code) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered |
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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 definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
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 ☐ No
As of August 1, 2024,
TABLE OF CONTENTS
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PART I – FINANCIAL INFORMATION |
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Item 1. |
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1 |
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1 |
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2 |
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3 |
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4 |
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5 |
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7 |
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Item 2. |
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Management’s Discussion and Analysis of Financial Condition and Results of Operations |
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28 |
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29 |
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30 |
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34 |
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Item 3. |
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39 |
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Item 4. |
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39 |
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PART II – OTHER INFORMATION |
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Item 1. |
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40 |
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Item 1A. |
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40 |
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Item 2. |
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40 |
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Item 5. |
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41 |
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Item 6. |
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41 |
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42 |
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PART I – FINANCIAL INFORMATION
Item 1. Financial Statements
WOODWARD, INC.
CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS
(In thousands, except per share amounts)
(Unaudited)
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Three Months Ended |
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Nine Months Ended |
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June 30, |
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June 30, |
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2024 |
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2023 |
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2024 |
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2023 |
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Net sales |
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$ |
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$ |
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$ |
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$ |
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Costs and expenses: |
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Cost of goods sold |
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Selling, general and administrative expenses |
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Research and development costs |
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Restructuring charges |
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— |
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— |
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— |
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Interest expense |
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Interest income |
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Other (income) expense, net |
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Total costs and expenses |
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Earnings before income taxes |
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Income tax expense |
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Net earnings |
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$ |
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$ |
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$ |
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$ |
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Earnings per share: |
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Basic earnings per share |
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$ |
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$ |
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$ |
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$ |
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Diluted earnings per share |
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$ |
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$ |
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$ |
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$ |
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Weighted Average Common Shares Outstanding: |
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Basic |
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Diluted |
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See accompanying Notes to Condensed Consolidated Financial Statements
1
WOODWARD, INC.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE EARNINGS
(In thousands)
(Unaudited)
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Three Months Ended |
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Nine Months Ended |
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June 30, |
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June 30, |
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2024 |
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2023 |
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2024 |
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2023 |
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Net earnings |
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$ |
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$ |
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$ |
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$ |
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Other comprehensive earnings: |
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Foreign currency translation adjustments |
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Net gain (loss) on foreign currency transactions designated as hedges of net investments in foreign subsidiaries |
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Taxes on changes in foreign currency translation adjustments |
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Foreign currency translation and transactions adjustments, net of tax |
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Unrealized gain (loss) on fair value adjustment of derivative instruments |
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Reclassification of net realized (gain) loss on derivatives to earnings |
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Taxes on changes in derivative transactions |
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Derivative adjustments, net of tax |
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Amortization of pension and other postretirement plan: |
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Net prior service cost |
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Net gain |
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Foreign currency exchange rate changes on pension and other postretirement benefit plan liabilities |
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Taxes on changes in pension and other postretirement benefit plan liability adjustments, net of foreign currency exchange rate changes |
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Pension and other postretirement benefit plan adjustments, net of tax |
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Total comprehensive earnings |
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$ |
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$ |
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$ |
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$ |
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See accompanying Notes to Condensed Consolidated Financial Statements
2
WOODWARD, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except per share amounts)
(Unaudited)
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June 30, |
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September 30, |
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2024 |
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2023 |
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ASSETS |
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Current assets: |
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Cash and cash equivalents |
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$ |
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$ |
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Accounts receivable, less allowance for uncollectible amounts of $ |
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Inventories |
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Income taxes receivable |
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Other current assets |
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Total current assets |
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Property, plant and equipment, net |
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Goodwill |
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Intangible assets, net |
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Deferred income tax assets |
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Other assets |
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Total assets |
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$ |
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$ |
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LIABILITIES AND STOCKHOLDERS' EQUITY |
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Current liabilities: |
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Short-term debt |
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$ |
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$ |
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Current portion of long-term debt |
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Accounts payable |
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Income taxes payable |
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Accrued liabilities |
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Total current liabilities |
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Long-term debt, less current portion |
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Deferred income tax liabilities |
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Other liabilities |
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Total liabilities |
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Stockholders' equity: |
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Preferred stock, par value $ |
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Common stock, par value $ |
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Additional paid-in capital |
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Accumulated other comprehensive losses |
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Deferred compensation |
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Retained earnings |
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Treasury stock at cost, |
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Treasury stock held for deferred compensation, at cost, |
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( |
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( |
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Total stockholders' equity |
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Total liabilities and stockholders' equity |
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$ |
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$ |
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See accompanying Notes to Condensed Consolidated Financial Statements
3
WOODWARD, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
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Nine Months Ended June 30, |
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2024 |
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2023 |
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Cash flows from operating activities: |
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Net earnings |
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$ |
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$ |
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Adjustments to reconcile net earnings to net cash provided by operating activities: |
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Depreciation and amortization |
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Net (gain) loss on sales of assets and businesses |
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Stock-based compensation |
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Deferred income taxes |
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Changes in operating assets and liabilities: |
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Trade accounts receivable |
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Unbilled receivables (contract assets) |
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Costs to fulfill a contract |
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Inventories |
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( |
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Accounts payable and accrued liabilities |
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Contract liabilities |
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Income taxes |
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( |
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( |
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Retirement benefit obligations |
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( |
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( |
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Other |
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( |
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Net cash provided by operating activities |
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Cash flows from investing activities: |
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Payments for purchase of property, plant, and equipment |
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Proceeds from sale of assets |
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Proceeds from business divestiture |
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— |
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Business acquisition, net of cash acquired |
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Payments for short-term investments |
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Proceeds from sales of short-term investments |
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Net cash (used in) investing activities |
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Cash flows from financing activities: |
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Cash dividends paid |
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Proceeds from sales of treasury stock |
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Payments for repurchases of common stock |
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Borrowings on revolving lines of credit and short-term borrowings |
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Payments on revolving lines of credit and short-term borrowings |
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Payments of debt financing costs |
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Payments of long-term debt and finance lease obligations |
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Net cash (used in) financing activities |
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( |
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Effect of exchange rate changes on cash and cash equivalents |
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Net change in cash and cash equivalents |
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Cash and cash equivalents at beginning of year |
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Cash and cash equivalents at end of period |
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$ |
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$ |
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See accompanying Notes to Condensed Consolidated Financial Statements
4
WOODWARD, INC.
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
(In thousands)
(Unaudited)
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Stockholders' equity |
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Accumulated other comprehensive (loss) earnings |
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Common stock |
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Additional paid-in capital |
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Foreign currency translation adjustments |
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Unrealized derivative gains (losses) |
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Minimum retirement benefit liability adjustments |
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Total accumulated other comprehensive (loss) earnings |
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Deferred compensation |
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Retained earnings |
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Treasury stock at cost |
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Treasury stock held for deferred compensation |
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Total stockholders' equity |
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Balances as of April 1, 2023 |
$ |
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$ |
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$ |
( |
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$ |
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$ |
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$ |
( |
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$ |
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$ |
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$ |
( |
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$ |
( |
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$ |
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Net earnings |
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— |
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— |
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— |
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— |
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— |
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— |
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— |
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— |
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— |
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Other comprehensive earnings (loss), net of tax |
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— |
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— |
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( |
) |
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( |
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( |
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( |
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— |
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— |
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— |
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— |
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( |
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Cash dividends paid ($ |
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— |
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— |
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— |
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— |
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— |
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— |
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— |
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( |
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— |
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— |
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( |
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Sales of treasury stock |
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— |
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— |
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— |
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— |
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— |
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— |
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— |
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— |
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Stock-based compensation |
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— |
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— |
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— |
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— |
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— |
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— |
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— |
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— |
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— |
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Purchases of stock by deferred compensation |
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— |
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— |
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— |
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— |
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— |
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— |
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— |
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— |
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( |
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— |
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Distribution of stock from deferred compensation |
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— |
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— |
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— |
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— |
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— |
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— |
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( |
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— |
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— |
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— |
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Balances as of June 30, 2023 |
$ |
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$ |
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$ |
( |
) |
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$ |
( |
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$ |
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$ |
( |
) |
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$ |
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$ |
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$ |
( |
) |
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$ |
( |
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$ |
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Balances as of April 1, 2024 |
$ |
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$ |
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$ |
( |
) |
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$ |
( |
) |
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$ |
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$ |
( |
) |
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$ |
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$ |
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$ |
( |
) |
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$ |
( |
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$ |
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Net earnings |
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— |
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— |
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— |
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— |
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— |
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— |
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— |
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— |
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— |
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Other comprehensive earnings (loss), net of tax |
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— |
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— |
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( |
) |
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( |
) |
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( |
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— |
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— |
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— |
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— |
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( |
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Cash dividends paid ($ |
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— |
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— |
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— |
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— |
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— |
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— |
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— |
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( |
) |
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— |
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— |
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( |
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Sales of treasury stock |
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— |
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— |
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— |
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— |
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— |
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— |
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— |
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— |
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Common shares issued for benefit plans |
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— |
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— |
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— |
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— |
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— |
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— |
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— |
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— |
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— |
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