[10-Q] Oshkosh Corp. Quarterly Earnings Report
OSK Q2 FY25 (ended 30 Jun 2025) snapshot: Net sales slipped 4.0 % YoY to $2.73 bn as Access (-11 %) and Transport (-16 %) weakness out-paced 15 % Vocational growth. Lower impairments and tight cost control lifted operating income 12 % to $292 m and expanded margin 150 bp to 10.7 %. Net income rose 21 % to $205 m; diluted EPS climbed 23 % to $3.16.
Six-month view: Sales eased 6 % to $5.04 bn while EPS fell 8 % to $4.88. Operating cash outflow improved to $(306)m (vs $(567)m) but remained negative on NGDV program working-capital build; inventory is up 10 % YTD. A new $500 m term loan drove total debt to $1.50 bn, still 鈮�1.6脳 LTM EBITDA and within covenants.
Strategic & financial developments:
- Backlog healthy: $12.5 bn of unsatisfied performance obligations, $2.35 bn scheduled for 2H鈥�25 delivery.
- Spanish AUSA buy closed Sept-24; contributed $38 m Q2 revenue, synergies expected via JLG distribution.
- OBBBA tax law should cut 2025 cash taxes by ~<$100 m.
- Currency moves added $77 m to OCI, swinging AOCI to +$7 m.
- $40 m of buybacks and $0.51/sh dividend maintained.
Panoramica OSK Q2 FY25 (terminato il 30 giugno 2025): Le vendite nette sono diminuite del 4,0% su base annua, attestandosi a 2,73 miliardi di dollari, a causa della debolezza di Access (-11%) e Transport (-16%) che ha superato la crescita del 15% del settore Vocational. Minori svalutazioni e un rigoroso controllo dei costi hanno aumentato l'utile operativo del 12% a 292 milioni di dollari, espandendo il margine di 150 punti base al 10,7%. L'utile netto 猫 cresciuto del 21% a 205 milioni di dollari; l'EPS diluito 猫 aumentato del 23% a 3,16 dollari.
Vista semestrale: Le vendite sono diminuite del 6% a 5,04 miliardi di dollari mentre l'EPS 猫 sceso dell'8% a 4,88 dollari. Il deflusso di cassa operativo 猫 migliorato a -306 milioni di dollari (rispetto a -567 milioni), ma 猫 rimasto negativo a causa dell'aumento del capitale circolante legato al programma NGDV; l'inventario 猫 aumentato del 10% da inizio anno. Un nuovo prestito a termine da 500 milioni di dollari ha portato il debito totale a 1,50 miliardi di dollari, ancora circa 1,6 volte l'EBITDA degli ultimi dodici mesi e nei limiti dei covenant.
Sviluppi strategici e finanziari:
- Portafoglio ordini solido: 12,5 miliardi di dollari di obblighi di prestazione non soddisfatti, 2,35 miliardi programmati per la consegna nella seconda met脿 del 2025.
- Acquisizione di AUSA in Spagna completata a settembre 2024; ha contribuito con 38 milioni di dollari di ricavi nel Q2, sinergie previste tramite la distribuzione JLG.
- La legge fiscale OBBBA dovrebbe ridurre le tasse in contanti del 2025 di circa meno di 100 milioni di dollari.
- Le variazioni valutarie hanno aggiunto 77 milioni di dollari all'OCI, portando l'AOCI a +7 milioni di dollari.
- Buyback per 40 milioni di dollari e dividendo mantenuto a 0,51 dollari per azione.
Resumen OSK Q2 FY25 (finalizado el 30 de junio de 2025): Las ventas netas cayeron un 4,0 % interanual hasta 2,73 mil millones de d贸lares debido a la debilidad en Access (-11 %) y Transport (-16 %), que super贸 el crecimiento del 15 % en Vocational. Menores deterioros y un estricto control de costos elevaron el ingreso operativo un 12 % hasta 292 millones de d贸lares, ampliando el margen 150 puntos b谩sicos hasta el 10,7 %. La utilidad neta aument贸 un 21 % hasta 205 millones; la utilidad por acci贸n diluida subi贸 un 23 % hasta 3,16 d贸lares.
Perspectiva semestral: Las ventas disminuyeron un 6 % hasta 5,04 mil millones, mientras que la utilidad por acci贸n cay贸 un 8 % hasta 4,88. El flujo de caja operativo negativo mejor贸 a -306 millones (frente a -567 millones), pero permaneci贸 negativo debido al aumento del capital de trabajo en el programa NGDV; el inventario creci贸 un 10 % en lo que va del a帽o. Un nuevo pr茅stamo a plazo de 500 millones impuls贸 la deuda total a 1,50 mil millones, a煤n aproximadamente 1,6 veces el EBITDA de los 煤ltimos doce meses y dentro de los convenios.
Desarrollos estrat茅gicos y financieros:
- Cartera de pedidos saludable: 12,5 mil millones en obligaciones de desempe帽o no satisfechas, 2,35 mil millones programados para entrega en el segundo semestre de 2025.
- Compra de AUSA en Espa帽a cerrada en septiembre de 2024; contribuy贸 con 38 millones en ingresos del Q2, se esperan sinergias a trav茅s de la distribuci贸n de JLG.
- La ley fiscal OBBBA deber铆a reducir los impuestos en efectivo de 2025 en aproximadamente menos de 100 millones.
- Movimientos de divisas a帽adieron 77 millones al OCI, llevando el AOCI a +7 millones.
- Recompras por 40 millones y dividendo mantenido en 0,51 d贸lares por acci贸n.
OSK 2025 須岅硠鞐半弰 2攵勱赴 鞁れ爜 鞖旍暯 (2025雲� 6鞗� 30鞚� 膦呺): 靾滊Г於滌潃 鞝勲厔 霃欔赴 雽�牍� 4.0% 臧愳唽頃� 27.3鞏� 雼煬搿�, Access(-11%)鞕� Transport(-16%) 攵�氍胳潣 攵�歆勳澊 Vocational 攵�氍胳潣 15% 靹膘灔靹鸽ゼ 鞎烄劙鞀惦媹雼�. 臧愱皜靸侁皝牍� 臧愳唽鞕� 鞐勱博頃� 牍勳毄 韱奠牅搿� 鞓侅梾鞚挫澋鞚� 12% 歃濌皜頃� 2.92鞏� 雼煬毳� 旮半頄堨溂氅�, 毵堨鞚� 150bp 靸侅姽頃� 10.7%鞐� 雼枅鞀惦媹雼�. 靾滌澊鞚奠潃 21% 歃濌皜頃� 2.05鞏� 雼煬, 頋劃 欤茧嫻靾滌澊鞚�(EPS)鞚� 23% 靸侅姽頃� 3.16雼煬毳� 旮半頄堨姷雼堧嫟.
6臧滌洈 鞝勲: 毵れ稖鞚� 6% 臧愳唽頃� 50.4鞏� 雼煬, EPS電� 8% 頃橂澖頃� 4.88雼煬鞓�鞀惦媹雼�. 鞓侅梾 順勱笀 頋愲 鞝侅瀽電� NGDV 頂勲攴鸽灗 甏�霠� 鞖挫爠鞛愲掣 歃濌皜搿� 鞚疙暣 臧滌劆霅橃柎 -3.06鞏� 雼煬(鞚挫爠 -5.67鞏� 雼煬)鞓�鞙茧倶 鞐爠頌� 毵堨澊雱堨姢鞛呺媹雼�; 鞛碃電� 鞐办磮 雽�牍� 10% 歃濌皜頄堨姷雼堧嫟. 鞁犼窚 5鞏� 雼煬 鞛リ赴 雽�於滊 齑� 攵�毂勲姅 15鞏� 雼煬鞐� 鞚措ゴ霠�鞙茧┌, 鞚措姅 斓滉芳 12臧滌洈 EBITDA鞚� 鞎� 1.6氚� 靾橃鞙茧 鞐爠頌� 雽�於� 臁瓣贝 雮挫棎 鞛堨姷雼堧嫟.
鞝勲灥 氚� 鞛 霃欗枼:
- 靾橃＜ 鞛旉碃 瓴碃: 氙胳澊頄� 靹标臣 鞚橂臧� 125鞏� 雼煬鞚措┌, 2025雲� 頃橂皹旮� 雮╉拡 鞓堨爼 旮堨暋鞚� 23.5鞏� 雼煬鞛呺媹雼�.
- 鞀ろ帢鞚� AUSA 鞚胳垬電� 2024雲� 9鞗� 鞕勲霅橃棃鞙茧┌, 2攵勱赴 毵れ稖鞐� 3,800毵� 雼煬 旮办棳, JLG 鞙犿喌鞚� 韱淀暅 鞁滊剤歆� 旮半寑.
- OBBBA 靹鸽矔鞚� 2025雲� 順勱笀靹鸽ゼ 鞎� 1鞏� 雼煬 鞚挫儊 鞝堦皭頃� 鞝勲鞛呺媹雼�.
- 頇橃湪 氤�霃欖溂搿� OCI鞐� 7,700毵� 雼煬臧� 於旉皜霅橃柎 AOCI電� 700毵� 雼煬 頋戩瀽搿� 鞝勴櫂霅橃棃鞀惦媹雼�.
- 4,000毵� 雼煬 攴滊 鞛愳偓欤� 毵れ瀰瓿� 欤茧嫻 0.51雼煬 氚半嫻旮� 鞙犾.
R茅sum茅 OSK T2 FY25 (cl么tur茅 le 30 juin 2025) : Les ventes nettes ont recul茅 de 4,0 % en glissement annuel pour atteindre 2,73 milliards de dollars, la faiblesse dans Access (-11 %) et Transport (-16 %) ayant d茅pass茅 la croissance de 15 % dans le secteur Vocational. Des d茅pr茅ciations moindres et un contr么le strict des co没ts ont permis d'augmenter le r茅sultat op茅rationnel de 12 % 脿 292 millions de dollars, avec une marge en hausse de 150 points de base 脿 10,7 %. Le r茅sultat net a progress茅 de 21 % 脿 205 millions de dollars ; le BPA dilu茅 a augment茅 de 23 % 脿 3,16 $.
Vue semestrielle : Les ventes ont diminu茅 de 6 % 脿 5,04 milliards de dollars tandis que le BPA a chut茅 de 8 % 脿 4,88 $. La sortie de tr茅sorerie op茅rationnelle s'est am茅lior茅e 脿 -306 millions (contre -567 millions) mais est rest茅e n茅gative en raison de l'augmentation du fonds de roulement li茅e au programme NGDV ; les stocks ont augment茅 de 10 % depuis le d茅but de l'ann茅e. Un nouveau pr锚t 脿 terme de 500 millions a port茅 la dette totale 脿 1,50 milliard, soit environ 1,6 fois l'EBITDA des 12 derniers mois, restant conforme aux engagements.
脡volutions strat茅giques et financi猫res :
- Carnet de commandes sain : 12,5 milliards de dollars d'obligations de performance non satisfaites, dont 2,35 milliards pr茅vus pour livraison au second semestre 2025.
- L'acquisition d'AUSA en Espagne a 茅t茅 finalis茅e en septembre 2024 ; elle a contribu茅 脿 hauteur de 38 millions de dollars au chiffre d'affaires du T2, des synergies sont attendues via la distribution JLG.
- La loi fiscale OBBBA devrait r茅duire les imp么ts en esp猫ces de 2025 d'environ moins de 100 millions de dollars.
- Les fluctuations mon茅taires ont ajout茅 77 millions au OCI, faisant passer l'AOCI 脿 +7 millions.
- Rachats d'actions pour 40 millions et maintien du dividende 脿 0,51 $ par action.
OSK Q2 FY25 (zum 30. Juni 2025) 脺berblick: Der Nettoumsatz sank im Jahresvergleich um 4,0 % auf 2,73 Mrd. USD, da Schw盲chen bei Access (-11 %) und Transport (-16 %) das Wachstum im Bereich Vocational (+15 %) 眉bertrafen. Geringere Wertminderungen und strenge Kostenkontrolle steigerten das Betriebsergebnis um 12 % auf 292 Mio. USD und erh枚hten die Marge um 150 Basispunkte auf 10,7 %. Der Nettogewinn stieg um 21 % auf 205 Mio. USD; das verw盲sserte Ergebnis je Aktie kletterte um 23 % auf 3,16 USD.
厂别肠丑蝉尘辞苍补迟蝉眉产别谤蝉颈肠丑迟: Der Umsatz ging um 6 % auf 5,04 Mrd. USD zur眉ck, w盲hrend das Ergebnis je Aktie um 8 % auf 4,88 fiel. Der operative Cashflow verbesserte sich auf -306 Mio. USD (vorher -567 Mio.), blieb jedoch aufgrund des Anstiegs des Working Capitals im NGDV-Programm negativ; der Lagerbestand stieg im Jahresverlauf um 10 %. Ein neuer Terminkredit 眉ber 500 Mio. USD erh枚hte die Gesamtschulden auf 1,50 Mrd. USD, was etwa dem 1,6-fachen des EBITDA der letzten zw枚lf Monate entspricht und innerhalb der Covenants liegt.
Strategische und finanzielle Entwicklungen:
- Auftragsbestand stabil: 12,5 Mrd. USD an noch nicht erf眉llten Leistungsverpflichtungen, davon 2,35 Mrd. USD f眉r Lieferungen im 2. Halbjahr 2025 geplant.
- Spanischer AUSA-Kauf im September 2024 abgeschlossen; trug im Q2 38 Mio. USD zum Umsatz bei, Synergien durch JLG-Vertrieb erwartet.
- OBBBA-Steuergesetz d眉rfte die Barsteuern 2025 um ca. < 100 Mio. USD senken.
- W盲hrungseffekte erh枚hten das OCI um 77 Mio. USD, wodurch das AOCI auf +7 Mio. USD anstieg.
- Aktienr眉ckk盲ufe in H枚he von 40 Mio. USD und Dividende von 0,51 USD je Aktie beibehalten.
- EPS up 23 % YoY to $3.16 on margin expansion.
- Operating margin +150 bp despite revenue decline.
- Backlog $12.5 bn offers multi-year revenue visibility.
- Cash burn reduced by almost 50 % versus prior year.
- OBBBA tax reform expected to cut 2025 cash taxes by ~$100 m.
- Net sales fell 4 % YoY, with Access and Transport weak.
- Operating cash flow negative $(306)m for H1.
- Total debt up 66 % after new $500 m term loan.
- Inventory grew 10 % YTD, tying up additional capital.
- $5.7 m goodwill impairment recorded on Pratt Miller.
Insights
TL;DR: Profitability beat on cost control, but top-line softness and higher leverage temper overall outlook.
Revenue contraction across Access and Transport shows macro and program-timing headwinds. Nonetheless, 150 bp margin expansion and 23 % EPS growth evidence pricing discipline and fading impairment drag. Order book at 2.0脳 annual sales plus NGDV ramp underpins multi-year visibility. Cash burn narrowed yet remains sizable; inventory rise warrants monitoring. On balance, fundamentals appear steady but not catalytic.
TL;DR: New term loan raises gross debt, but leverage and liquidity stay manageable.
Debt jumps to $1.50 bn after $500 m SOFR-linked term loan; interest coverage still healthy at >9脳. Revolver headroom ($1.12 bn) and 25 % equity cushion provide liquidity. Negative free cash flow and inventory build raise short-term funding needs, yet covenant headroom (3.75脳 vs ~1.6脳) and staggered maturities mitigate risk. Outlook stable unless backlog conversion slips.
Panoramica OSK Q2 FY25 (terminato il 30 giugno 2025): Le vendite nette sono diminuite del 4,0% su base annua, attestandosi a 2,73 miliardi di dollari, a causa della debolezza di Access (-11%) e Transport (-16%) che ha superato la crescita del 15% del settore Vocational. Minori svalutazioni e un rigoroso controllo dei costi hanno aumentato l'utile operativo del 12% a 292 milioni di dollari, espandendo il margine di 150 punti base al 10,7%. L'utile netto 猫 cresciuto del 21% a 205 milioni di dollari; l'EPS diluito 猫 aumentato del 23% a 3,16 dollari.
Vista semestrale: Le vendite sono diminuite del 6% a 5,04 miliardi di dollari mentre l'EPS 猫 sceso dell'8% a 4,88 dollari. Il deflusso di cassa operativo 猫 migliorato a -306 milioni di dollari (rispetto a -567 milioni), ma 猫 rimasto negativo a causa dell'aumento del capitale circolante legato al programma NGDV; l'inventario 猫 aumentato del 10% da inizio anno. Un nuovo prestito a termine da 500 milioni di dollari ha portato il debito totale a 1,50 miliardi di dollari, ancora circa 1,6 volte l'EBITDA degli ultimi dodici mesi e nei limiti dei covenant.
Sviluppi strategici e finanziari:
- Portafoglio ordini solido: 12,5 miliardi di dollari di obblighi di prestazione non soddisfatti, 2,35 miliardi programmati per la consegna nella seconda met脿 del 2025.
- Acquisizione di AUSA in Spagna completata a settembre 2024; ha contribuito con 38 milioni di dollari di ricavi nel Q2, sinergie previste tramite la distribuzione JLG.
- La legge fiscale OBBBA dovrebbe ridurre le tasse in contanti del 2025 di circa meno di 100 milioni di dollari.
- Le variazioni valutarie hanno aggiunto 77 milioni di dollari all'OCI, portando l'AOCI a +7 milioni di dollari.
- Buyback per 40 milioni di dollari e dividendo mantenuto a 0,51 dollari per azione.
Resumen OSK Q2 FY25 (finalizado el 30 de junio de 2025): Las ventas netas cayeron un 4,0 % interanual hasta 2,73 mil millones de d贸lares debido a la debilidad en Access (-11 %) y Transport (-16 %), que super贸 el crecimiento del 15 % en Vocational. Menores deterioros y un estricto control de costos elevaron el ingreso operativo un 12 % hasta 292 millones de d贸lares, ampliando el margen 150 puntos b谩sicos hasta el 10,7 %. La utilidad neta aument贸 un 21 % hasta 205 millones; la utilidad por acci贸n diluida subi贸 un 23 % hasta 3,16 d贸lares.
Perspectiva semestral: Las ventas disminuyeron un 6 % hasta 5,04 mil millones, mientras que la utilidad por acci贸n cay贸 un 8 % hasta 4,88. El flujo de caja operativo negativo mejor贸 a -306 millones (frente a -567 millones), pero permaneci贸 negativo debido al aumento del capital de trabajo en el programa NGDV; el inventario creci贸 un 10 % en lo que va del a帽o. Un nuevo pr茅stamo a plazo de 500 millones impuls贸 la deuda total a 1,50 mil millones, a煤n aproximadamente 1,6 veces el EBITDA de los 煤ltimos doce meses y dentro de los convenios.
Desarrollos estrat茅gicos y financieros:
- Cartera de pedidos saludable: 12,5 mil millones en obligaciones de desempe帽o no satisfechas, 2,35 mil millones programados para entrega en el segundo semestre de 2025.
- Compra de AUSA en Espa帽a cerrada en septiembre de 2024; contribuy贸 con 38 millones en ingresos del Q2, se esperan sinergias a trav茅s de la distribuci贸n de JLG.
- La ley fiscal OBBBA deber铆a reducir los impuestos en efectivo de 2025 en aproximadamente menos de 100 millones.
- Movimientos de divisas a帽adieron 77 millones al OCI, llevando el AOCI a +7 millones.
- Recompras por 40 millones y dividendo mantenido en 0,51 d贸lares por acci贸n.
OSK 2025 須岅硠鞐半弰 2攵勱赴 鞁れ爜 鞖旍暯 (2025雲� 6鞗� 30鞚� 膦呺): 靾滊Г於滌潃 鞝勲厔 霃欔赴 雽�牍� 4.0% 臧愳唽頃� 27.3鞏� 雼煬搿�, Access(-11%)鞕� Transport(-16%) 攵�氍胳潣 攵�歆勳澊 Vocational 攵�氍胳潣 15% 靹膘灔靹鸽ゼ 鞎烄劙鞀惦媹雼�. 臧愱皜靸侁皝牍� 臧愳唽鞕� 鞐勱博頃� 牍勳毄 韱奠牅搿� 鞓侅梾鞚挫澋鞚� 12% 歃濌皜頃� 2.92鞏� 雼煬毳� 旮半頄堨溂氅�, 毵堨鞚� 150bp 靸侅姽頃� 10.7%鞐� 雼枅鞀惦媹雼�. 靾滌澊鞚奠潃 21% 歃濌皜頃� 2.05鞏� 雼煬, 頋劃 欤茧嫻靾滌澊鞚�(EPS)鞚� 23% 靸侅姽頃� 3.16雼煬毳� 旮半頄堨姷雼堧嫟.
6臧滌洈 鞝勲: 毵れ稖鞚� 6% 臧愳唽頃� 50.4鞏� 雼煬, EPS電� 8% 頃橂澖頃� 4.88雼煬鞓�鞀惦媹雼�. 鞓侅梾 順勱笀 頋愲 鞝侅瀽電� NGDV 頂勲攴鸽灗 甏�霠� 鞖挫爠鞛愲掣 歃濌皜搿� 鞚疙暣 臧滌劆霅橃柎 -3.06鞏� 雼煬(鞚挫爠 -5.67鞏� 雼煬)鞓�鞙茧倶 鞐爠頌� 毵堨澊雱堨姢鞛呺媹雼�; 鞛碃電� 鞐办磮 雽�牍� 10% 歃濌皜頄堨姷雼堧嫟. 鞁犼窚 5鞏� 雼煬 鞛リ赴 雽�於滊 齑� 攵�毂勲姅 15鞏� 雼煬鞐� 鞚措ゴ霠�鞙茧┌, 鞚措姅 斓滉芳 12臧滌洈 EBITDA鞚� 鞎� 1.6氚� 靾橃鞙茧 鞐爠頌� 雽�於� 臁瓣贝 雮挫棎 鞛堨姷雼堧嫟.
鞝勲灥 氚� 鞛 霃欗枼:
- 靾橃＜ 鞛旉碃 瓴碃: 氙胳澊頄� 靹标臣 鞚橂臧� 125鞏� 雼煬鞚措┌, 2025雲� 頃橂皹旮� 雮╉拡 鞓堨爼 旮堨暋鞚� 23.5鞏� 雼煬鞛呺媹雼�.
- 鞀ろ帢鞚� AUSA 鞚胳垬電� 2024雲� 9鞗� 鞕勲霅橃棃鞙茧┌, 2攵勱赴 毵れ稖鞐� 3,800毵� 雼煬 旮办棳, JLG 鞙犿喌鞚� 韱淀暅 鞁滊剤歆� 旮半寑.
- OBBBA 靹鸽矔鞚� 2025雲� 順勱笀靹鸽ゼ 鞎� 1鞏� 雼煬 鞚挫儊 鞝堦皭頃� 鞝勲鞛呺媹雼�.
- 頇橃湪 氤�霃欖溂搿� OCI鞐� 7,700毵� 雼煬臧� 於旉皜霅橃柎 AOCI電� 700毵� 雼煬 頋戩瀽搿� 鞝勴櫂霅橃棃鞀惦媹雼�.
- 4,000毵� 雼煬 攴滊 鞛愳偓欤� 毵れ瀰瓿� 欤茧嫻 0.51雼煬 氚半嫻旮� 鞙犾.
R茅sum茅 OSK T2 FY25 (cl么tur茅 le 30 juin 2025) : Les ventes nettes ont recul茅 de 4,0 % en glissement annuel pour atteindre 2,73 milliards de dollars, la faiblesse dans Access (-11 %) et Transport (-16 %) ayant d茅pass茅 la croissance de 15 % dans le secteur Vocational. Des d茅pr茅ciations moindres et un contr么le strict des co没ts ont permis d'augmenter le r茅sultat op茅rationnel de 12 % 脿 292 millions de dollars, avec une marge en hausse de 150 points de base 脿 10,7 %. Le r茅sultat net a progress茅 de 21 % 脿 205 millions de dollars ; le BPA dilu茅 a augment茅 de 23 % 脿 3,16 $.
Vue semestrielle : Les ventes ont diminu茅 de 6 % 脿 5,04 milliards de dollars tandis que le BPA a chut茅 de 8 % 脿 4,88 $. La sortie de tr茅sorerie op茅rationnelle s'est am茅lior茅e 脿 -306 millions (contre -567 millions) mais est rest茅e n茅gative en raison de l'augmentation du fonds de roulement li茅e au programme NGDV ; les stocks ont augment茅 de 10 % depuis le d茅but de l'ann茅e. Un nouveau pr锚t 脿 terme de 500 millions a port茅 la dette totale 脿 1,50 milliard, soit environ 1,6 fois l'EBITDA des 12 derniers mois, restant conforme aux engagements.
脡volutions strat茅giques et financi猫res :
- Carnet de commandes sain : 12,5 milliards de dollars d'obligations de performance non satisfaites, dont 2,35 milliards pr茅vus pour livraison au second semestre 2025.
- L'acquisition d'AUSA en Espagne a 茅t茅 finalis茅e en septembre 2024 ; elle a contribu茅 脿 hauteur de 38 millions de dollars au chiffre d'affaires du T2, des synergies sont attendues via la distribution JLG.
- La loi fiscale OBBBA devrait r茅duire les imp么ts en esp猫ces de 2025 d'environ moins de 100 millions de dollars.
- Les fluctuations mon茅taires ont ajout茅 77 millions au OCI, faisant passer l'AOCI 脿 +7 millions.
- Rachats d'actions pour 40 millions et maintien du dividende 脿 0,51 $ par action.
OSK Q2 FY25 (zum 30. Juni 2025) 脺berblick: Der Nettoumsatz sank im Jahresvergleich um 4,0 % auf 2,73 Mrd. USD, da Schw盲chen bei Access (-11 %) und Transport (-16 %) das Wachstum im Bereich Vocational (+15 %) 眉bertrafen. Geringere Wertminderungen und strenge Kostenkontrolle steigerten das Betriebsergebnis um 12 % auf 292 Mio. USD und erh枚hten die Marge um 150 Basispunkte auf 10,7 %. Der Nettogewinn stieg um 21 % auf 205 Mio. USD; das verw盲sserte Ergebnis je Aktie kletterte um 23 % auf 3,16 USD.
厂别肠丑蝉尘辞苍补迟蝉眉产别谤蝉颈肠丑迟: Der Umsatz ging um 6 % auf 5,04 Mrd. USD zur眉ck, w盲hrend das Ergebnis je Aktie um 8 % auf 4,88 fiel. Der operative Cashflow verbesserte sich auf -306 Mio. USD (vorher -567 Mio.), blieb jedoch aufgrund des Anstiegs des Working Capitals im NGDV-Programm negativ; der Lagerbestand stieg im Jahresverlauf um 10 %. Ein neuer Terminkredit 眉ber 500 Mio. USD erh枚hte die Gesamtschulden auf 1,50 Mrd. USD, was etwa dem 1,6-fachen des EBITDA der letzten zw枚lf Monate entspricht und innerhalb der Covenants liegt.
Strategische und finanzielle Entwicklungen:
- Auftragsbestand stabil: 12,5 Mrd. USD an noch nicht erf眉llten Leistungsverpflichtungen, davon 2,35 Mrd. USD f眉r Lieferungen im 2. Halbjahr 2025 geplant.
- Spanischer AUSA-Kauf im September 2024 abgeschlossen; trug im Q2 38 Mio. USD zum Umsatz bei, Synergien durch JLG-Vertrieb erwartet.
- OBBBA-Steuergesetz d眉rfte die Barsteuern 2025 um ca. < 100 Mio. USD senken.
- W盲hrungseffekte erh枚hten das OCI um 77 Mio. USD, wodurch das AOCI auf +7 Mio. USD anstieg.
- Aktienr眉ckk盲ufe in H枚he von 40 Mio. USD und Dividende von 0,51 USD je Aktie beibehalten.
Table of Contents
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended
or
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
Commission file number:
(Exact name of registrant as specified in its charter)
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(State or other jurisdiction |
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(Address of principal executive offices) |
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(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
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Trading |
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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 the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
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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 Act). ☐ Yes
As of July 25, 2025,
Table of Contents
OSHKOSH CORPORATION
FORM 10-Q INDEX
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PART I - FINANCIAL INFORMATION |
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ITEM 1. |
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FINANCIAL STATEMENTS (UNAUDITED) |
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Condensed Consolidated Statements of Income for the Three and Six Months |
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Condensed Consolidated Statements of Comprehensive Income for the Three and Six Months |
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Condensed Consolidated Balance Sheets at June 30, 2025 and December 31, 2024 |
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Condensed Consolidated Statements of Shareholders’ Equity for the Three and Six Months |
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Condensed Consolidated Statements of Cash Flows for the Six Months |
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Notes to Condensed Consolidated Financial Statements |
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MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS |
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QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK |
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ITEM 4. |
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CONTROLS AND PROCEDURES |
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PART II - OTHER INFORMATION |
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ITEM 1. |
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LEGAL PROCEEDINGS |
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ITEM 1A. |
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RISK FACTORS |
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UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS |
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MINE SAFETY DISCLOSURES |
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OTHER INFORMATION |
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ITEM 6. |
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EXHIBITS |
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SIGNATURES |
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Table of Contents
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
OSHKOSH CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Dollars in millions, except per share amounts; unaudited)
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Three Months Ended |
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Six Months Ended |
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2025 |
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Net sales |
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Cost of sales |
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Gross income |
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Operating expenses: |
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Selling, general and administrative |
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Amortization of purchased intangibles |
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Intangible asset impairments |
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Total operating expenses |
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Operating income |
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Other income (expense): |
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Interest expense |
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Interest income |
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Miscellaneous, net |
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Income before income taxes and losses of unconsolidated affiliates |
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Provision for income taxes |
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Income before losses of unconsolidated affiliates |
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Losses of unconsolidated affiliates |
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Net income |
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Earnings per share: |
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Basic |
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Diluted |
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Cash dividends declared per share on Common Stock |
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The accompanying notes are an integral part of these financial statements.
3
Table of Contents
OSHKOSH CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Dollars in millions; unaudited)
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Three Months Ended |
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Six Months Ended |
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2025 |
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2024 |
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2025 |
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2024 |
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Net income |
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Other comprehensive income (loss), net of tax: |
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Pension and post-employment benefits |
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Currency translation adjustments |
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Change in fair value of derivative instruments |
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Total other comprehensive income (loss), net of tax |
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Comprehensive income |
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$ |
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$ |
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$ |
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The accompanying notes are an integral part of these financial statements.
4
Table of Contents
OSHKOSH CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(Dollars in millions, except share and per share amounts; unaudited)
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June 30, |
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December 31, |
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Assets |
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Current assets: |
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Cash and cash equivalents |
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Receivables, net |
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Unbilled receivables, net |
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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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Purchased intangible assets, net |
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Deferred income taxes |
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Deferred contract costs |
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Other non-current assets |
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Total assets |
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$ |
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Liabilities and Shareholders’ Equity |
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Current liabilities: |
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Revolving credit facilities and current maturities of long-term debt |
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Accounts payable |
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Customer advances |
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Payroll-related obligations |
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Income taxes payable |
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Other current liabilities |
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Total current liabilities |
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Long-term debt, less current maturities |
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Non-current customer advances |
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Deferred income taxes |
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Other non-current liabilities |
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Commitments and contingencies |
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Shareholders’ equity: |
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Preferred Stock ($ |
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Common Stock ($ |
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Additional paid-in capital |
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Retained earnings |
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Accumulated other comprehensive income (loss) |
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Common Stock in treasury, at cost ( |
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Total shareholders’ equity |
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Total liabilities and shareholders’ equity |
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$ |
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The accompanying notes are an integral part of these financial statements.
5
Table of Contents
OSHKOSH CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY
(Dollars in millions, except per share amounts; unaudited)
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Three Months Ended June 30, 2025 |
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Common |
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Additional |
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Retained |
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Accumulated Other |
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Common |
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Total |
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Balance at March 31, 2025 |
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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 income |
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Pension and post-employment benefits, net of tax of $ |
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Currency translation adjustments |
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Derivative instruments, net of tax |
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Cash dividends ($ |
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Repurchases of Common Stock |
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Exercise of stock options |
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Stock-based compensation expense |
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— |
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Payment of stock-based restricted and performance shares |
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Shares tendered for taxes on stock-based compensation |
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Balance at June 30, 2025 |
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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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Three Months Ended June 30, 2024 |
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Common |
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Additional |
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Retained |
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Accumulated Other |
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Common |
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Total |
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Balance at March 31, 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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Net income |
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Pension and post-employment benefits, net of tax of $ |
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Currency translation adjustments |
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Derivative instruments, net of tax |
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Cash dividends ($ |
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Repurchases of Common Stock |
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Exercise of stock options |
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Stock-based compensation expense |
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Payment of stock-based restricted and performance shares |
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|
|||||
Shares tendered for taxes on stock-based compensation |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
( |
) |
||||
Other |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Balance at June 30, 2024 |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
|
||||
The accompanying notes are an integral part of these financial statements.
6
Table of Contents
OSHKOSH CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY
(Dollars in millions, except per share amounts; unaudited)
|
|
Six Months Ended June 30, 2025 |
|
|||||||||||||||||||||
|
|
Common |
|
|
Additional |
|
|
Retained |
|
|
Accumulated Other |
|
|
Common |
|
|
Total |
|
||||||
Balance at December 31, 2024 |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
|
||||
Net income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Pension and post-employment benefits, net of tax of $ |
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|
|
( |
) |
||||
Currency translation adjustments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Derivative instruments, net of tax |
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|
|
( |
) |
||||
Cash dividends ($ |
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
( |
) |
||||
Repurchases of Common Stock |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
( |
) |
||||
Exercise of stock options |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Stock-based compensation expense |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Payment of stock-based restricted and performance shares |
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Shares tendered for taxes on stock-based compensation |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
( |
) |
||||
Other |
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Balance at June 30, 2025 |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|||||
|
|
Six Months Ended June 30, 2024 |
|
|||||||||||||||||||||
|
|
Common |
|
|
Additional |
|
|
Retained |
|
|
Accumulated Other |
|
|
Common |
|
|
Total |
|
||||||
Balance at December 31, 2023 |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
|
||||
Net income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Pension and post-employment benefits, net of tax of $ |
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|
|
( |
) |
||||
Currency translation adjustments |
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|
|
( |
) |
||||
Derivative instruments, net of tax |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Cash dividends ($ |
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
( |
) |
||||
Repurchases of Common Stock |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
( |
) |
||||
Exercise of stock options |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Stock-based compensation expense |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Payment of stock-based restricted and performance shares |
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Shares tendered for taxes on stock-based compensation |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
( |
) |
||||
Other |
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Balance at June 30, 2024 |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
|
||||
The accompanying notes are an integral part of these financial statements.
7
Table of Contents
OSHKOSH CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Dollars in millions; unaudited)
|
|
Six Months Ended |
|
|||||
|
|
2025 |
|
|
2024 |
|
||
Operating activities: |
|
|
|
|
|
|
||
Net income |
|
$ |
|
|
$ |
|
||
Depreciation and amortization |
|
|
|
|
|
|
||
Intangible asset impairments |
|
|
|
|
|
|
||
Stock-based incentive compensation |
|
|
|
|
|
|
||
Deferred income taxes |
|
|
( |
) |
|
|
( |
) |
Other non-cash adjustments |
|
|
( |
) |
|
|
|
|
Changes in operating assets and liabilities |
|
|
( |
) |
|
|
( |
) |
Net cash used in operating activities |
|
|
( |
) |
|
|
( |
) |
|
|
|
|
|
|
|
||
Investing activities: |
|
|
|
|
|
|
||
Additions to property, plant and equipment |
|
|
( |
) |
|
|
( |
) |
Acquisition of business, net of cash acquired |
|
|
( |
) |
|
|
( |
) |
Other investing activities |
|
|
( |
) |
|
|
( |
) |
Net cash used in investing activities |
|
|
( |
) |
|
|
( |
) |
|
|
|
|
|
|
|
||
Financing activities: |
|
|
|
|
|
|
||
Proceeds from revolving credit facilities |
|
|
|
|
|
|
||
Repayments of revolving credit facilities |
|
|
( |
) |
|
|
( |
) |
Proceeds from issuance of debt |
|
|
|
|
|
|
||
Dividends paid |
|
|
( |
) |
|
|
( |
) |
Repurchases of Common Stock |
|
|
( |
) |
|
|
( |
) |
Other financing activities |
|
|
( |
) |
|
|
( |
) |
Net cash provided by financing activities |
|
|
|
|
|
|
||
Effect of exchange rate changes on cash and cash equivalents |
|
|
|
|
|
( |
) |
|
Increase (decrease) in cash and cash equivalents |
|
|
( |
) |
|
|
|
|
Cash and cash equivalents at beginning of period |
|
|
|
|
|
|
||
Cash and cash equivalents at end of period |
|
$ |
|
|
$ |
|
||
|
|
|
|
|
|
|
||
Supplemental disclosures: |
|
|
|
|
|
|
||
Cash paid for interest |
|
$ |
|
|
$ |
|
||
Cash paid for income taxes, net of refunds |
|
|
|
|
|
|
||
Operating right-of-use assets obtained |
|
|
|
|
|
|
||
Finance right-of-use assets obtained |
|
|
|
|
|
|
||
Property, plant and equipment additions - noncash |
|
|
|
|
|
|
||
The accompanying notes are an integral part of these financial statements.
8
Table of Contents
OSHKOSH CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. Basis of Presentation
In the opinion of management, the accompanying unaudited Condensed Consolidated Financial Statements contain all adjustments (which include normal recurring adjustments, unless otherwise noted) necessary to present fairly the financial position, results of operations and cash flows for the periods presented. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles in the United States (U.S. GAAP) have been condensed or omitted pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (SEC). These Condensed Consolidated Financial Statements should be read in conjunction with the audited financial statements and notes thereto included in the Annual Report on Form 10-K of Oshkosh Corporation (the Company) for the year ended December 31, 2024. The interim results are not necessarily indicative of results for any other interim period or for 2025. Certain reclassifications have been made to the prior period financial statements to conform to the presentation as of and for the three and six months ended June 30, 2025.
In June 2025, the Company renamed the Defense segment to the Transport segment to better reflect the full scope of the segment's operations serving defense and commercial markets.
In July 2024, the Company moved the reporting responsibility for Pratt & Miller Engineering & Fabrication, LLC (Pratt Miller) from its Transport segment to the Chief Technology and Strategic Sourcing Officer to better utilize Pratt Miller’s expertise across the entire Oshkosh Corporation enterprise. Pratt Miller results are now reported within "Corporate and other." All historical information has been recast to reflect this change.
2. New Accounting Pronouncements
Standards not yet adopted
In December 2023, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2023-09, Income Taxes (Topic 740), Improvements to Income Tax Disclosures. The standard requires that public business entities (1) disclose specific categories in the income tax rate reconciliation and (2) provide additional information for reconciling items if the effect of those reconciling items is equal to or greater than
In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, which is intended to improve disclosures about a public business entity's expenses and provide more detailed information to investors about the types of expenses in commonly presented expense captions. The Company will be required to adopt ASU 2024-03 for its Annual Report on Form 10-K for the year ended December 31, 2027. The ASU may be applied either prospectively or retrospectively. The Company is currently evaluating the impact of this ASU on its consolidated financial statements.
3. Acquisition
On September 3, 2024, the Company acquired
9
Table of Contents
OSHKOSH CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
The following table summarizes the fair values of the assets acquired and liabilities assumed as of the date of acquisition (in millions):
Assets Acquired: |
|
|
|
|
Cash and cash equivalents |
|
$ |
|
|
|
|
|
|
|
Current assets, excluding cash and cash equivalents |
|
$ |
|
|
Property, plant and equipment |
|
|
|
|
Goodwill |
|
|
|
|
Purchased intangible assets |
|
|
|
|
Other non-current assets |
|
|
|
|
Total assets, excluding cash and cash equivalents |
|
$ |
|
|
|
|
|
|
|
Liabilities Assumed: |
|
|
|
|
Current liabilities |
|
$ |
|
|
Deferred income taxes |
|
|
|
|
Non-current liabilities |
|
|
|
|
Total liabilities |
|
$ |
|
|
Net assets acquired |
|
$ |
|
|
The purchase price, net of cash acquired, was allocated based on the estimated fair value of the assets acquired and liabilities assumed at the date of acquisition with the excess purchase price recorded as goodwill, all of which was allocated to the Access segment. The goodwill is primarily the result of expected synergies, including leveraging JLG's brand, channel, e-commerce platform and parts distribution capabilities to increase both sales in North America and aftermarket part sales globally. Goodwill and purchased intangible assets are not deductible for income tax purposes. Amortization expense of purchased intangible assets is primarily recognized on a straight-line basis. The purchase price allocations were finalized in the first quarter of 2025.
4. Revenue Recognition
The Company utilizes the cost-to-cost method of percentage-of-completion to recognize revenue on the majority of its performance obligations that are satisfied over time because it best depicts the transfer of control to the customer. Under the cost-to-cost method of percentage-of-completion, the Company measures progress based on the ratio of costs incurred to date to total estimated costs for the performance obligation. The Company recognizes changes in estimated sales or costs and the resulting profit or loss on a cumulative basis. Contract adjustments represent the cumulative effect of the changes on prior periods. If a loss is expected on a performance obligation, the complete estimated loss is recorded in the period in which the loss is identified.
There is significant judgment involved in estimating revenues and costs, particularly in the Transport segment. The Transport segment considers risks of contract performance such as technical requirements, schedule, duration and key contract dependencies. Contract estimates are subject to change throughout the duration of the contract as additional information becomes available that impacts risks and estimated revenue and costs. In addition, as contract modifications such as new orders are received, the additional units are factored into the overall contract estimate of costs and transaction price.
10
Table of Contents
OSHKOSH CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Net contract adjustments impacted the Company’s results as follows (in millions, except per share amounts):
|
|
Three Months Ended |
|
|
Six Months Ended |
|
||||||||||
|
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
||||
Net sales |
|
$ |
|
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
( |
) |
|
Operating income |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Net income |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Diluted earnings per share |
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
( |
) |
The Transport segment incurs pre-production engineering, factory setup and other contract fulfillment costs related to products produced for its customers under long-term contracts. An asset is recognized for costs incurred to fulfill an existing contract or highly-probable anticipated contract if such costs generate or enhance resources that will be used in satisfying performance obligations in the future and the costs are expected to be recovered. Costs related to customer-owned tooling that will be used in production and for which the customer has provided a non-cancelable right to use the tooling to perform during the contract term are also recognized as a deferred contract cost asset. Deferred contract costs related to the Next Generation Delivery Vehicles (NGDV) contract with the United States Postal Service (USPS) are amortized over the anticipated production volume of the NGDV contract. The Company periodically assesses its contract fulfillment and customer-owned tooling for impairment. The Company did
Deferred contract costs, the majority of which are related to the NGDV contract, consisted of the following (in millions):
|
|
June 30, |
|
|
December 31, |
|
||
|
|
2025 |
|
|
2024 |
|
||
Engineering costs |
|
$ |
|
|
$ |
|
||
Customer-owned tooling |
|
|
|
|
|
|
||
Factory setup costs |
|
|
|
|
|
|
||
Costs for anticipated contracts |
|
|
|
|
|
|
||
Deferred contract costs |
|
$ |
|
|
$ |
|
||
The Company estimates that approximately $
Changes in the Company’s deferred contract costs were as follows (in millions):
|
|
Three Months Ended |
|
|
Six Months Ended |
|
||||||||||
|
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
||||
Balance at beginning of period |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Additions to deferred contract costs |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Amortization of deferred contract costs |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Balance at end of period |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
11
Table of Contents
OSHKOSH CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Disaggregation of Revenue
Consolidated net sales disaggregated by segment and timing of revenue recognition are as follows (in millions):
|
|
Three Months Ended June 30, 2025 |
|
|||||||||||||||||
|
|
Access |
|
|
Vocational |
|
|
Transport |
|
|
Corporate and Other |
|
|
Total |
|
|||||
Point in time |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|||||
Over time |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|||||
|
|
Three Months Ended June 30, 2024 |
|
|||||||||||||||||
|
|
Access |
|
|
Vocational |
|
|
Transport (a) |
|
|
Corporate and Other (a) |
|
|
Total |
|
|||||
Point in time |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
||||
Over time |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|||||
|
|
Six Months Ended June 30, 2025 |
|
|||||||||||||||||
|
|
Access |
|
|
Vocational |
|
|
Transport |
|
|
Corporate and Other |
|
|
Total |
|
|||||
Point in time |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|||||
Over time |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|||||
|
|
Six Months Ended June 30, 2024 |
|
|||||||||||||||||
|
|
Access |
|
|
Vocational |
|
|
Transport (a) |
|
|
Corporate and Other (a) |
|
|
Total |
|
|||||
Point in time |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
||||
Over time |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|||||
See Note 20 for further disaggregated sales information.
Contract Assets and Contract Liabilities
The timing of billing does not always match the timing of revenue recognition. In instances where the Company recognizes revenue prior to billing, the Company records a contract asset (i.e., unbilled receivables). The Company reduces contract assets when the Company has an unconditional right to payment. The Company periodically assesses its contract assets for impairment. The Company did
The Company is generally entitled to bill its customers upon satisfaction of its performance obligations, except for its long-term contracts in the Transport segment which typically allow for billing upon acceptance of the finished goods, payments received from customers in advance of performance, payments for rights to purchase future goods and extended warranties that are billed in advance of the warranty coverage period. Customer payment terms generally do not exceed one year. See Note 9 for additional information on the Company’s receivables balances.
12
Table of Contents
OSHKOSH CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
With the exception of Pierce Manufacturing Inc. (Pierce) in the Vocational segment, the Company’s contracts typically do not contain a significant financing component. Pierce customers earn interest on customer advances at a rate determined in a separate financing transaction between Pierce and the customer at contract inception. Interest on customer advances is recorded in “Interest expense” and were $
In instances where a customer pays consideration in advance or when the Company is entitled to bill a customer in advance of recognizing the related revenue, the Company records a contract liability. The Company reduces contract liabilities when the Company transfers control of the promised goods and services. Contract assets and liabilities are determined on a net basis for each contract.
Contract liabilities consisted of the following (in millions):
|
|
June 30, |
|
|
December 31, |
|
||
|
|
2025 |
|
|
2024 |
|
||
Customer advances |
|
$ |
|
|
$ |
|
||
Other current liabilities |
|
|
|
|
|
|
||
Non-current customer advances |
|
|
|
|
|
|
||
Other non-current liabilities |
|
|
|
|
|
|
||
Total contract liabilities |
|
$ |
|
|
$ |
|
||
Revenue recognized during the period from beginning contract liabilities was as follows (in millions):
|
|
Three Months Ended |
|
|
Six Months Ended |
|
||||||||||
|
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
||||
Beginning liabilities recognized in revenue |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
The Company offers a variety of service-type warranties, including optionally priced extended warranty programs. Outstanding balances related to service-type warranties are included within contract liabilities. Revenue related to service-type warranties is deferred until after the expiration of the standard warranty period. The revenue is then recognized over the term of the service-type warranty period in proportion to the costs that are expected to be incurred.
|
|
Six Months Ended |
|
|||||
|
|
2025 |
|
|
2024 |
|
||
Balance at beginning of period |
|
$ |
|
|
$ |
|
||
Deferred revenue for new service warranties |
|
|
|
|
|
|
||
Amortization of service warranty revenue |
|
|
( |
) |
|
|
( |
) |
Foreign currency translation |
|
|
|
|
|
( |
) |
|
Balance at end of period |
|
$ |
|
|
$ |
|
||
Classification of service-type warranties in the Condensed Consolidated Balance Sheets consisted of the following (in millions):
|
|
June 30, |
|
|
December 31, |
|
||
|
|
2025 |
|
|
2024 |
|
||
Other current liabilities |
|
$ |
|
|
$ |
|
||
Other non-current liabilities |
|
|
|
|
|
|
||
|
|
$ |
|
|
$ |
|
||
13
Table of Contents
OSHKOSH CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Remaining Performance Obligations
As of June 30, 2025, the Company had unsatisfied performance obligations for contracts with an original duration greater than one year totaling $
5. Stock-Based Compensation
In May 2024, the Company’s shareholders approved the 2024 Incentive Stock and Awards Plan (the “2024 Stock Plan”). The 2024 Stock Plan replaced the 2017 Incentive Stock Awards Plan (as amended, the "2017 Stock Plan"). While no new awards will be granted under the 2017 Stock Plan, awards previously made under that plan that were outstanding as of the approval date of the 2024 Stock Plan will remain outstanding and continue to be governed by the provisions of that plan. At June 30, 2025, the Company had reserved
The Company recognizes stock-based compensation expense over the requisite service period for vesting of an award. Total stock-based compensation expense was $
6. Employee Benefit Plans
The components of net periodic pension benefit cost and net periodic post-employment benefit cost were as follows (in millions):
|
|
Three Months Ended |
|
|
Six Months Ended |
|
||||||||||
|
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
||||
Components of net periodic pension benefit (income) cost |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Service cost |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Interest cost |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Expected return on plan assets |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Amortization of prior service cost |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Amortization of net actuarial gain |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Expenses paid |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net periodic pension benefit (income) cost |
|
$ |
( |
) |
|
$ |
|
|
$ |
( |
) |
|
$ |
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Components of net periodic post-employment benefit cost |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Service cost |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Interest cost |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Amortization of prior service credit |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Amortization of net actuarial gain |
|
|
( |
) |
|
|
|
|
|
( |
) |
|
|
|
||
Net periodic post-employment benefit cost |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
The components of net periodic benefit cost other than “Service cost” and “Expenses paid” are included in “Miscellaneous, net” in the Condensed Consolidated Statements of Income.
14
Table of Contents
OSHKOSH CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
7. Income Taxes
The Company recorded income tax expense of $
The Company recorded income tax expense of $
The Company’s liability for gross unrecognized tax benefits, excluding related interest and penalties, was $
“Cash paid for income taxes, net of refunds” disclosed on the Condensed Consolidated Statements of Cash Flows includes cash paid for the purchase of transferable tax credits during the six months ended June 30, 2025 and 2024 of $
On July 4, 2025, the One Big Beautiful Bill Act (OBBBA) was enacted in the United States. The OBBBA includes provisions to expense previously deferred domestic research and development costs, increase bonus depreciation and modify the international tax framework. The Company expects the OBBBA to reduce the Company's tax payments in 2025 by approximately $
15
Table of Contents
OSHKOSH CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
8. Earnings Per Share
The following are the computations for basic and diluted earnings per share (in millions, except share and per share amounts):
|
|
Three Months Ended |
|
|
Six Months Ended |
|
||||||||||
|
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
||||
Net Income |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Weighted-average common shares outstanding: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Basic |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Dilutive equity-based compensation awards |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Diluted |
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Earnings per common share: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Basic |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Diluted |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Shares not included in the computation of diluted earnings per share attributable to common shareholders because they would have been anti-dilutive were
9. Receivables
Receivables consisted of the following (in millions):
|
|
June 30, |
|
|
December 31, |
|
||
Trade receivables - U.S. government |
|
$ |
|
|
$ |
|
||
Trade receivables - other |
|
|
|
|
|
|
||
Other receivables |
|
|
|
|
|
|
||
Total receivables, gross |
|
|
|
|
|
|
||
Less allowance for doubtful accounts |
|
|
( |
) |
|
|
( |
) |
Total receivables, net |
|
$ |
|
|
$ |
|
||
Classification of receivables in the Condensed Consolidated Balance Sheets consisted of the following (in millions):
|
|
June 30, |
|
|
December 31, |
|
||
Current receivables |
|
$ |
|
|
$ |
|
||
Non-current receivables |
|
|
|
|
|
|
||
Total receivables, net |
|
$ |
|
|
$ |
|
||
16
Table of Contents
OSHKOSH CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Changes in the Company’s allowance for doubtful accounts were as follows (in millions):
|
|
Three Months Ended |
|
|
Six Months Ended |
|
||||||||||
|
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
||||
Allowance at beginning of period |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Provision for doubtful accounts, net of recoveries |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Charge-off of accounts |
|
|
( |
) |
|
|
|
|
|
( |
) |
|
|
( |
) |
|
Foreign currency translation |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Allowance at end of period |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
10. Inventories
Inventories consisted of the following (in millions):
|
|
June 30, |
|
|
December 31, |
|
||
Raw materials |
|
$ |
|
|
$ |
|
||
Work in process |
|
|
|
|
|
|
||
Finished products |
|
|
|
|
|
|
||
Total inventories |
|
$ |
|
|
$ |
|
||
11. Property, Plant and Equipment
Property, plant and equipment consisted of the following (in millions):
|
|
June 30, |
|
|
December 31, |
|
||
Land and land improvements |
|
$ |
|
|
$ |
|
||
Buildings |
|
|
|
|
|
|
||
Machinery and equipment |
|
|
|
|
|
|
||
Software and related costs |
|
|
|
|
|
|
||
Construction in progress |
|
|
|
|
|
|
||
Property, plant and equipment, gross |
|
|
|
|
|
|
||
Less accumulated depreciation |
|
|
( |
) |
|
|
( |
) |
Property, plant and equipment, net |
|
$ |
|
|
$ |
|
||
Depreciation expense was $
12. Goodwill and Purchased Intangible Assets
The following table presents changes in goodwill by segment during the six months ended June 30, 2025 (in millions):
|
|
Access |
|
|
Vocational |
|
|
Corporate and Other |
|
|
Total |
|
||||
Net goodwill at December 31, 2024 |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Impairment |
|
|
|
|
|
|
|
|
( |
) |
|
|
( |
) |
||
Foreign currency translation |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net goodwill at June 30, 2025 |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
17
Table of Contents
OSHKOSH CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
The following table presents details of the Company’s goodwill by segment (in millions):
|
|
June 30, 2025 |
|
|
December 31, 2024 |
|
||||||||||||||||||
|
|
Gross |
|
|
Accumulated |
|
|
Net |
|
|
Gross |
|
|
Accumulated |
|
|
Net |
|
||||||
Access |
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
||||
Vocational |
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
( |
) |
|
|
|
||||
Corporate and other |
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
( |
) |
|
|
|
||||
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
||||
Goodwill and other indefinite-lived intangible assets are not amortized but are assessed for impairment annually or more frequently if potential interim indicators exist that could result in impairment. The Company performs its annual impairment test in the fourth quarter.
The Company recorded goodwill impairment charges of $
Details of the Company’s purchased intangible assets are as follows (in millions):
|
|
June 30, 2025 |
|
|
December 31, 2024 |
|
||||||||||||||||||
|
|
Gross |
|
|
Accumulated |
|
|
Net |
|
|
Gross |
|
|
Accumulated |
|
|
Net |
|
||||||
Amortizable intangible assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Customer relationships |
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
||||
Trade names |
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
( |
) |
|
|
|
||||
Technology-related |
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
( |
) |
|
|
|
||||
Distribution network |
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
( |
) |
|
|
|
||||
Other |
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
( |
) |
|
|
|
||||
|
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
( |
) |
|
|
|
||||
Non-amortizable trade names |
|
|
|
|
|
— |
|
|
|
|
|
|
|
|
|
— |
|
|
|
|
||||
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
||||
In the second quarter of 2024, Pratt Miller's purchased intangibles were assessed for impairment. As a result of the assessments, the Company recorded impairment charges of $
Amortization of purchased intangible assets was $
18
Table of Contents
OSHKOSH CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Estimated future amortization expense for purchased intangible assets is as follows (in millions):
Years: |
|
|
|
|
2025 (remaining six months) |
|
$ |
|
|
2026 |
|
|
|
|
2027 |
|
|
|
|
2028 |
|
|
|
|
2029 |
|
|
|
|
2030 |
|
|
|
|
13. Debt
The Company was obligated under the following debt instruments (in millions):
|
|
June 30, |
|
|
December 31, |
|
||
|
$ |
|
|
$ |
|
|||
|
|
|
|
|
|
|||
Term loan due |
|
|
|
|
|
|
||
Other long-term debt |
|
|
|
|
|
|
||
Total long-term debt |
|
|
|
|
|
|
||
Current maturities of long-term debt |
|
|
( |
) |
|
|
( |
) |
Debt issuance costs |
|
|
( |
) |
|
|
( |
) |
Total long-term debt, less current maturities (net of debt issuance costs) |
|
$ |
|
|
$ |
|
||
|
|
|
|
|
|
|
||
Revolving credit facilities |
|
$ |
|
|
$ |
|
||
Current maturities of long-term debt |
|
|
|
|
|
|
||
Total revolving credit facilities and current maturities of long-term debt |
|
$ |
|
|
$ |
|
||
Under the Credit Agreement, the Company is obligated to pay (i) an unused commitment fee ranging from
Borrowings under the Credit Agreement bear interest for dollar-denominated loans at a variable rate equal to (i) Term SOFR (the forward-looking secured overnight financing rate) plus a specified margin, which may be adjusted upward or downward depending on whether certain criteria are satisfied, or (ii) the base rate (which is the highest of (x) Bank of America, N.A.’s prime rate, (y) the federal funds rate plus
19
Table of Contents
OSHKOSH CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
On March 31, 2025, the Company entered into a credit agreement with various lenders to borrow funds under a $
The Credit Agreement and the Term Loan contain various restrictions and covenants, including a requirement that the Company maintain a leverage ratio at certain levels, subject to certain exceptions, restrictions on the ability of the Company and certain of its subsidiaries to consolidate or merge, create liens, incur additional subsidiary indebtedness and consummate acquisitions and a restriction on the disposition of all or substantially all of the assets of the Company and its subsidiaries taken as a whole.
The Credit Agreement and the Term Loan require the Company to maintain a maximum leverage ratio (defined as, with certain adjustments, the ratio of the Company’s consolidated indebtedness to the Company’s consolidated net income for the previous four quarters before interest, taxes, depreciation, amortization, non-cash charges and certain other items (EBITDA)) as of the last day of any quarter of
In May 2018, the Company issued $
The fair value of the long-term debt is estimated based upon Level 2 inputs to reflect the market rate of the Company’s debt. At June 30, 2025, the fair value of the 2028 Senior Notes and the 2030 Senior Notes was estimated to be $
14. Warranties
The Company’s products generally carry standard warranties that extend from
Provisions for estimated warranty and other related costs are recorded at the time of sale and are periodically adjusted to reflect actual experience. Certain warranty and other related claims involve matters of dispute that ultimately are resolved by negotiation, arbitration or litigation. At times, warranty issues arise that are beyond the scope of the Company’s historical experience. It is reasonably possible that additional warranty and other related claims could arise from disputes or other matters in excess of amounts accrued; however, the Company does not expect that any such amounts, while not determinable, would have a material effect on the Company’s consolidated financial condition, results of operations or cash flows.
20
Table of Contents
OSHKOSH CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Changes in the Company’s assurance-type warranty liabilities were as follows (in millions):
|
|
Six Months Ended |
|
|||||
|
|
2025 |
|
|
2024 |
|
||
Balance at beginning of period |
|
$ |
|
|
$ |
|
||
Warranty provisions |
|
|
|
|
|
|
||
Settlements made |
|
|
( |
) |
|
|
( |
) |
Changes in liability for pre-existing warranties, net |
|
|
|
|
|
|
||
Foreign currency translation |
|
|
|
|
|
( |
) |
|
Balance at end of period |
|
$ |
|
|
$ |
|
||
15. Guarantees
Customers of the Company, from time to time, may fund purchases from the Company through third-party finance companies. In certain instances, the Company may be requested to provide support for these arrangements through credit or residual value guarantees, by which the Company agrees to make payments to the finance companies in certain circumstances as further described below.
Credit Guarantees: The Company is party to multiple agreements whereby at June 30, 2025 the Company guaranteed an aggregate of $
Residual Value Guarantees: The Company is party to multiple agreements whereby at June 30, 2025 the Company guaranteed to support an aggregate of $
The Company’s stand ready obligations (non-contingent) to perform under guarantees were $
21
Table of Contents
OSHKOSH CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
16. Commitments and Contingencies
Personal Injury Actions and Other - Product and general liability claims are made against the Company from time to time in the ordinary course of business. The Company is generally self-insured for claims up to $
Market Risks - The Company was contingently liable under bid, performance and specialty bonds totaling $
Other Matters - The Company is subject to environmental matters and legal proceedings and claims, including patent, antitrust, product liability, warranty and state dealership regulation compliance proceedings that arise in the ordinary course of business. Although the final results of such matters and claims cannot be predicted with certainty, management believes that the ultimate resolution will not have a material effect on the Company’s financial condition, results of operations or cash flows. Actual results could vary, among other things, due to the uncertainties involved in litigation.
Certain risks are inherent in doing business with the U.S. Department of Defense (DoD), including technological changes and changes in levels of defense spending. The USPS and all DoD contracts contain a provision that they may be terminated at any time at the convenience of the customer. In such an event, the Company is entitled to recover allowable costs plus a reasonable profit earned to the date of termination. Major contracts for defense, delivery and other specialty vehicles and mobility systems are performed over extended periods of time and are subject to changes in scope of work and delivery schedules. Pricing negotiations on changes and settlement of claims often extend over prolonged periods of time. The Company’s ultimate profitability on such contracts may depend on the eventual outcome of an equitable settlement of contractual issues with the Company’s customers.
Because the Company is a relatively large defense contractor, the Company’s U.S. government contract operations are subject to extensive annual audit processes and to U.S. government investigations of business practices and cost classifications from which legal or administrative proceedings can result. Based on U.S. government procurement regulations, under certain circumstances, the Company could be fined, as well as suspended or debarred from U.S. government contracting. During a suspension or debarment, the Company would also be prohibited from selling equipment or services to customers that depend on loans or financial commitments from the Export-Import Bank, Overseas Private Investment Corporation and similar U.S. government agencies.
17. Shareholders’ Equity
Changes to the Company's common shares outstanding were as follows (in shares):
|
|
Three Months Ended |
|
|
Six Months Ended |
|
||||||||||
|
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
||||
Outstanding at beginning of period |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Repurchases of Common Stock |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Exercise of stock options |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Payment of stock-based restricted and performance shares |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Shares tendered for taxes on stock-based compensation |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Other |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Outstanding at end of period |
|
|
|
|
|
|
|
|
|
|
|
|
||||
22
Table of Contents
OSHKOSH CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
In May 2022, the Board of Directors authorized the Company to repurchase
18. Accumulated Other Comprehensive Income (Loss)
Changes in accumulated other comprehensive income (loss) by component, net of tax, were as follows (in millions):
|
|
Three Months Ended June 30, 2025 |
|
|||||||||||||
|
|
Pension and |
|
|
Cumulative |
|
|
Derivative |
|
|
Accumulated Other |
|
||||
Balance at beginning of period |
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|
$ |
( |
) |
||
Other comprehensive income (loss) before reclassifications |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Amounts reclassified from accumulated other comprehensive income (loss) |
|
|
( |
) |
|
|
|
|
|
( |
) |
|
|
( |
) |
|
Net other comprehensive income (loss) |
|
|
( |
) |
|
|
|
|
|
( |
) |
|
|
|
||
Balance at end of period |
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|
$ |
|
|||
|
|
Three Months Ended June 30, 2024 |
|
|||||||||||||
|
|
Pension and |
|
|
Cumulative |
|
|
Derivative |
|
|
Accumulated Other |
|
||||
Balance at beginning of period |
|
$ |
|
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
( |
) |
|
Other comprehensive income (loss) before reclassifications |
|
|
|
|
|
( |
) |
|
|
|
|
|
( |
) |
||
Amounts reclassified from accumulated other comprehensive income (loss) |
|
|
( |
) |
|
|
|
|
|
( |
) |
|
|
( |
) |
|
Net other comprehensive income (loss) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Balance at end of period |
|
$ |
|
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
( |
) |
|
|
|
Six Months Ended June 30, 2025 |
|
|||||||||||||
|
|
Pension and |
|
|
Cumulative |
|
|
Derivative |
|
|
Accumulated Other |
|
||||
Balance at beginning of period |
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|
$ |
( |
) |
||
Other comprehensive income (loss) before reclassifications |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Amounts reclassified from accumulated other comprehensive income (loss) |
|
|
( |
) |
|
|
|
|
|
( |
) |
|
|
( |
) |
|
Net other comprehensive income (loss) |
|
|
( |
) |
|
|
|
|
|
( |
) |
|
|
|
||
Balance at end of period |
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|
$ |
|
|||
|
|
Six Months Ended June 30, 2024 |
|
|||||||||||||
|
|
Pension and |
|
|
Cumulative |
|
|
Derivative |
|
|
Accumulated Other |
|
||||
Balance at beginning of period |
|
$ |
|
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
( |
) |
|
Other comprehensive income (loss) before reclassifications |
|
|
|
|
|
( |
) |
|
|
|
|
|
( |
) |
||
Amounts reclassified from accumulated other comprehensive income (loss) |
|
|
( |
) |
|
|
|
|
|
( |
) |
|
|
( |
) |
|
Net other comprehensive income (loss) |
|
|
( |
) |
|
|
( |
) |
|
|
|
|
|
( |
) |
|
Balance at end of period |
|
$ |
|
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
( |
) |
|
23
Table of Contents
OSHKOSH CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
19. Fair Value Measurement
FASB ASC Topic 820, Fair Value Measurements and Disclosures, defines fair value as the price that would be received to sell an asset or paid to transfer a liability (i.e., exit price) in an orderly transaction between market participants at the measurement date. FASB ASC Topic 820 requires disclosures that categorize assets and liabilities measured at fair value into one of three different levels depending on the assumptions (i.e., inputs) used in the valuation. Level 1 provides the most reliable measure of fair value, while Level 3 generally requires significant management judgment.
The three levels are defined as follows:
Level 1: Unadjusted quoted prices in active markets for identical assets or liabilities.
Level 2: Observable inputs other than quoted prices in active markets for identical assets or liabilities, such as quoted prices for similar assets or liabilities in active markets or quoted prices for identical assets or liabilities in inactive markets.
Level 3: Unobservable inputs reflecting management’s own assumptions about the inputs used in pricing the asset or liability.
The fair values of the Company’s financial assets and liabilities were as follows (in millions):
|
|
Level 1 |
|
|
Level 2 |
|
|
Level 3 |
|
|
Total |
|
||||
June 30, 2025 |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Assets: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Rabbi trust (a) |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Investment in equity securities (b) |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Foreign currency exchange derivatives (c) |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Liabilities: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Foreign currency exchange derivatives (c) |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
December 31, 2024 |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Assets: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Rabbi trust (a) |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Investment in equity securities (b) |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Foreign currency exchange derivatives (c) |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Liabilities: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Foreign currency exchange derivatives (c) |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
24
Table of Contents
OSHKOSH CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
20. Business Segment Information
The Chief Executive Officer is the Company's Chief Operating Decision Maker (CODM).
Access: This segment consists of the JLG and Jerr-Dan brands. JLG designs and manufactures mobile aerial work platforms and telehandlers and low-level access solutions that are sold worldwide for use in a wide variety of construction, industrial, institutional and general maintenance applications to position workers and materials at elevated heights. JerrDan designs and manufactures towing and recovery vehicles. Access customers include equipment rental companies, construction contractors, home improvement centers and towing companies.
Vocational: This segment includes the Pierce, Maxi-Metal, Oshkosh AeroTech, Oshkosh Airport Products, McNeilus, IMT, Frontline and Oshkosh S-Series brands. Pierce and Maxi-Metal design and manufacture commercial and customer fire apparatus vehicles primarily for fire departments, airports and other governmental units. Oshkosh AeroTech and Oshkosh Airport Products design and manufacture aviation ground support products, gate equipment and aircraft rescue and firefighting vehicles and provide airport services to commercial airlines, airports, air-freight carriers, ground handling customers and militaries. McNeilus designs and manufactures refuse and recycling collection vehicles. IMT designs and manufactures field service vehicles and truck-mounted cranes for niche markets. Frontline designs and manufactures simulators, command vehicles and other communication vehicles. Oshkosh S-Series designs and manufactures front-discharge concrete mixer vehicles.
Transport: This segment includes Oshkosh Defense and delivery vehicles. Defense designs and manufactures tactical wheeled vehicles and supplies parts and services for the U.S. military and for other militaries around the world. Delivery designs and manufactures vehicles for the USPS.
In accordance with FASB ASC Topic 280, Segment Reporting, for purposes of business segment performance measurement, the Company does not allocate to individual business segments costs or items that are of a non-operating nature or organizational or functional expenses of a corporate nature. The caption “Corporate and other” includes Pratt Miller, corporate office expenses, certain new product development costs, stock-based compensation and costs of certain business initiatives.
25
Table of Contents
OSHKOSH CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Selected financial information relating to the Company’s reportable segments and product lines is as follows (in millions):
|
|
Three Months Ended |
|
|
Six Months Ended |
|
||||||||||
|
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
||||
Net sales: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Access |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Aerial work platforms |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Telehandlers |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Other |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Total Access |
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Vocational |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Municipal fire apparatus(a) |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Airport products(a) |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Refuse and recycling vehicles |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Other(a) |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Total Vocational |
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Transport |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Defense (b) |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Delivery vehicles |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Total Transport |
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Corporate and other (b) |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Consolidated |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
26
Table of Contents
OSHKOSH CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
|
|
Three Months Ended June 30, 2025 |
|
|||||||||||||||||
|
|
Access |
|
|
Vocational |
|
|
Transport |
|
|
Corporate |
|
|
Consolidated |
|
|||||
Net Sales |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|||||
Cost of sales (excluding R&D) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Research and development |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Gross income |
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
|
||||
Employee compensation |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Amortization of purchased intangibles |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Intangible asset impairment |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Other segment items(a) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Operating income |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
|
|
||||
Interest expense, net of interest income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
( |
) |
||||
Miscellaneous, net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Income before income taxes and losses of unconsolidated affiliates |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
|
|||||
|
|
Three Months Ended June 30, 2024 |
|
|||||||||||||||||
|
|
Access |
|
|
Vocational |
|
|
Transport(a) |
|
|
Corporate |
|
|
Consolidated |
|
|||||
Net Sales |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|||||
Cost of sales (excluding R&D) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Research and development |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Gross income |
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
|
||||
Employee compensation |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Amortization of purchased intangibles |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Intangible asset impairment |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Other segment items(b) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Operating income |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
|
|
||||
Interest expense, net of interest income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
( |
) |
||||
Miscellaneous, net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
( |
) |
||||
Income before income taxes and losses of unconsolidated affiliates |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
|
|||||
27
Table of Contents
OSHKOSH CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
|
|
Six Months Ended June 30, 2025 |
|
|||||||||||||||||
|
|
Access |
|
|
Vocational |
|
|
Transport |
|
|
Corporate |
|
|
Consolidated |
|
|||||
Net Sales |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|||||
Cost of sales (excluding R&D) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Research and development |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Gross income |
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
|
||||
Employee compensation |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Amortization of purchased intangibles |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Intangible asset impairment |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Other segment items(a) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Operating income |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
|
|
||||
Interest expense, net of interest income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
( |
) |
||||
Miscellaneous, net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Income before income taxes and losses of unconsolidated affiliates |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
|
|||||
|
|
Six Months Ended June 30, 2024 |
|
|||||||||||||||||
|
|
Access |
|
|
Vocational |
|
|
Transport(a) |
|
|
Corporate |
|
|
Consolidated |
|
|||||
Net Sales |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|||||
Cost of sales (excluding R&D) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Research and development |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Gross income |
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
|
||||
Employee compensation |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Amortization of purchased intangibles |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Intangible asset impairment |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Other segment items(b) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Operating income |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
|
|
||||
Interest expense, net of interest income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
( |
) |
||||
Miscellaneous, net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
( |
) |
||||
Income before income taxes and losses of unconsolidated affiliates |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
|
|||||
28
Table of Contents
OSHKOSH CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
|
|
Three Months Ended |
|
|
Six Months Ended |
|
||||||||||
|
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
||||
Depreciation and amortization: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Access |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Vocational |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Transport |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Corporate and Other |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Consolidated |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Capital expenditures(a): |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Access |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Vocational |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Transport |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Corporate and Other |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Consolidated |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Total assets by segment are not disclosed as the Company's CODM does not use total assets by segment to evaluate segment performance or allocate resources and capital.
The following tables present net sales by geographic region based on product shipment destination (in millions):
|
|
Three Months Ended June 30, 2025 |
|
|||||||||||||||||
|
|
Access |
|
|
Vocational |
|
|
Transport |
|
|
Corporate |
|
|
Total |
|
|||||
Net sales: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
United States |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|||||
Other North America |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Europe, Africa and Middle East |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Rest of the World |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Consolidated |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|||||
|
|
Three Months Ended June 30, 2024 |
|
|||||||||||||||||
|
|
Access |
|
|
Vocational |
|
|
Transport (a) |
|
|
Corporate |
|
|
Total |
|
|||||
Net sales: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
United States |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|||||
Other North America |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Europe, Africa and Middle East |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Rest of the World |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Consolidated |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|||||
29
Table of Contents
OSHKOSH CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
|
|
Six Months Ended June 30, 2025 |
|
|||||||||||||||||
|
|
Access |
|
|
Vocational |
|
|
Transport |
|
|
Corporate |
|
|
Total |
|
|||||
Net sales: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
United States |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|||||
Other North America |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Europe, Africa and Middle East |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Rest of the World |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Consolidated |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|||||
|
|
Six Months Ended June 30, 2024 |
|
|||||||||||||||||
|
|
Access |
|
|
Vocational |
|
|
Transport (a) |
|
|
Corporate |
|
|
Total |
|
|||||
Net sales: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
United States |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|||||
Other North America |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Europe, Africa and Middle East |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Rest of the World |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Consolidated |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|||||
30
Table of Contents
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Cautionary Statement About Forward-Looking Statements
This Management’s Discussion and Analysis of Financial Condition and Results of Operations and other sections of this Quarterly Report on Form 10-Q contain statements that the Company believes to be “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact included in this Quarterly Report on Form 10-Q, including, without limitation, statements regarding the Company’s future financial position, business strategy, targets, projected sales, costs, earnings, capital expenditures, debt levels and cash flows, and plans and objectives of management for future operations, including those under the caption “Overview,” are forward-looking statements. When used in this Quarterly Report on Form 10-Q, words such as “may,” “will,” “expect,” “intend,” “estimate,” “anticipate,” “believe,” “should,” “project” or “plan” or the negative thereof or variations thereon or similar terminology are generally intended to identify forward-looking statements. These forward-looking statements are not guarantees of future performance and are subject to risks, uncertainties, assumptions and other factors, some of which are beyond the Company’s control, which could cause actual results to differ materially from those expressed or implied by such forward-looking statements. These factors include the cyclical nature of the Company’s access equipment, fire apparatus, refuse and recycling collection and air transportation equipment markets, which are particularly impacted by the strength of U.S. and European economies and construction seasons; the Company’s estimates of access equipment demand which, among other factors, is influenced by historical customer buying patterns and rental company fleet replacement strategies; the impact of orders and costs on the U.S. Postal Service contract; risks that a trade war and related tariffs could reduce the demand for or competitiveness of the Company’s products or cause inefficiencies in the Company's supply chain; the Company’s ability to increase prices to raise margins or to offset higher input costs; the Company's ability to accurately predict future input costs associated with U.S. Department of Defense contracts; the Company’s ability to attract and retain production labor in a timely manner; the Company's ability to realize the anticipated benefits associated with the AeroTech acquisition; the strength of the U.S. dollar and its impact on Company exports, translation of foreign sales and the cost of purchased materials; the impact of severe weather, war, natural disasters or pandemics that may affect the Company, its suppliers or its customers; the Company’s ability to predict the level and timing of orders for indefinite delivery/indefinite quantity contracts with the U.S. federal government; budget uncertainty for the U.S. federal government, including risks of future budget cuts, the impact of continuing resolution funding mechanisms and the potential for shutdowns; the impact of any U.S. Department of Defense solicitation for competition for future contracts to produce military vehicles; risks related to the collectability of receivables, particularly for those businesses with exposure to construction markets; the cost of any warranty campaigns related to the Company’s products; risks associated with international operations and sales, including compliance with the Foreign Corrupt Practices Act; the Company’s ability to comply with complex laws and regulations applicable to U.S. government contractors; cybersecurity risks and costs of defending against, mitigating and responding to data security threats and breaches impacting the Company; the Company’s ability to successfully identify, complete and integrate other acquisitions and to realize the anticipated benefits associated with the same; and risks related to the Company’s ability to successfully execute on its strategic road map and meet its long-term financial goals. Additional information concerning these and other factors that could cause actual results to differ materially from those in the forward-looking statements is contained from time to time in the Company’s SEC filings, including, but not limited to, the Company’s Current Report on Form 8-K filed with the SEC on August 1, 2025 and Item 1A. of Part II of this Quarterly Report on Form 10-Q.
All forward-looking statements, including those under the caption “Overview,” speak only as of the date the Company files this Quarterly Report on Form 10-Q with the SEC. The Company assumes no obligation, and disclaims any obligation, to update information contained in this Quarterly Report on Form 10-Q. Investors should be aware that the Company may not update such information until the Company’s next quarterly earnings conference call, if at all.
All references herein to earnings per share refer to earnings per share assuming dilution.
31
Table of Contents
General
In July 2024, the Company moved the reporting responsibility for Pratt Miller from its Transport segment to the Chief Technology and Strategic Sourcing Officer to better utilize Pratt Miller’s expertise across the entire Oshkosh Corporation enterprise. Pratt Miller results are now reported within "Corporate and other." All historical information has been recast to reflect this change.
In June 2025, the Company renamed the Defense segment to the Transport segment to better reflect the full scope of the segment's operations serving defense and commercial markets.
Major products manufactured and marketed by each of the Company’s segments are as follows:
Access — aerial work platforms and telehandlers used in a wide variety of construction, industrial, agricultural, vegetation management and maintenance applications to position workers and materials at elevated heights. Access customers include equipment rental companies, construction contractors and home improvement centers. The Access segment also manufactures carriers and wreckers sold to towing companies.
Vocational — custom and commercial firefighting vehicles and equipment sold to municipal fire departments; aviation ground support products, gate equipment and airport services sold to commercial airlines, airports, air-freight carriers, ground handling customers and the military; aircraft rescue and firefighting (ARFF) vehicles sold to airports and the U.S. military; refuse and recycling collection vehicles sold to commercial and municipal waste haulers; field service vehicles and truck-mounted cranes sold to mining, construction and equipment rental companies; simulators, mobile command and control vehicles and other emergency vehicles sold to fire departments and other governmental units; and front-discharge concrete mixers sold to ready-mix companies.
Transport — tactical vehicles, trailers and parts sold to the U.S. military and to other militaries around the world and delivery vehicles for the United States Postal Service (USPS).
Overview
Consolidated net sales in the second quarter of 2025 decreased $114.8 million, or 4.0%, to $2.73 billion compared to the second quarter of 2024 primarily due to lower sales volume in the Access and Transport segments, partially offset by higher Vocational segment sales volume and improved pricing. Market conditions for access equipment in North America were in line with the Company's expectations and reflected the expiration of the Company's agreement to produce Caterpillar-branded telehandlers, which ended in the fourth quarter of 2024, as well as higher discounts. The Vocational segment delivered higher sales volume and continued to benefit from higher pricing. Transport segment revenue reflected the steady ramp-up of production of Next Generation Delivery Vehicles (NGDV) for the USPS.
Consolidated operating income increased 11.8% to $291.7 million, or 10.7% of sales, in the second quarter of 2025 compared to $260.9 million, or 9.2% of sales, in the second quarter of 2024. The increase in operating income, despite the lower sales volume, was primarily due to lower intangible asset impairments and improved sales mix. Earnings per share was $3.16 for the second quarter of 2025, compared to $2.56 in the second quarter of 2024.
The Company continued to repurchase shares of its Common Stock throughout the quarter, repurchasing nearly 415,000 shares for $40 million, bringing share repurchases for the first six months of 2025 to nearly $70 million. Share repurchases during the previous twelve months benefited earnings per share by $0.06 compared to the second quarter of 2024.
In July 2025, the One Big Beautiful Bill Act (OBBBA) was enacted in the United States. The OBBBA includes provisions to expense previously deferred domestic research and development costs, increase bonus depreciation and modify the international tax framework. The Company expects the OBBBA to reduce the Company's tax payments in 2025 by approximately $100 million as a result of the acceleration of deductions.
32
Table of Contents
The Company expects its 2025 diluted earnings per share to be approximately $10.25. The earnings per share estimate includes after-tax charges of $0.68 per share related to amortization of purchased intangibles and $0.07 per share related to intangible asset impairments. Excluding these items, the Company's 2025 adjusted earnings per share estimate is approximately $11.00.
The international trade environment remains dynamic and difficult to predict. The Company's revised estimates reflect a more limited impact of tariffs compared to its previous guidance due to pauses and revisions to tariff rates and the Company's performance in the second quarter. The earnings per share guidance is in the range of the Company's January outlook as anticipated tariff impacts are expected to be offset by company-wide cost reduction actions. The Company's estimates include direct impacts of tariffs based on rates as of July 30, 2025 and do not reflect potential future indirect impacts, including weaker macroeconomic conditions, which are difficult to predict at this time.
The Company expects Access segment sales and operating income margin in 2025 to be approximately $4.4 billion and 11.5%, respectively, compared to its initial expectations in January 2025 of approximately $4.4 billion and 12.5%, respectively.
The Company expects Vocational segment sales and operating income margin in 2025 to be approximately $3.8 billion and 15.0%, respectively, compared to its initial expectations in January 2025 of approximately $3.8 billion and 14.0%, respectively.
The Company expects Transport segment sales and operating income margin in 2025 to be approximately $2.3 billion and 4.5%, respectively, compared to its initial expectations in January 2025 of approximately $2.3 billion and 4.0%, respectively.
The Company expects Corporate and other, including Pratt Miller, to have an operating loss of approximately $191 million in 2025, including the Pratt Miller intangible asset impairment charge recognized in the second quarter of 2025.
RESULTS OF OPERATIONS
CONSOLIDATED RESULTS
The following table presents consolidated results (in millions):
|
|
Second Quarter |
|
|
First Six Months |
|
||||||||||||||||||||||||||
|
|
2025 |
|
|
2024 |
|
|
Change |
|
|
% Change |
|
|
2025 |
|
|
2024 |
|
|
Change |
|
|
% Change |
|
||||||||
Net sales |
|
$ |
2,732.1 |
|
|
$ |
2,846.9 |
|
|
$ |
(114.8 |
) |
|
|
-4.0 |
% |
|
$ |
5,044.9 |
|
|
$ |
5,390.7 |
|
|
$ |
(345.8 |
) |
|
|
-6.4 |
% |
Cost of sales |
|
|
2,207.6 |
|
|
|
2,300.8 |
|
|
|
(93.2 |
) |
|
|
-4.1 |
% |
|
|
4,120.5 |
|
|
|
4,374.6 |
|
|
|
(254.1 |
) |
|
|
-5.8 |
% |
Gross income |
|
$ |
524.5 |
|
|
$ |
546.1 |
|
|
$ |
(21.6 |
) |
|
|
-4.0 |
% |
|
$ |
924.4 |
|
|
$ |
1,016.1 |
|
|
$ |
(91.7 |
) |
|
|
-9.0 |
% |
% of sales |
|
|
19.2 |
% |
|
|
19.2 |
% |
|
0 bps |
|
|
|
|
|
|
18.3 |
% |
|
|
18.8 |
% |
|
-50 bps |
|
|
|
|
||||
Selling, general and administrative |
|
$ |
213.3 |
|
|
$ |
220.0 |
|
|
$ |
(6.7 |
) |
|
|
-3.0 |
% |
|
$ |
424.3 |
|
|
$ |
416.8 |
|
|
$ |
7.5 |
|
|
|
1.8 |
% |
Amortization of purchased intangibles |
|
|
13.8 |
|
|
|
13.6 |
|
|
|
0.2 |
|
|
|
1.5 |
% |
|
|
27.3 |
|
|
|
27.1 |
|
|
|
0.2 |
|
|
|
0.7 |
% |
Intangible asset impairments |
|
|
5.7 |
|
|
|
51.6 |
|
|
|
(45.9 |
) |
|
|
-89.0 |
% |
|
|
5.7 |
|
|
|
51.6 |
|
|
|
(45.9 |
) |
|
|
-89.0 |
% |
Operating income |
|
$ |
291.7 |
|
|
$ |
260.9 |
|
|
$ |
30.8 |
|
|
|
11.8 |
% |
|
$ |
467.1 |
|
|
$ |
520.6 |
|
|
$ |
(53.5 |
) |
|
|
-10.3 |
% |
% of sales |
|
|
10.7 |
% |
|
|
9.2 |
% |
|
150 bps |
|
|
|
|
|
|
9.3 |
% |
|
|
9.7 |
% |
|
-40 bps |
|
|
|
|
||||
The following table presents net sales by geographic region based on product shipment destination (in millions):
|
|
Second Quarter |
|
|
First Six Months |
|
||||||||||||||||||||||||||
|
|
2025 |
|
|
2024 |
|
|
Change |
|
|
% Change |
|
|
2025 |
|
|
2024 |
|
|
Change |
|
|
% Change |
|
||||||||
United States |
|
$ |
2,289.0 |
|
|
$ |
2,399.4 |
|
|
$ |
(110.4 |
) |
|
|
-4.6 |
% |
|
$ |
4,116.9 |
|
|
$ |
4,554.5 |
|
|
$ |
(437.6 |
) |
|
|
-9.6 |
% |
Other North America |
|
|
102.0 |
|
|
|
122.6 |
|
|
|
(20.6 |
) |
|
|
-16.8 |
% |
|
|
195.7 |
|
|
|
211.4 |
|
|
|
(15.7 |
) |
|
|
-7.4 |
% |
Europe, Africa and Middle East |
|
|
262.3 |
|
|
|
214.0 |
|
|
|
48.3 |
|
|
|
22.6 |
% |
|
|
564.0 |
|
|
|
406.0 |
|
|
|
158.0 |
|
|
|
38.9 |
% |
Rest of the World |
|
|
78.8 |
|
|
|
110.9 |
|
|
|
(32.1 |
) |
|
|
-28.9 |
% |
|
|
168.3 |
|
|
|
218.8 |
|
|
|
(50.5 |
) |
|
|
-23.1 |
% |
Consolidated |
|
$ |
2,732.1 |
|
|
$ |
2,846.9 |
|
|
$ |
(114.8 |
) |
|
|
-4.0 |
% |
|
$ |
5,044.9 |
|
|
$ |
5,390.7 |
|
|
$ |
(345.8 |
) |
|
|
-6.4 |
% |
33
Table of Contents
Second Quarter 2025 Compared to 2024
Consolidated net sales decreased primarily due to lower sales volume in the Access ($121 million) and Transport ($102 million) segments, offset in part by higher sales volume in the Vocational segment ($81 million) and improved pricing ($21 million).
Consolidated gross margin remained flat in the second quarter of 2025 compared to the second quarter of 2024 as improved sales mix (100 basis points) and improved pricing (60 basis points) were offset by higher production costs (90 basis points) and higher warranty expense (20 basis points).
Consolidated selling, general and administrative expenses decreased due to lower integration costs related to AeroTech ($7 million) and lower expense for credit loss reserves ($3 million), offset in part by operating costs related to the acquisition of AUSACORP S.L. (AUSA) ($4 million).
During the second quarter of 2024, the Company recorded impairment charges related to Pratt Miller goodwill and intangibles ($52 million) as a result of unfavorable performance compared to forecast and adverse market conditions related to mobility and motorsports. During the second quarter of 2025, the Company impaired the remaining Pratt Miller goodwill ($6 million) as a reduction in royalties expected on defense contracts led to a further decline in the Company's expectations.
The increase in consolidated operating income was primarily due to lower intangible asset impairments ($46 million), favorable sales mix ($23 million) and improved pricing ($21 million), offset in part by the impact of lower gross margin associated with lower sales volume ($36 million) and higher production costs ($23 million).
First Six Months 2025 Compared to 2024
Consolidated net sales decreased primarily due to lower sales volume in the Access ($382 million) and Transport ($156 million) segments, offset in part by higher sales volume ($138 million) in the Vocational segment and improved pricing ($50 million).
The decrease in consolidated gross margin was primarily due to higher production costs (110 basis points), higher engineering costs (30 basis points) and higher warranty expense (20 basis points), offset in part by improved pricing (70 basis points) and improved sales mix (70 basis points).
Consolidated selling, general and administrative expenses increased primarily due to operating costs related to the acquisition of AUSA ($8 million).
The Company recorded intangible asset impairments related to Pratt Miller of $6 million and $52 million during the six months ended June 30, 2025 and 2024, respectively.
The decrease in consolidated operating income was primarily due to the impact of lower gross margin associated with lower sales volume ($103 million) and higher production costs ($44 million), offset in part by improved pricing ($50 million) and lower intangible asset impairments ($46 million).
The following table presents consolidated non-operating changes (in millions):
|
|
Second Quarter |
|
|
First Six Months |
|
||||||||||||||||||||||||||
|
|
2025 |
|
|
2024 |
|
|
Change |
|
|
% Change |
|
|
2025 |
|
|
2024 |
|
|
Change |
|
|
% Change |
|
||||||||
Interest expense, net of interest income |
|
$ |
(28.1 |
) |
|
$ |
(30.3 |
) |
|
$ |
2.2 |
|
|
|
-7.3 |
% |
|
$ |
(53.1 |
) |
|
$ |
(51.1 |
) |
|
$ |
(2.0 |
) |
|
|
3.9 |
% |
Miscellaneous, net |
|
|
7.3 |
|
|
|
(1.5 |
) |
|
|
8.8 |
|
|
|
-586.7 |
% |
|
|
7.8 |
|
|
|
(3.5 |
) |
|
|
11.3 |
|
|
|
-322.9 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Provision for income taxes |
|
|
65.2 |
|
|
|
53.5 |
|
|
|
11.7 |
|
|
|
21.9 |
% |
|
|
102.0 |
|
|
|
108.2 |
|
|
|
(6.2 |
) |
|
|
-5.7 |
% |
Effective tax rate |
|
|
24.1 |
% |
|
|
23.4 |
% |
|
|
|
|
|
|
|
|
24.2 |
% |
|
|
23.2 |
% |
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Losses of unconsolidated affiliates |
|
$ |
(0.9 |
) |
|
$ |
(7.0 |
) |
|
$ |
6.1 |
|
|
|
-87.1 |
% |
|
$ |
(2.8 |
) |
|
$ |
(9.8 |
) |
|
$ |
7.0 |
|
|
|
-71.4 |
% |
34
Table of Contents
Second Quarter 2025 Compared to 2024
Miscellaneous, net primarily related to gains and losses on investments, foreign currency transaction gains and losses and non-service costs of the Company’s pension plans. Results for the second quarter of 2025 included a $6 million gain on investments, partially offset by foreign currency transaction losses of $2 million. Results for the second quarter of 2024 included foreign currency transaction losses of $1 million.
Losses of unconsolidated affiliates in the second quarter of 2024 included an impairment of an equity method investment of $7 million.
First Six Months 2025 Compared to 2024
Miscellaneous, net primarily related to gains and losses on investments, foreign currency transaction gains and losses and non-service costs of the Company’s pension plans. Results for the first six months of 2025 included a $4 million gain on investments, partially offset by foreign currency transaction losses of $1 million. Results for the first six months of 2024 included foreign currency transaction losses of $4 million.
Losses of unconsolidated affiliates included an impairment of an equity method investment of $7 million in the first six months of 2024.
SEGMENT RESULTS
Access
The following table presents the Access segment results (in millions):
|
|
Second Quarter |
|
|
First Six Months |
|
||||||||||||||||||||||||||
|
|
2025 |
|
|
2024 |
|
|
Change |
|
|
% Change |
|
|
2025 |
|
|
2024 |
|
|
Change |
|
|
% Change |
|
||||||||
Net sales |
|
$ |
1,256.0 |
|
|
$ |
1,406.9 |
|
|
$ |
(150.9 |
) |
|
|
-10.7 |
% |
|
$ |
2,213.1 |
|
|
$ |
2,644.4 |
|
|
$ |
(431.3 |
) |
|
|
-16.3 |
% |
Cost of sales |
|
|
994.2 |
|
|
|
1,080.9 |
|
|
|
(86.7 |
) |
|
|
-8.0 |
% |
|
|
1,765.2 |
|
|
|
2,039.8 |
|
|
|
(274.6 |
) |
|
|
-13.5 |
% |
Gross income |
|
$ |
261.8 |
|
|
$ |
326.0 |
|
|
$ |
(64.2 |
) |
|
|
-19.7 |
% |
|
$ |
447.9 |
|
|
$ |
604.6 |
|
|
$ |
(156.7 |
) |
|
|
-25.9 |
% |
% of sales |
|
|
20.8 |
% |
|
|
23.2 |
% |
|
-240 bps |
|
|
|
|
|
|
20.2 |
% |
|
|
22.9 |
% |
|
-270 bps |
|
|
|
|
||||
Selling, general and administrative |
|
$ |
76.6 |
|
|
$ |
77.2 |
|
|
$ |
(0.6 |
) |
|
|
-0.8 |
% |
|
$ |
156.2 |
|
|
$ |
145.4 |
|
|
$ |
10.8 |
|
|
|
7.4 |
% |
Amortization of purchased intangibles |
|
|
3.6 |
|
|
|
2.3 |
|
|
|
1.3 |
|
|
|
56.5 |
% |
|
|
7.0 |
|
|
|
4.6 |
|
|
|
2.4 |
|
|
|
52.2 |
% |
Operating income |
|
$ |
181.6 |
|
|
$ |
246.5 |
|
|
$ |
(64.9 |
) |
|
|
-26.3 |
% |
|
$ |
284.7 |
|
|
$ |
454.6 |
|
|
$ |
(169.9 |
) |
|
|
-37.4 |
% |
% of sales |
|
|
14.5 |
% |
|
|
17.5 |
% |
|
-300 bps |
|
|
|
|
|
|
12.9 |
% |
|
|
17.2 |
% |
|
-430 bps |
|
|
|
|
||||
Second Quarter 2025 Compared to 2024
Access segment net sales decreased primarily due to the expiration of the agreement to produce Caterpillar-branded telehandlers, lower sales volumes in Europe, Africa and the Middle East and higher sales discounts ($35 million), offset in part by sales related to the acquisition of AUSA ($38 million).
The decrease in gross margin in the Access segment was primarily due to higher sales discounts (190 basis points) and lower absorption as a result of lower production (100 basis points), offset in part by improved customer mix (40 basis points).
The decrease in operating income in the Access segment was primarily due to the impact of lower gross margin associated with lower sales volume ($36 million) and higher sales discounts ($35 million), offset in part by favorable customer mix ($5 million).
First Six Months 2025 Compared to 2024
Access segment net sales decreased primarily as a result of lower organic sales volume ($457 million) as a result of softer market conditions and the expiration of the agreement to produce Caterpillar-branded telehandlers, as well as higher sales discounts ($50 million), offset in part by sales related to the acquisition of AUSA ($75 million).
35
Table of Contents
The decrease in gross margin in the Access segment was primarily due to higher sales discounts (160 basis points), lower absorption as a result of lower production (140 basis points), and higher engineering costs (60 basis points), offset in part by favorable sales mix (50 basis points).
The increase in selling, general and administrative expenses was primarily due to operating costs related to the acquisition of AUSA ($8 million).
The decrease in operating income in the Access segment was primarily due to the impact of lower gross margin associated with lower sales volume ($112 million), higher sales discounts ($50 million) and unfavorable manufacturing absorption ($18 million), offset in part by favorable customer mix ($17 million).
Vocational
The following table presents the Vocational segment results (in millions):
|
|
Second Quarter |
|
|
First Six Months |
|
||||||||||||||||||||||||||
|
|
2025 |
|
|
2024 |
|
|
Change |
|
|
% Change |
|
|
2025 |
|
|
2024 |
|
|
Change |
|
|
% Change |
|
||||||||
Net sales |
|
$ |
969.7 |
|
|
$ |
843.1 |
|
|
$ |
126.6 |
|
|
|
15.0 |
% |
|
$ |
1,836.5 |
|
|
$ |
1,615.5 |
|
|
$ |
221.0 |
|
|
|
13.7 |
% |
Cost of sales |
|
|
749.3 |
|
|
|
660.7 |
|
|
|
88.6 |
|
|
|
13.4 |
% |
|
|
1,423.1 |
|
|
|
1,282.6 |
|
|
|
140.5 |
|
|
|
11.0 |
% |
Gross income |
|
$ |
220.4 |
|
|
$ |
182.4 |
|
|
$ |
38.0 |
|
|
|
20.8 |
% |
|
$ |
413.4 |
|
|
$ |
332.9 |
|
|
$ |
80.5 |
|
|
|
24.2 |
% |
% of sales |
|
|
22.7 |
% |
|
|
21.6 |
% |
|
110 bps |
|
|
|
|
|
|
22.5 |
% |
|
|
20.6 |
% |
|
190 bps |
|
|
|
|
||||
Selling, general and administrative |
|
$ |
63.7 |
|
|
$ |
66.0 |
|
|
$ |
(2.3 |
) |
|
|
-3.5 |
% |
|
$ |
129.5 |
|
|
$ |
126.5 |
|
|
$ |
3.0 |
|
|
|
2.4 |
% |
Amortization of purchased intangibles |
|
|
9.4 |
|
|
|
9.9 |
|
|
|
(0.5 |
) |
|
|
-5.1 |
% |
|
|
18.8 |
|
|
|
19.8 |
|
|
|
(1.0 |
) |
|
|
-5.1 |
% |
Operating income |
|
$ |
147.3 |
|
|
$ |
106.5 |
|
|
$ |
40.8 |
|
|
|
38.3 |
% |
|
$ |
265.1 |
|
|
$ |
186.6 |
|
|
$ |
78.5 |
|
|
|
42.1 |
% |
% of sales |
|
|
15.2 |
% |
|
|
12.6 |
% |
|
260 bps |
|
|
|
|
|
|
14.4 |
% |
|
|
11.6 |
% |
|
280 bps |
|
|
|
|
||||
Second Quarter 2025 Compared to 2024
Vocational segment net sales increased due to higher sales volume ($81 million) as a result of increased production rates and improved pricing in response to higher input costs ($49 million).
The increase in gross margin in the Vocational segment was primarily attributable to improved pricing (360 basis points), offset in part by higher production costs (150 basis points), higher material costs (70 basis points) and increased litigation expense (30 basis points).
The increase in operating income in the Vocational segment was largely a result of improved pricing ($49 million) and the impact of higher gross margin associated with higher sales volume ($24 million), offset in part by higher production costs ($13 million), higher material costs ($8 million), higher warranty expense ($3 million), higher litigation expense ($3 million) and higher engineering costs ($3 million).
First Six Months 2025 Compared to 2024
Vocational segment net sales increased due to higher sales volume ($138 million) as a result of increased production rates and improved pricing in response to higher input costs ($86 million).
The increase in gross margin in the Vocational segment was primarily attributable to improved pricing (340 basis points), offset in part by higher material costs (60 basis points), increased warranty expense (30 basis points) and higher engineering costs (20 basis points).
The increase in operating income in the Vocational segment was largely a result of improved pricing ($86 million) and the impact of higher gross margin associated with higher sales volume ($39 million), offset in part by higher production costs ($16 million), higher material costs ($8 million), higher engineering costs ($8 million), higher warranty expense ($7 million) and costs to start-up a plant in Tennessee ($5 million).
36
Table of Contents
Transport
The following table presents the Transport segment results (in millions):
|
|
Second Quarter |
|
|
First Six Months |
|
||||||||||||||||||||||||||
|
|
2025 |
|
|
2024 |
|
|
Change |
|
|
% Change |
|
|
2025 |
|
|
2024 |
|
|
Change |
|
|
% Change |
|
||||||||
Net sales |
|
$ |
479.1 |
|
|
$ |
571.9 |
|
|
$ |
(92.8 |
) |
|
|
-16.2 |
% |
|
$ |
942.1 |
|
|
$ |
1,081.0 |
|
|
$ |
(138.9 |
) |
|
|
-12.8 |
% |
Cost of sales |
|
|
435.2 |
|
|
|
534.1 |
|
|
|
(98.9 |
) |
|
|
-18.5 |
% |
|
|
872.5 |
|
|
|
1,001.6 |
|
|
|
(129.1 |
) |
|
|
-12.9 |
% |
Gross income |
|
$ |
43.9 |
|
|
$ |
37.8 |
|
|
$ |
6.1 |
|
|
|
16.1 |
% |
|
$ |
69.6 |
|
|
$ |
79.4 |
|
|
$ |
(9.8 |
) |
|
|
-12.3 |
% |
% of sales |
|
|
9.2 |
% |
|
|
6.6 |
% |
|
260 bps |
|
|
|
|
|
|
7.4 |
% |
|
|
7.3 |
% |
|
10 bps |
|
|
|
|
||||
Selling, general and administrative |
|
$ |
26.1 |
|
|
$ |
25.9 |
|
|
$ |
0.2 |
|
|
|
0.8 |
% |
|
$ |
51.2 |
|
|
$ |
54.2 |
|
|
$ |
(3.0 |
) |
|
|
-5.5 |
% |
Operating income |
|
$ |
17.8 |
|
|
$ |
11.9 |
|
|
$ |
5.9 |
|
|
|
49.6 |
% |
|
$ |
18.4 |
|
|
$ |
25.2 |
|
|
$ |
(6.8 |
) |
|
|
-27.0 |
% |
% of sales |
|
|
3.7 |
% |
|
|
2.1 |
% |
|
160 bps |
|
|
|
|
|
|
2.0 |
% |
|
|
2.3 |
% |
|
-30 bps |
|
|
|
|
||||
Second Quarter 2025 Compared to 2024
Transport segment net sales decreased due to lower Joint Light Tactical Vehicles (JLTV) sales volume to the U.S. Department of Defense (DoD), offset in part by increased sales volume for the NGDV, which commenced in the second quarter of 2024, and improved international tactical wheeled vehicle sales volume.
The increase in gross margin in the Transport segment was primarily due to improved pricing (130 basis points), improved sales mix (70 basis points) and lower unfavorable cumulative catch-up adjustments on contracts (50 basis points).
The increase in operating income in the Transport segment was largely a result of improved pricing under the more recent Family of Heavy Tactical Vehicles (FHTV) contracts ($7 million), lower new product development costs ($5 million), lower unfavorable cumulative catch-up adjustments on contracts ($4 million) and improved sales mix ($3 million), offset in part by the impact of lower gross margin associated with lower sales volume ($13 million).
First Six Months 2025 Compared to 2024
Transport segment net sales decreased primarily due to lower JLTV sales volume to the DoD, offset in part by sales volume for the NGDV, which commenced in the second quarter of 2024, higher international tactical wheeled vehicle sales volume and higher FHTV sales volume.
The increase in gross margin in the Transport segment in the first six months of 2025 compared to the first six months of 2024 was primarily due to improved pricing (120 basis points), offset in part by higher warranty expense (60 basis points) and higher unfavorable cumulative catch-up adjustments on contracts (40 basis points).
The decrease in operating income in the Transport segment was largely a result of the impact of lower gross margin associated with lower sales volume ($22 million) and higher warranty expense ($4 million), offset in part by improved pricing ($13 million) and lower new product development costs ($10 million).
Corporate and other
The following table presents corporate and other results (in millions):
|
|
Second Quarter |
|
|
First Six Months |
|
||||||||||||||||||||||||||
|
|
2025 |
|
|
2024 |
|
|
Change |
|
|
% Change |
|
|
2025 |
|
|
2024 |
|
|
Change |
|
|
% Change |
|
||||||||
Net sales |
|
$ |
27.3 |
|
|
$ |
25.0 |
|
|
$ |
2.3 |
|
|
|
9.2 |
% |
|
$ |
53.2 |
|
|
$ |
49.8 |
|
|
$ |
3.4 |
|
|
|
6.8 |
% |
Cost of sales |
|
|
28.9 |
|
|
|
25.1 |
|
|
|
3.8 |
|
|
|
15.1 |
% |
|
|
59.7 |
|
|
|
50.6 |
|
|
|
9.1 |
|
|
|
18.0 |
% |
Gross income |
|
|
(1.6 |
) |
|
|
(0.1 |
) |
|
|
(1.5 |
) |
|
|
1500.0 |
% |
|
|
(6.5 |
) |
|
|
(0.8 |
) |
|
|
(5.7 |
) |
|
|
712.5 |
% |
Selling, general and administrative |
|
|
46.9 |
|
|
|
50.9 |
|
|
|
(4.0 |
) |
|
|
-7.9 |
% |
|
|
87.4 |
|
|
|
90.7 |
|
|
|
(3.3 |
) |
|
|
-3.6 |
% |
Amortization of purchased intangibles |
|
|
0.8 |
|
|
|
1.4 |
|
|
|
(0.6 |
) |
|
|
-42.9 |
% |
|
|
1.5 |
|
|
|
2.7 |
|
|
|
(1.2 |
) |
|
|
-44.4 |
% |
Intangible asset impairments |
|
|
5.7 |
|
|
|
51.6 |
|
|
|
(45.9 |
) |
|
|
-89.0 |
% |
|
|
5.7 |
|
|
|
51.6 |
|
|
|
(45.9 |
) |
|
|
-89.0 |
% |
Operating loss |
|
$ |
(55.0 |
) |
|
$ |
(104.0 |
) |
|
$ |
49.0 |
|
|
|
-47.1 |
% |
|
$ |
(101.1 |
) |
|
$ |
(145.8 |
) |
|
$ |
44.7 |
|
|
|
-30.7 |
% |
37
Table of Contents
Second Quarter 2025 Compared to 2024
Net operating costs for corporate and other decreased primarily due to lower intangible asset impairments ($46 million) at the Company's Pratt Miller business unit.
First Six Months 2025 Compared to 2024
Net operating costs for corporate and other decreased primarily due to lower intangible asset impairments ($46 million) at the Company's Pratt Miller business unit.
Liquidity and Capital Resources
The Company generates significant capital resources from operating activities, which is the expected primary source of funding for the Company. In addition to cash generated from operations, the Company had other sources of liquidity available at June 30, 2025, including $191.7 million of cash and cash equivalents and $1.12 billion of unused available capacity under the Revolving Credit Facility (as defined in "Liquidity"). Borrowings under the Revolving Credit Facility could, as discussed below, be limited by the financial covenants contained in the Credit Agreement (as defined in “Liquidity”). The Company was in compliance as of June 30, 2025 and expects to remain in compliance with the financial covenants contained in the Credit Agreement.
The Company continues to actively monitor its liquidity position and working capital needs and prioritizes capital expenditures related to capacity and strategic investments. The Company remains in a stable overall capital resources and liquidity position that the Company believes is adequate to meet its projected needs. In March 2025, to provide additional liquidity, the Company entered into a credit agreement with various lenders to borrow funds under a $500 million unsecured term loan, which matures in March 2027. The Company used the proceeds from the term loan to repay a portion of outstanding borrowings under the Revolving Credit Facility.
Financial Condition at June 30, 2025
The Company’s cash and cash equivalents and capitalization were as follows (in millions):
|
|
June 30, |
|
|
December 31, |
|
||
Cash and cash equivalents |
|
$ |
191.7 |
|
|
$ |
204.9 |
|
Total debt |
|
|
1,498.3 |
|
|
|
961.8 |
|
Total shareholders’ equity |
|
|
4,454.4 |
|
|
|
4,152.1 |
|
Total capitalization (debt plus equity) |
|
|
5,952.7 |
|
|
|
5,113.9 |
|
Debt to total capitalization |
|
|
25.2 |
% |
|
|
18.8 |
% |
The Company’s ratio of debt to total capitalization of 25.2% at June 30, 2025 remained within its targeted range. The increase in the debt to total capitalization ratio compared to December 31, 2024 was due to higher borrowings to fund seasonal working capital needs.
The Company’s goal is to maintain an investment-grade credit rating. The rating agencies periodically update the Company’s credit ratings as events or changes in economic conditions occur. At June 30, 2025, the long-term credit ratings assigned to the Company’s senior debt securities by the credit rating agencies engaged by the Company were as follows:
Rating Agency |
|
Rating |
Fitch Ratings |
|
BBB |
Moody’s Investor Services, Inc. |
|
Baa3 |
Standards & Poor’s |
|
BBB |
Consolidated days sales outstanding (defined as “Trade Receivables” at quarter end divided by “Net Sales” for the most recent quarter multiplied by 90 days) increased from 40 days at December 31, 2024 to 47 days at June 30, 2025. Days sales outstanding for segments other than the Transport segment increased from 44 days at December 31, 2024 to 52 days at June 30, 2025 primarily due to timing of cash receipts from customers in the Access segment at December 31, 2024. Consolidated
38
Table of Contents
inventory turns (defined as “Cost of Sales” on an annualized basis, divided by the average “Inventory” at the past five quarter end periods) decreased from 3.9 times at December 31, 2024 to 3.5 times at June 30, 2025 primarily due to increases in inventory levels in all three segments. Consolidated days payable outstanding (defined as “Accounts Payable” at quarter end divided by material costs of sales for the most recent quarter multiplied by 90 days) decreased from 65 days at December 31, 2024 to 56 days at June 30, 2025 due to timing of payments.
Cash Flows
Operating Cash Flows
Operating activities used $305.7 million of cash in the first six months of 2025 compared to $566.8 million of cash during the first six months of 2024. The decrease in cash used by operating activities was primarily due to lower tax payments, improved management of unbilled receivables and lower investments in deferred contract assets, offset in part by higher inventory levels. The first six months of 2025 included net cash tax payments of $148 million, which was down $178 million compared to the first six months of 2024 primarily due to higher taxable income in 2023 as a result of the timing of customer advances.
The Company increased its expectations of cash from operating activities in 2025 by $100 million to a range of $650 million to $750 million, primarily as a result of lower projected tax payments following the enactment of the OBBBA.
Investing Cash Flows
Investing activities used cash of $99.1 million in the first six months of 2025 compared to $149.3 million during the first six months of 2024. Through the first six months of 2025, the Company used $80.9 million for capital expenditures, a decrease of $58.7 million compared to the first six months of 2024 as the Company was investing in new facilities in South Carolina and Tennessee in 2024. The Company continues to expect that it will invest $250 million on capital expenditures in 2025 due to efforts to expand production capacity in the Vocational segment.
Financing Cash Flows
Financing activities provided cash of $379.4 million in the first six months of 2025 compared to $732.8 million during the first six months of 2024 primarily due to lower net borrowings. In the first six months of 2025, the Company repurchased 702,307 shares of its Common Stock at an aggregate cost of $68.7 million. In the first six months of 2024, the Company repurchased 464,193 shares of its Common Stock at an aggregate cost of $54.6 million. The Company plans to accelerate share repurchases in the second half of 2025. As of June 30, 2025, the Company had approximately 9.5 million shares of Common Stock remaining under its repurchase authorization.
Liquidity
Credit Agreements
In March 2022, the Company entered into a Third Amended and Restated Credit Agreement with various lenders (the “Credit Agreement”). The Credit Agreement, as amended, provides for an unsecured revolving credit facility (the “Revolving Credit Facility”) with a maximum aggregate availability of $1.55 billion that matures in March 2027. At June 30, 2025, borrowings under the Revolving Credit Facility of $397.0 million and specified outstanding letters of credit of $35.5 million reduced available capacity under the Revolving Credit Facility to $1.12 billion.
Under the Credit Agreement, the Company is obligated to pay (i) an unused commitment fee ranging from 0.080% to 0.225% per annum of the average daily unused portion of the aggregate revolving credit commitments under the Credit Agreement and (ii) a fee ranging from 0.438% to 1.500% per annum of the maximum amount available to be drawn for each letter of credit issued and outstanding under the Credit Agreement.
On March 31, 2025, the Company entered into a credit agreement with various lenders to borrow funds under a $500 million unsecured term loan (the “Term Loan”) that matures in March 2027. The Company used the proceeds from the Term Loan to repay a portion of outstanding borrowings under the Revolving Credit Facility.
39
Table of Contents
Covenant Compliance
The Term Loan and the Credit Agreement contain various restrictions and covenants, including a requirement that the Company maintain a leverage ratio at certain levels, subject to certain exceptions, restrictions on the ability of the Company and certain of its subsidiaries to consolidate or merge, create liens, incur additional subsidiary indebtedness and consummate acquisitions and a restriction on the disposition of all or substantially all of the assets of the Company and its subsidiaries taken as a whole. The Company was in compliance with the financial covenants as of June 30, 2025 and expects to be able to meet the financial covenants contained in its credit agreements over the next twelve months.
Senior Notes
In May 2018, the Company issued $300.0 million of 4.60% unsecured senior notes due May 15, 2028 (the “2028 Senior Notes”). In February 2020, the Company issued $300.0 million of 3.10% unsecured senior notes due March 1, 2030 (the “2030 Senior Notes”). The 2028 Senior Notes and the 2030 Senior Notes were issued pursuant to an indenture (the “Indenture”) between the Company and a trustee. The Indenture contains customary affirmative and negative covenants. The Company has the option to redeem the 2028 Senior Notes and the 2030 Senior Notes at any time for a premium.
Refer to Note 13 of the Notes to Condensed Consolidated Financial Statements for additional information regarding the Company’s debt as of June 30, 2025.
Critical Accounting Estimates
The Company’s disclosures of critical accounting estimates in its Annual Report on Form 10-K for the year ended December 31, 2024 have not materially changed since that report was filed.
New Accounting Pronouncements
See Note 2 of the Notes to Condensed Consolidated Financial Statements for a discussion of the impact of new accounting pronouncements.
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Customers and Backlog
Sales to the U.S. government comprised approximately 17% of the Company’s net sales in the first six months of 2025. No other single customer accounted for more than 10% of the Company’s net sales for this period. A substantial majority of the Company’s net sales are derived from the fulfillment of customer orders that are received prior to commencing production.
The Company’s backlog at June 30, 2025 decreased 7.4% to $14.23 billion compared to $15.37 billion at June 30, 2024. Access segment backlog decreased 63.6% to $1.19 billion at June 30, 2025 compared to $3.26 billion at June 30, 2024. The Company believes the decrease in backlog is primarily the result of the normalization of orders in connection with improved product availability as well as slowing demand in North America. Vocational segment backlog increased 10.4% to $6.27 billion at June 30, 2025 compared to $5.68 billion at June 30, 2024 due to strong demand for municipal fire apparatus and price increases. Unit backlog for municipal fire apparatus as of June 30, 2025 was up 4.4% compared to June 30, 2024. Unit backlog for refuse and recycling collection vehicles as of June 30, 2025 was down 26.3% compared to June 30, 2024. Transport segment backlog increased 5.1% to $6.71 billion at June 30, 2025 compared to $6.38 billion at June 30, 2024, due to the NGDV order received in the fourth quarter of 2024, offset in part by the completion of production under the Company's domestic JLTV contract.
Backlog represents the dollar amount of revenues that the Company anticipates from customer contracts that have been awarded and/or are in progress. Reported backlog includes the original contract amount and any contract modifications that have been agreed upon. Reported backlog excludes purchase options, orders for which definitive contracts have not been executed and any potential future contract modifications. Backlog is comprised of fixed and variable priced contracts that may be canceled, modified or otherwise changed in the future. As a result, backlog may not be indicative of future operating results. Backlog information and comparisons thereof as of different dates may not be accurate indicators of future sales or the ratio of the Company’s future sales. Approximately 71% of the Company’s June 30, 2025 backlog is not expected to be filled in 2025.
Non-GAAP Financial Measures
The Company is forecasting earnings per share excluding items that affect comparability. When the Company forecasts earnings per share, excluding items, this is considered a non-GAAP financial measure. The Company believes excluding the impact of these items is useful to investors to allow a more accurate comparison of the Company’s operating performance to prior year results. However, while forecasted adjusted earnings per share excludes amortization of purchased intangibles and intangible asset impairments, revenue and earnings of acquired companies are reflected in forecasted adjusted earnings per share and intangible assets contribute to the generation of revenue and earnings. Non-GAAP financial measures should be viewed in addition to, and not as an alternative for, the Company’s results or forecasts prepared in accordance with GAAP. The table below presents a reconciliation of the Company’s presented non-GAAP measure to the most directly comparable GAAP measure:
|
|
2025 Expectations |
|
|
Earnings per share-diluted (GAAP) |
|
$ |
10.25 |
|
Amortization of purchased intangibles, net of tax |
|
|
0.68 |
|
Intangible asset impairments, net of tax |
|
|
0.07 |
|
Adjusted earnings per share-diluted (non-GAAP) |
|
$ |
11.00 |
|
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ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
The Company’s quantitative and qualitative disclosures about market risk for changes in interest rates, commodity prices and foreign currency, which are incorporated by reference to Item 7A of the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, have not materially changed since that report was filed.
ITEM 4. CONTROLS AND PROCEDURES
Evaluation of Disclosure Controls and Procedures. In accordance with Rule 13a-15(b) of the Exchange Act, the Company’s management evaluated, with the participation of the Company’s President and Chief Executive Officer and Executive Vice President and Chief Financial Officer, the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as defined in Rule 13a-15(e) under the Exchange Act) as of June 30, 2025. Based upon their evaluation of these disclosure controls and procedures, the President and Chief Executive Officer and the Executive Vice President and Chief Financial Officer, concluded that the disclosure controls and procedures were effective as of June 30, 2025 to ensure that information required to be disclosed by the Company in the reports it files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time period specified in the Securities and Exchange Commission rules and forms, and to ensure that information required to be disclosed by the Company in the reports it files or submits under the Exchange Act is accumulated and communicated to the Company’s management, including its principal executive and principal financial officers, as appropriate, to allow timely decisions regarding required disclosure.
Changes in Internal Control over Financial Reporting. There were no changes in the Company’s internal control over financial reporting during the quarter ended June 30, 2025 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.
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PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
None.
ITEM 1A. RISK FACTORS
The Company’s financial position, results of operations and cash flows are subject to various risks, many of which are not exclusively within the Company’s control, which may cause actual performance to differ materially from historical or projected future performance. In addition to the other information set forth in this report, you should carefully consider the risk factors discussed in Item 1A. of our Annual Report on Form 10-K for the year ended December 31, 2024, which have not materially changed.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
Common Stock Repurchases
The following table sets forth information with respect to purchases of Common Stock made by the Company or on the Company’s behalf during the three months ended June 30, 2025:
Period |
|
Total Number of Shares |
|
|
Average Price |
|
|
Total Number of Shares |
|
|
Maximum Number of |
|
||||
April 1 - April 30 |
|
|
155,987 |
|
|
$ |
86.15 |
|
|
|
155,987 |
|
|
|
9,782,869 |
|
May 1 - May 31 |
|
|
140,728 |
|
|
|
95.50 |
|
|
|
140,728 |
|
|
|
9,642,141 |
|
June 1 - June 30 |
|
|
118,040 |
|
|
|
108.43 |
|
|
|
118,040 |
|
|
|
9,524,101 |
|
Total |
|
|
414,755 |
|
|
|
|
|
|
414,755 |
|
|
|
|
||
The Company intends to declare and pay dividends on a regular basis. However, the payment of future dividends is at the discretion of the Company’s Board of Directors and will depend upon, among other things, future earnings and cash flows, capital requirements, the Company’s general financial condition, general business conditions and other factors.
ITEM 4. MINE SAFETY DISCLOSURES
Not applicable.
ITEM 5. OTHER INFORMATION
(c) During the three months ended June 30, 2025, no director or Section 16 officer of the Company
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ITEM 6. EXHIBITS
Exhibit No. |
Description |
31.1 |
Certification by the President and Chief Executive Officer, pursuant to Section 302 of the Sarbanes-Oxley Act, dated August 1, 2025. |
|
|
31.2 |
Certification by the Executive Vice President and Chief Financial Officer, pursuant to Section 302 of the Sarbanes-Oxley Act, dated August 1, 2025. |
|
|
32.1 |
Written Statement of the President and Chief Executive Officer, pursuant to 18 U.S.C. §1350, dated August 1, 2025. |
|
|
32.2 |
Written Statement of the Executive Vice President and Chief Financial Officer, pursuant to 18 U.S.C. §1350, dated August 1, 2025. |
|
|
101.INS |
The instance document does not appear in the interactive data file because its XBRL (Extensible Business Reporting Language) tags are embedded within the Inline XBRL document. |
|
|
101.SCH |
Inline XBRL Taxonomy Extension Schema with Embedded Linkbase Documents |
|
|
104 |
Cover Page Interactive Data File (embedded within the Inline XBRL document). |
* Denotes a management contract or compensatory plan or arrangement.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
|
|
OSHKOSH CORPORATION |
|
|
|
|
|
|
August 1, 2025 |
By |
/s/ John C. Pfeifer |
|
|
John C. Pfeifer, President and Chief Executive Officer |
|
|
|
|
|
|
August 1, 2025 |
By |
/s/ Matthew A. Field |
|
|
Matthew A. Field, Executive Vice President and Chief Financial Officer |
|
|
|
|
|
|
August 1, 2025 |
By |
/s/ James C. Freeders |
|
|
James C. Freeders, Senior Vice President Finance and Controller |
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FAQ
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