[10-Q] Watts Water Technologies, Inc. Quarterly Earnings Report
Watts Water Technologies (WTS) delivered solid Q2-25 results. Net sales rose 7.8% YoY to $643.7 m, driven by 11% growth in the Americas and stable demand in Europe; APMEA declined slightly. Gross profit climbed 14% to $325.9 m, lifting gross margin 260 bp to 50.7%. Operating income advanced 21% to $135.3 m despite $3.4 m of restructuring costs, while net income increased 23% to $100.9 m. Diluted EPS reached $3.01 versus $2.44. For the first six months, revenue grew 2.9% to $1.20 bn and EPS improved 13% to $5.22.
Cash & balance sheet remain strong. Cash and equivalents stand at $369.3 m vs. $386.9 m at FY-24, supporting $197.3 m of long-term debt (net cash position). Operating cash flow was $124.9 m (-5% YoY) as higher receivables and inventory offset earnings gains. Equity rose to $1.89 bn, aided by $174.9 m year-to-date profit and foreign currency translation gains that cut accumulated OCI loss to $(128.2) m.
Strategic activity. The company closed two U.S. water-quality acquisitions: I-CON Systems ($70.7 m) and EasyWater (undisclosed, immaterial), adding $52 m of goodwill and $25 m of intangibles. Restructuring charges total $20.7 m YTD, primarily 鈥淔rance Actions 2025.鈥� A quarterly dividend of $0.52/share (up from $0.43) was declared, and $7.9 m of stock was repurchased. Management cites ongoing investment in connected, high-value water solutions and expects benefits from recent deals and cost actions.
Watts Water Technologies (WTS) ha registrato risultati solidi nel secondo trimestre del 2025. Le vendite nette sono aumentate del 7,8% su base annua, raggiungendo 643,7 milioni di dollari, trainate da una crescita dell'11% nelle Americhe e da una domanda stabile in Europa; l'APMEA ha registrato un leggero calo. Il profitto lordo 猫 salito del 14% a 325,9 milioni di dollari, portando il margine lordo a 50,7%, in aumento di 260 punti base. L'utile operativo 猫 cresciuto del 21% a 135,3 milioni di dollari nonostante 3,4 milioni di dollari di costi di ristrutturazione, mentre l'utile netto 猫 aumentato del 23% a 100,9 milioni di dollari. L'EPS diluito ha raggiunto 3,01 dollari rispetto a 2,44 dollari. Nei primi sei mesi, i ricavi sono cresciuti del 2,9% a 1,20 miliardi di dollari e l'EPS 猫 migliorato del 13% a 5,22 dollari.
Liquidit脿 e bilancio rimangono solidi. La liquidit脿 e le equivalenze ammontano a 369,3 milioni di dollari rispetto a 386,9 milioni di dollari a fine esercizio 2024, sostenendo un debito a lungo termine di 197,3 milioni di dollari (posizione netta di cassa). Il flusso di cassa operativo 猫 stato di 124,9 milioni di dollari (-5% su base annua), poich茅 l'aumento dei crediti e delle scorte ha compensato i guadagni di utile. Il patrimonio netto 猫 salito a 1,89 miliardi di dollari, supportato da un utile da inizio anno di 174,9 milioni di dollari e da guadagni di traduzione valutaria che hanno ridotto la perdita accumulata in OCI a -128,2 milioni di dollari.
Attivit脿 strategiche. L'azienda ha concluso due acquisizioni nel settore della qualit脿 dell'acqua negli Stati Uniti: I-CON Systems (70,7 milioni di dollari) e EasyWater (importo non divulgato, irrilevante), aggiungendo 52 milioni di dollari di avviamento e 25 milioni di dollari di attivit脿 immateriali. Le spese di ristrutturazione ammontano a 20,7 milioni di dollari da inizio anno, principalmente legate al progetto 鈥淔rance Actions 2025鈥�. 脠 stato dichiarato un dividendo trimestrale di 0,52 dollari per azione (in aumento da 0,43), e sono state riacquistate azioni per 7,9 milioni di dollari. Il management sottolinea l鈥檌nvestimento continuo in soluzioni idriche connesse e ad alto valore e prevede benefici dalle recenti operazioni e dalle azioni di contenimento dei costi.
Watts Water Technologies (WTS) present贸 resultados s贸lidos en el segundo trimestre de 2025. Las ventas netas aumentaron un 7,8% interanual hasta 643,7 millones de d贸lares, impulsadas por un crecimiento del 11% en las Am茅ricas y una demanda estable en Europa; APMEA mostr贸 una ligera disminuci贸n. El beneficio bruto subi贸 un 14% hasta 325,9 millones de d贸lares, elevando el margen bruto 260 puntos b谩sicos hasta el 50,7%. El ingreso operativo avanz贸 un 21% hasta 135,3 millones de d贸lares a pesar de 3,4 millones en costos de reestructuraci贸n, mientras que el ingreso neto creci贸 un 23% hasta 100,9 millones de d贸lares. El BPA diluido alcanz贸 3,01 d贸lares frente a 2,44 d贸lares. En los primeros seis meses, los ingresos crecieron un 2,9% hasta 1,20 mil millones de d贸lares y el BPA mejor贸 un 13% hasta 5,22 d贸lares.
La liquidez y el balance permanecen s贸lidos. El efectivo y equivalentes se sit煤an en 369,3 millones de d贸lares frente a 386,9 millones al cierre del ejercicio 2024, respaldando una deuda a largo plazo de 197,3 millones (posici贸n neta de efectivo). El flujo de caja operativo fue de 124,9 millones (-5% interanual), ya que el aumento de cuentas por cobrar e inventario contrarrest贸 las ganancias de utilidades. El patrimonio neto aument贸 a 1,89 mil millones, impulsado por una ganancia acumulada en el a帽o de 174,9 millones y ganancias por traducci贸n de moneda extranjera que redujeron la p茅rdida acumulada en OCI a -128,2 millones.
Actividad estrat茅gica. La compa帽铆a cerr贸 dos adquisiciones en calidad de agua en EE.UU.: I-CON Systems (70,7 millones) y EasyWater (no divulgado, insignificante), sumando 52 millones en plusval铆a y 25 millones en intangibles. Los cargos por reestructuraci贸n totalizan 20,7 millones en el a帽o, principalmente por 鈥淔rance Actions 2025鈥�. Se declar贸 un dividendo trimestral de 0,52 d贸lares por acci贸n (subiendo desde 0,43) y se recompraron acciones por 7,9 millones. La direcci贸n destaca la continua inversi贸n en soluciones de agua conectadas y de alto valor, y espera beneficios de los acuerdos recientes y las medidas de reducci贸n de costos.
Watts Water Technologies(WTS)電� 2025雲� 2攵勱赴鞐� 瓴碃頃� 鞁れ爜鞚� 氚滍憸頄堨姷雼堧嫟. 靾滊Г於滌潃 鞝勲厔 雽�牍� 7.8% 歃濌皜頃� 6鞏� 4,370毵� 雼煬搿�, 氙胳＜ 歆�鞐棎靹� 11% 靹膘灔頃橁碃 鞙犽熃鞐愳劀電� 鞎堨爼鞝侅澑 靾橃殧毳� 氤挫榾鞙茧┌, APMEA 歆�鞐潃 靻岉彮 臧愳唽頄堨姷雼堧嫟. 齑濎澊鞚奠潃 14% 歃濌皜頃� 3鞏� 2,590毵� 雼煬搿�, 齑濎澊鞚惦鞚� 260bp 靸侅姽頃� 50.7%毳� 旮半頄堨姷雼堧嫟. 鞓侅梾鞚挫澋鞚� 340毵� 雼煬鞚� 甑“臁办爼 牍勳毄鞐愲弰 攵堦惮頃橁碃 21% 歃濌皜頃� 1鞏� 3,530毵� 雼煬鞓�鞙茧┌, 靾滌澊鞚奠潃 23% 歃濌皜頃� 1鞏� 90毵� 雼煬毳� 旮半頄堨姷雼堧嫟. 頋劃 欤茧嫻靾滌澊鞚�(EPS)鞚� 2.44雼煬鞐愳劀 3.01雼煬搿� 靸侅姽頄堨姷雼堧嫟. 靸侂皹旮� 毵れ稖鞚� 2.9% 歃濌皜頃� 12鞏� 雼煬, EPS電� 13% 歃濌皜頃� 5.22雼煬毳� 旮半頄堨姷雼堧嫟.
順勱笀 氚� 鞛 靸來儨電� 瓴碃頃╇媹雼�. 順勱笀 氚� 順勱笀靹� 鞛愳偘鞚� 2024 須岅硠鞐半弰 毵愳潣 3鞏� 8,690毵� 雼煬鞐愳劀 3鞏� 6,930毵� 雼煬搿� 鞙犾霅橃柎 鞛リ赴 攵�毂� 1鞏� 9,730毵� 雼煬毳� 歆�鞗愴晿氅� 靾滍槃旮� 靸來儨毳� 鞙犾頃橁碃 鞛堨姷雼堧嫟. 鞓侅梾 順勱笀 頋愲鞚� 毵れ稖毂勱秾瓿� 鞛碃 歃濌皜搿� 鞚疙暣 鞝勲厔 雽�牍� 5% 臧愳唽頃� 1鞏� 2,490毵� 雼煬鞓�鞀惦媹雼�. 鞛愲掣鞚� 17鞏� 8,900毵� 雼煬搿� 歃濌皜頄堨溂氅�, 鞐办磮攵�韯办潣 鞚挫澋 1鞏� 7,490毵� 雼煬鞕� 鞕疙檾 頇橃偘 鞚挫澋 雿曤秳鞐� 雸勳爜 旮绊儉韽磩靻愳澋(OCI) 靻愳嫟鞚� 1鞏� 2,820毵� 雼煬搿� 臧愳唽頄堨姷雼堧嫟.
鞝勲灥鞝� 頇滊彊. 須岇偓電� 氙戈淡 雮� 靾橃 甏�霠� 霊� 瓯挫潣 鞚胳垬毳� 鞕勲頄堨姷雼堧嫟: I-CON Systems(7,070毵� 雼煬)鞕� EasyWater(旮堨暋 氙戈车臧�, 氙鸽頃�)搿�, 鞓侅梾甓� 5,200毵� 雼煬鞕� 氍错槙鞛愳偘 2,500毵� 雼煬臧� 於旉皜霅橃棃鞀惦媹雼�. 甑“臁办爼 牍勳毄鞚� 鞐办磮攵�韯� 齑� 2,070毵� 雼煬鞚措┌, 欤茧 'France Actions 2025' 頂勲鞝濏姼 甏�霠瀰雼堧嫟. 攵勱赴 氚半嫻旮堨潃 欤茧嫻 0.52雼煬搿� 鞚挫爠 0.43雼煬鞐愳劀 鞚胳儊霅橃棃鞙茧┌, 790毵� 雼煬 攴滊鞚� 鞛愳偓欤� 毵れ瀰霃� 鞚措（鞏挫鞀惦媹雼�. 瓴届榿歆勳潃 鞐瓣舶霅� 瓿犽秬臧�臧�旃� 靾橃矘毽� 靻旊（靺橃棎 歆�靻嶌爜鞙茧 韴瀽頃橁碃 鞛堨溂氅�, 斓滉芳 瓯半灅鞕� 牍勳毄 鞝堦皭 臁办箻鞐愳劀 鞚挫澋鞚� 旮半寑霅滊嫟瓿� 氚濏様鞀惦媹雼�.
Watts Water Technologies (WTS) a pr茅sent茅 des r茅sultats solides au deuxi猫me trimestre 2025. Le chiffre d'affaires net a augment茅 de 7,8 % en glissement annuel pour atteindre 643,7 millions de dollars, port茅 par une croissance de 11 % en Am茅riques et une demande stable en Europe ; la r茅gion APMEA a l茅g猫rement diminu茅. Le b茅n茅fice brut a progress茅 de 14 % 脿 325,9 millions de dollars, faisant grimper la marge brute de 260 points de base 脿 50,7 %. Le r茅sultat op茅rationnel a augment茅 de 21 % 脿 135,3 millions de dollars malgr茅 3,4 millions de dollars de co没ts de restructuration, tandis que le b茅n茅fice net a progress茅 de 23 % 脿 100,9 millions de dollars. Le BPA dilu茅 a atteint 3,01 $ contre 2,44 $. Sur les six premiers mois, le chiffre d'affaires a augment茅 de 2,9 % 脿 1,20 milliard de dollars et le BPA s'est am茅lior茅 de 13 % 脿 5,22 $.
La tr茅sorerie et le bilan restent solides. La tr茅sorerie et les 茅quivalents s'茅l猫vent 脿 369,3 millions de dollars contre 386,9 millions 脿 la fin de l'exercice 2024, soutenant une dette 脿 long terme de 197,3 millions de dollars (position nette de tr茅sorerie). Les flux de tr茅sorerie op茅rationnels ont atteint 124,9 millions de dollars (-5 % en glissement annuel), les augmentations des cr茅ances clients et des stocks compensant les gains de b茅n茅fices. Les capitaux propres ont augment茅 脿 1,89 milliard de dollars, aid茅s par un b茅n茅fice cumul茅 de 174,9 millions de dollars depuis le d茅but de l'ann茅e et des gains de conversion de devises qui ont r茅duit la perte OCI cumul茅e 脿 -128,2 millions de dollars.
Activit茅 strat茅gique. L'entreprise a finalis茅 deux acquisitions dans le secteur de la qualit茅 de l'eau aux 脡tats-Unis : I-CON Systems (70,7 millions de dollars) et EasyWater (montant non divulgu茅, peu significatif), ajoutant 52 millions de dollars de goodwill et 25 millions de dollars d'actifs incorporels. Les charges de restructuration totalisent 20,7 millions de dollars depuis le d茅but de l'ann茅e, principalement li茅es 脿 芦 France Actions 2025 禄. Un dividende trimestriel de 0,52 $ par action (en hausse par rapport 脿 0,43 $) a 茅t茅 d茅clar茅, et 7,9 millions de dollars d'actions ont 茅t茅 rachet茅s. La direction souligne l'investissement continu dans des solutions d'eau connect茅es et 脿 forte valeur ajout茅e et anticipe des b茅n茅fices issus des r茅centes acquisitions et des mesures de r茅duction des co没ts.
Watts Water Technologies (WTS) erzielte solide Ergebnisse im zweiten Quartal 2025. Der Nettoumsatz stieg im Jahresvergleich um 7,8 % auf 643,7 Mio. USD, angetrieben durch ein Wachstum von 11 % in Amerika und stabile Nachfrage in Europa; APMEA verzeichnete einen leichten R眉ckgang. Der Bruttogewinn stieg um 14 % auf 325,9 Mio. USD, wodurch die Bruttomarge um 260 Basispunkte auf 50,7 % anstieg. Das Betriebsergebnis verbesserte sich um 21 % auf 135,3 Mio. USD trotz Restrukturierungskosten von 3,4 Mio. USD, w盲hrend der Nettogewinn um 23 % auf 100,9 Mio. USD zunahm. Das verw盲sserte Ergebnis je Aktie (EPS) erreichte 3,01 USD gegen眉ber 2,44 USD. F眉r die ersten sechs Monate stiegen die Ums盲tze um 2,9 % auf 1,20 Mrd. USD, und das EPS verbesserte sich um 13 % auf 5,22 USD.
Barmittel und Bilanz bleiben stark. Zahlungsmittel und Zahlungsmittel盲quivalente liegen bei 369,3 Mio. USD gegen眉ber 386,9 Mio. USD zum Gesch盲ftsjahresende 2024 und unterst眉tzen eine langfristige Verschuldung von 197,3 Mio. USD (Netto-Cash-Position). Der operative Cashflow betrug 124,9 Mio. USD (-5 % im Jahresvergleich), da h枚here Forderungen und Inventar die Gewinnsteigerungen ausglichen. Das Eigenkapital stieg auf 1,89 Mrd. USD, gest眉tzt durch einen Gewinn von 174,9 Mio. USD seit Jahresbeginn und W盲hrungsumrechnungsgewinne, die den kumulierten OCI-Verlust auf -128,2 Mio. USD reduzierten.
Strategische Aktivit盲ten. Das Unternehmen schloss zwei US-Wasserqualit盲ts眉bernahmen ab: I-CON Systems (70,7 Mio. USD) und EasyWater (nicht offengelegt, unbedeutend), wodurch 52 Mio. USD an Firmenwert und 25 Mio. USD an immateriellen Verm枚genswerten hinzukamen. Die Restrukturierungskosten betragen im laufenden Jahr insgesamt 20,7 Mio. USD, haupts盲chlich im Zusammenhang mit 鈥濬rance Actions 2025鈥�. Eine viertelj盲hrliche Dividende von 0,52 USD pro Aktie (vorher 0,43 USD) wurde angek眉ndigt, und Aktien im Wert von 7,9 Mio. USD wurden zur眉ckgekauft. Das Management verweist auf fortlaufende Investitionen in vernetzte, hochwertige Wasserl枚sungen und erwartet Vorteile aus den j眉ngsten 脺bernahmen und Kostensenkungsma脽nahmen.
- Revenue growth of 7.8% YoY in Q2 and 2.9% YTD, outpacing many industrial peers.
- Gross margin expanded 260 bp to 50.7%, indicating strong pricing and mix.
- EPS climbed 23% YoY to $3.01, reflecting operating leverage.
- Net cash position with $369 m cash vs. $197 m debt supports capital returns and M&A.
- Accretive acquisitions of I-CON and EasyWater expand smart water portfolio.
- Operating cash flow fell 5% YoY as working-capital needs rose.
- Inventories up 14% and receivables up 33% vs. FY-24, pressuring cash conversion.
- Restructuring charges $20.7 m YTD linked to France program impact near-term earnings.
- SG&A increased 8%, slightly faster than revenue ex-restructuring.
- Accumulated OCI remains a $128 m loss despite recent improvement.
Insights
TL;DR: Results beat on revenue & margins; cash solid; modest negatives in working capital and restructuring.
Q2 showed impressive operating leverage鈥攇ross margin above 50% and SG&A control produced 21% EBIT growth. EPS of $3.01 easily outpaces 2024鈥檚 $2.44 despite restructuring. Year-to-date acquisitions broaden IoT water-management exposure; intangibles are deductible for tax, enhancing cash yield. Net cash remains positive, supporting dividend growth and buybacks. Watch inventory (+14%) and receivables (+33%) which suppressed free cash flow; sustained improvement is key for multiple expansion.
TL;DR: Rising inventories and France restructuring elevate execution risk despite healthy fundamentals.
Inventory build of $56 m and AR spike signal potential demand-forecast risk if macro slows. France program cost $19 m YTD, with possible further charges. Currency remains a swing factor; OCI gains help now but could reverse. Debt level is modest, yet any large acquisition could pressure leverage. Overall risk profile remains manageable but merits monitoring.
Watts Water Technologies (WTS) ha registrato risultati solidi nel secondo trimestre del 2025. Le vendite nette sono aumentate del 7,8% su base annua, raggiungendo 643,7 milioni di dollari, trainate da una crescita dell'11% nelle Americhe e da una domanda stabile in Europa; l'APMEA ha registrato un leggero calo. Il profitto lordo 猫 salito del 14% a 325,9 milioni di dollari, portando il margine lordo a 50,7%, in aumento di 260 punti base. L'utile operativo 猫 cresciuto del 21% a 135,3 milioni di dollari nonostante 3,4 milioni di dollari di costi di ristrutturazione, mentre l'utile netto 猫 aumentato del 23% a 100,9 milioni di dollari. L'EPS diluito ha raggiunto 3,01 dollari rispetto a 2,44 dollari. Nei primi sei mesi, i ricavi sono cresciuti del 2,9% a 1,20 miliardi di dollari e l'EPS 猫 migliorato del 13% a 5,22 dollari.
Liquidit脿 e bilancio rimangono solidi. La liquidit脿 e le equivalenze ammontano a 369,3 milioni di dollari rispetto a 386,9 milioni di dollari a fine esercizio 2024, sostenendo un debito a lungo termine di 197,3 milioni di dollari (posizione netta di cassa). Il flusso di cassa operativo 猫 stato di 124,9 milioni di dollari (-5% su base annua), poich茅 l'aumento dei crediti e delle scorte ha compensato i guadagni di utile. Il patrimonio netto 猫 salito a 1,89 miliardi di dollari, supportato da un utile da inizio anno di 174,9 milioni di dollari e da guadagni di traduzione valutaria che hanno ridotto la perdita accumulata in OCI a -128,2 milioni di dollari.
Attivit脿 strategiche. L'azienda ha concluso due acquisizioni nel settore della qualit脿 dell'acqua negli Stati Uniti: I-CON Systems (70,7 milioni di dollari) e EasyWater (importo non divulgato, irrilevante), aggiungendo 52 milioni di dollari di avviamento e 25 milioni di dollari di attivit脿 immateriali. Le spese di ristrutturazione ammontano a 20,7 milioni di dollari da inizio anno, principalmente legate al progetto 鈥淔rance Actions 2025鈥�. 脠 stato dichiarato un dividendo trimestrale di 0,52 dollari per azione (in aumento da 0,43), e sono state riacquistate azioni per 7,9 milioni di dollari. Il management sottolinea l鈥檌nvestimento continuo in soluzioni idriche connesse e ad alto valore e prevede benefici dalle recenti operazioni e dalle azioni di contenimento dei costi.
Watts Water Technologies (WTS) present贸 resultados s贸lidos en el segundo trimestre de 2025. Las ventas netas aumentaron un 7,8% interanual hasta 643,7 millones de d贸lares, impulsadas por un crecimiento del 11% en las Am茅ricas y una demanda estable en Europa; APMEA mostr贸 una ligera disminuci贸n. El beneficio bruto subi贸 un 14% hasta 325,9 millones de d贸lares, elevando el margen bruto 260 puntos b谩sicos hasta el 50,7%. El ingreso operativo avanz贸 un 21% hasta 135,3 millones de d贸lares a pesar de 3,4 millones en costos de reestructuraci贸n, mientras que el ingreso neto creci贸 un 23% hasta 100,9 millones de d贸lares. El BPA diluido alcanz贸 3,01 d贸lares frente a 2,44 d贸lares. En los primeros seis meses, los ingresos crecieron un 2,9% hasta 1,20 mil millones de d贸lares y el BPA mejor贸 un 13% hasta 5,22 d贸lares.
La liquidez y el balance permanecen s贸lidos. El efectivo y equivalentes se sit煤an en 369,3 millones de d贸lares frente a 386,9 millones al cierre del ejercicio 2024, respaldando una deuda a largo plazo de 197,3 millones (posici贸n neta de efectivo). El flujo de caja operativo fue de 124,9 millones (-5% interanual), ya que el aumento de cuentas por cobrar e inventario contrarrest贸 las ganancias de utilidades. El patrimonio neto aument贸 a 1,89 mil millones, impulsado por una ganancia acumulada en el a帽o de 174,9 millones y ganancias por traducci贸n de moneda extranjera que redujeron la p茅rdida acumulada en OCI a -128,2 millones.
Actividad estrat茅gica. La compa帽铆a cerr贸 dos adquisiciones en calidad de agua en EE.UU.: I-CON Systems (70,7 millones) y EasyWater (no divulgado, insignificante), sumando 52 millones en plusval铆a y 25 millones en intangibles. Los cargos por reestructuraci贸n totalizan 20,7 millones en el a帽o, principalmente por 鈥淔rance Actions 2025鈥�. Se declar贸 un dividendo trimestral de 0,52 d贸lares por acci贸n (subiendo desde 0,43) y se recompraron acciones por 7,9 millones. La direcci贸n destaca la continua inversi贸n en soluciones de agua conectadas y de alto valor, y espera beneficios de los acuerdos recientes y las medidas de reducci贸n de costos.
Watts Water Technologies(WTS)電� 2025雲� 2攵勱赴鞐� 瓴碃頃� 鞁れ爜鞚� 氚滍憸頄堨姷雼堧嫟. 靾滊Г於滌潃 鞝勲厔 雽�牍� 7.8% 歃濌皜頃� 6鞏� 4,370毵� 雼煬搿�, 氙胳＜ 歆�鞐棎靹� 11% 靹膘灔頃橁碃 鞙犽熃鞐愳劀電� 鞎堨爼鞝侅澑 靾橃殧毳� 氤挫榾鞙茧┌, APMEA 歆�鞐潃 靻岉彮 臧愳唽頄堨姷雼堧嫟. 齑濎澊鞚奠潃 14% 歃濌皜頃� 3鞏� 2,590毵� 雼煬搿�, 齑濎澊鞚惦鞚� 260bp 靸侅姽頃� 50.7%毳� 旮半頄堨姷雼堧嫟. 鞓侅梾鞚挫澋鞚� 340毵� 雼煬鞚� 甑“臁办爼 牍勳毄鞐愲弰 攵堦惮頃橁碃 21% 歃濌皜頃� 1鞏� 3,530毵� 雼煬鞓�鞙茧┌, 靾滌澊鞚奠潃 23% 歃濌皜頃� 1鞏� 90毵� 雼煬毳� 旮半頄堨姷雼堧嫟. 頋劃 欤茧嫻靾滌澊鞚�(EPS)鞚� 2.44雼煬鞐愳劀 3.01雼煬搿� 靸侅姽頄堨姷雼堧嫟. 靸侂皹旮� 毵れ稖鞚� 2.9% 歃濌皜頃� 12鞏� 雼煬, EPS電� 13% 歃濌皜頃� 5.22雼煬毳� 旮半頄堨姷雼堧嫟.
順勱笀 氚� 鞛 靸來儨電� 瓴碃頃╇媹雼�. 順勱笀 氚� 順勱笀靹� 鞛愳偘鞚� 2024 須岅硠鞐半弰 毵愳潣 3鞏� 8,690毵� 雼煬鞐愳劀 3鞏� 6,930毵� 雼煬搿� 鞙犾霅橃柎 鞛リ赴 攵�毂� 1鞏� 9,730毵� 雼煬毳� 歆�鞗愴晿氅� 靾滍槃旮� 靸來儨毳� 鞙犾頃橁碃 鞛堨姷雼堧嫟. 鞓侅梾 順勱笀 頋愲鞚� 毵れ稖毂勱秾瓿� 鞛碃 歃濌皜搿� 鞚疙暣 鞝勲厔 雽�牍� 5% 臧愳唽頃� 1鞏� 2,490毵� 雼煬鞓�鞀惦媹雼�. 鞛愲掣鞚� 17鞏� 8,900毵� 雼煬搿� 歃濌皜頄堨溂氅�, 鞐办磮攵�韯办潣 鞚挫澋 1鞏� 7,490毵� 雼煬鞕� 鞕疙檾 頇橃偘 鞚挫澋 雿曤秳鞐� 雸勳爜 旮绊儉韽磩靻愳澋(OCI) 靻愳嫟鞚� 1鞏� 2,820毵� 雼煬搿� 臧愳唽頄堨姷雼堧嫟.
鞝勲灥鞝� 頇滊彊. 須岇偓電� 氙戈淡 雮� 靾橃 甏�霠� 霊� 瓯挫潣 鞚胳垬毳� 鞕勲頄堨姷雼堧嫟: I-CON Systems(7,070毵� 雼煬)鞕� EasyWater(旮堨暋 氙戈车臧�, 氙鸽頃�)搿�, 鞓侅梾甓� 5,200毵� 雼煬鞕� 氍错槙鞛愳偘 2,500毵� 雼煬臧� 於旉皜霅橃棃鞀惦媹雼�. 甑“臁办爼 牍勳毄鞚� 鞐办磮攵�韯� 齑� 2,070毵� 雼煬鞚措┌, 欤茧 'France Actions 2025' 頂勲鞝濏姼 甏�霠瀰雼堧嫟. 攵勱赴 氚半嫻旮堨潃 欤茧嫻 0.52雼煬搿� 鞚挫爠 0.43雼煬鞐愳劀 鞚胳儊霅橃棃鞙茧┌, 790毵� 雼煬 攴滊鞚� 鞛愳偓欤� 毵れ瀰霃� 鞚措（鞏挫鞀惦媹雼�. 瓴届榿歆勳潃 鞐瓣舶霅� 瓿犽秬臧�臧�旃� 靾橃矘毽� 靻旊（靺橃棎 歆�靻嶌爜鞙茧 韴瀽頃橁碃 鞛堨溂氅�, 斓滉芳 瓯半灅鞕� 牍勳毄 鞝堦皭 臁办箻鞐愳劀 鞚挫澋鞚� 旮半寑霅滊嫟瓿� 氚濏様鞀惦媹雼�.
Watts Water Technologies (WTS) a pr茅sent茅 des r茅sultats solides au deuxi猫me trimestre 2025. Le chiffre d'affaires net a augment茅 de 7,8 % en glissement annuel pour atteindre 643,7 millions de dollars, port茅 par une croissance de 11 % en Am茅riques et une demande stable en Europe ; la r茅gion APMEA a l茅g猫rement diminu茅. Le b茅n茅fice brut a progress茅 de 14 % 脿 325,9 millions de dollars, faisant grimper la marge brute de 260 points de base 脿 50,7 %. Le r茅sultat op茅rationnel a augment茅 de 21 % 脿 135,3 millions de dollars malgr茅 3,4 millions de dollars de co没ts de restructuration, tandis que le b茅n茅fice net a progress茅 de 23 % 脿 100,9 millions de dollars. Le BPA dilu茅 a atteint 3,01 $ contre 2,44 $. Sur les six premiers mois, le chiffre d'affaires a augment茅 de 2,9 % 脿 1,20 milliard de dollars et le BPA s'est am茅lior茅 de 13 % 脿 5,22 $.
La tr茅sorerie et le bilan restent solides. La tr茅sorerie et les 茅quivalents s'茅l猫vent 脿 369,3 millions de dollars contre 386,9 millions 脿 la fin de l'exercice 2024, soutenant une dette 脿 long terme de 197,3 millions de dollars (position nette de tr茅sorerie). Les flux de tr茅sorerie op茅rationnels ont atteint 124,9 millions de dollars (-5 % en glissement annuel), les augmentations des cr茅ances clients et des stocks compensant les gains de b茅n茅fices. Les capitaux propres ont augment茅 脿 1,89 milliard de dollars, aid茅s par un b茅n茅fice cumul茅 de 174,9 millions de dollars depuis le d茅but de l'ann茅e et des gains de conversion de devises qui ont r茅duit la perte OCI cumul茅e 脿 -128,2 millions de dollars.
Activit茅 strat茅gique. L'entreprise a finalis茅 deux acquisitions dans le secteur de la qualit茅 de l'eau aux 脡tats-Unis : I-CON Systems (70,7 millions de dollars) et EasyWater (montant non divulgu茅, peu significatif), ajoutant 52 millions de dollars de goodwill et 25 millions de dollars d'actifs incorporels. Les charges de restructuration totalisent 20,7 millions de dollars depuis le d茅but de l'ann茅e, principalement li茅es 脿 芦 France Actions 2025 禄. Un dividende trimestriel de 0,52 $ par action (en hausse par rapport 脿 0,43 $) a 茅t茅 d茅clar茅, et 7,9 millions de dollars d'actions ont 茅t茅 rachet茅s. La direction souligne l'investissement continu dans des solutions d'eau connect茅es et 脿 forte valeur ajout茅e et anticipe des b茅n茅fices issus des r茅centes acquisitions et des mesures de r茅duction des co没ts.
Watts Water Technologies (WTS) erzielte solide Ergebnisse im zweiten Quartal 2025. Der Nettoumsatz stieg im Jahresvergleich um 7,8 % auf 643,7 Mio. USD, angetrieben durch ein Wachstum von 11 % in Amerika und stabile Nachfrage in Europa; APMEA verzeichnete einen leichten R眉ckgang. Der Bruttogewinn stieg um 14 % auf 325,9 Mio. USD, wodurch die Bruttomarge um 260 Basispunkte auf 50,7 % anstieg. Das Betriebsergebnis verbesserte sich um 21 % auf 135,3 Mio. USD trotz Restrukturierungskosten von 3,4 Mio. USD, w盲hrend der Nettogewinn um 23 % auf 100,9 Mio. USD zunahm. Das verw盲sserte Ergebnis je Aktie (EPS) erreichte 3,01 USD gegen眉ber 2,44 USD. F眉r die ersten sechs Monate stiegen die Ums盲tze um 2,9 % auf 1,20 Mrd. USD, und das EPS verbesserte sich um 13 % auf 5,22 USD.
Barmittel und Bilanz bleiben stark. Zahlungsmittel und Zahlungsmittel盲quivalente liegen bei 369,3 Mio. USD gegen眉ber 386,9 Mio. USD zum Gesch盲ftsjahresende 2024 und unterst眉tzen eine langfristige Verschuldung von 197,3 Mio. USD (Netto-Cash-Position). Der operative Cashflow betrug 124,9 Mio. USD (-5 % im Jahresvergleich), da h枚here Forderungen und Inventar die Gewinnsteigerungen ausglichen. Das Eigenkapital stieg auf 1,89 Mrd. USD, gest眉tzt durch einen Gewinn von 174,9 Mio. USD seit Jahresbeginn und W盲hrungsumrechnungsgewinne, die den kumulierten OCI-Verlust auf -128,2 Mio. USD reduzierten.
Strategische Aktivit盲ten. Das Unternehmen schloss zwei US-Wasserqualit盲ts眉bernahmen ab: I-CON Systems (70,7 Mio. USD) und EasyWater (nicht offengelegt, unbedeutend), wodurch 52 Mio. USD an Firmenwert und 25 Mio. USD an immateriellen Verm枚genswerten hinzukamen. Die Restrukturierungskosten betragen im laufenden Jahr insgesamt 20,7 Mio. USD, haupts盲chlich im Zusammenhang mit 鈥濬rance Actions 2025鈥�. Eine viertelj盲hrliche Dividende von 0,52 USD pro Aktie (vorher 0,43 USD) wurde angek眉ndigt, und Aktien im Wert von 7,9 Mio. USD wurden zur眉ckgekauft. Das Management verweist auf fortlaufende Investitionen in vernetzte, hochwertige Wasserl枚sungen und erwartet Vorteile aus den j眉ngsten 脺bernahmen und Kostensenkungsma脽nahmen.
Table of Contents
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
For the quarterly period ended
or
Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
For the transition period from to
Commission file number:
WATTS WATER TECHNOLOGIES, INC.
(Exact Name of Registrant as Specified in Its Charter)
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(State or Other Jurisdiction of Incorporation or | | (I.R.S. Employer Identification No.) |
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(Address of Principal Executive Offices) | | (Zip Code) |
(
(Registrant’s Telephone Number, Including Area Code)
(Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report)
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
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| Accelerated filer ☐ | |
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Non-accelerated filer ☐ | | Smaller reporting company Emerging growth company |
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ◻
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
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Class | | Outstanding at July 27, 2025 |
Class A Common Stock, $0.10 par value | | |
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Class B Common Stock, $0.10 par value | |
Table of Contents
WATTS WATER TECHNOLOGIES, INC. AND SUBSIDIARIES
INDEX
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Part I. Financial Information |
| 3 | |
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Item 1. | Financial Statements | | 3 |
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| Consolidated Balance Sheets at June 29, 2025 and December 31, 2024 (unaudited) | | 3 |
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| Consolidated Statements of Operations for the Second Quarters and Six Months Ended June 29, 2025 and June 30, 2024 (unaudited) | | 4 |
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| Consolidated Statements of Comprehensive Income for the Second Quarters and Six Months Ended June 29, 2025 and June 30, 2024 (unaudited) | | 5 |
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| Consolidated Statements of Stockholders’ Equity for the Second Quarters and Six Months Ended June 29, 2025 and June 30, 2024 (unaudited) | | 6 |
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| Consolidated Statements of Cash Flows for the Six Months Ended June 29, 2025 and June 30, 2024 (unaudited) | | 8 |
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| Notes to Consolidated Financial Statements (unaudited) | | 9 |
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Item 2. | Management’s Discussion and Analysis of Financial Condition and Results of Operations | | 28 |
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Item 3. | Quantitative and Qualitative Disclosures About Market Risk | | 40 |
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Item 4. | Controls and Procedures | | 41 |
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Part II. Other Information | | 43 | |
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Item 1. | Legal Proceedings | | 43 |
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Item 1A. | Risk Factors | | 43 |
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Item 2. | Unregistered Sales of Equity Securities and Use of Proceeds | | 44 |
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Item 5. | Other Information | | 45 |
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Item 6. | Exhibits | | 46 |
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Signatures | | 47 | |
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2
Table of Contents
PART I. FINANCIAL INFORMATION
ITEM 1. Financial Statements
WATTS WATER TECHNOLOGIES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Amounts in millions, except share information)
(Unaudited)
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| | June 29, | | December 31, | ||
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| 2025 |
| 2024 | ||
ASSETS | | |
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CURRENT ASSETS: | | | | | | |
Cash and cash equivalents | | $ | | | $ | |
Trade accounts receivable, less reserve allowances of $ | |
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Inventories, net: | | | | | | |
Raw materials | | | | | | |
Work in process | | | | | | |
Finished goods | | | | | | |
Total Inventories | | | | | | |
Prepaid expenses and other current assets | |
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Total Current Assets | |
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PROPERTY, PLANT AND EQUIPMENT | |
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Property, plant and equipment, at cost | | | | | | |
Accumulated depreciation | | | ( | | | ( |
Property, plant and equipment, net | | | | | | |
OTHER ASSETS: | | | | | | |
Goodwill | |
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Intangible assets, net | |
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Deferred income taxes | |
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Other, net | |
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TOTAL ASSETS | | $ | | | $ | |
LIABILITIES AND STOCKHOLDERS’ EQUITY | | | | | | |
CURRENT LIABILITIES: | | | | | | |
Accounts payable | | $ | | | $ | |
Accrued expenses and other liabilities | |
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Accrued compensation and benefits | |
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Total Current Liabilities | |
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LONG-TERM DEBT | |
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DEFERRED INCOME TAXES | |
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OTHER NONCURRENT LIABILITIES | |
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STOCKHOLDERS’ EQUITY: | | | | | | |
Preferred Stock, $ | |
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Class A common stock, $ | |
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Class B common stock, $ | |
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Additional paid-in capital | |
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Retained earnings | |
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Accumulated other comprehensive loss | |
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Total Stockholders’ Equity | |
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TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | | $ | | | $ | |
See accompanying notes to consolidated financial statements.
3
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WATTS WATER TECHNOLOGIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(Amounts in millions, except per share information)
(Unaudited)
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| | Second Quarter Ended | | Six Months Ended | ||||||||
| | June 29, | | June 30, | | June 29, | | June 30, | ||||
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| 2025 |
| 2024 |
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Net sales | | $ | | | $ | | | $ | | | $ | |
Cost of goods sold | |
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GROSS PROFIT | |
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Selling, general and administrative expenses | |
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Restructuring | |
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OPERATING INCOME | |
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Other (income) expense: | | | | | | | | | | | | |
Interest income | |
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Interest expense | |
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Other expense (income), net | |
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Total other expense | |
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INCOME BEFORE INCOME TAXES | |
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Provision for income taxes | |
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NET INCOME | | $ | | | $ | | | $ | | | $ | |
Basic EPS | | | | | | | | | | | | |
NET INCOME PER SHARE | | $ | | | $ | | | $ | | | $ | |
Weighted average number of shares | |
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Diluted EPS | | | | | | | | | | | | |
NET INCOME PER SHARE | | $ | | | $ | | | $ | | | $ | |
Weighted average number of shares | |
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Dividends declared per share | | $ | | | $ | | | $ | | | $ | |
See accompanying notes to consolidated financial statements.
4
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WATTS WATER TECHNOLOGIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Amounts in millions)
(Unaudited)
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| Second Quarter Ended |
| Six Months Ended | ||||||||
| | June 29, | | June 30, | | June 29, | | June 30, | ||||
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| 2025 |
| 2024 |
| 2025 |
| 2024 | ||||
Net income | | $ | | | $ | | | $ | | | $ | |
Other comprehensive income (loss), net of tax: | | | | | | | | | | | | |
Foreign currency translation adjustments | |
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Cash flow hedges | | | ( | | | ( | | | ( | | | |
Other comprehensive income (loss) | |
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| ( | |
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Comprehensive income | | $ | | | $ | | | $ | | | $ | |
See accompanying notes to consolidated financial statements.
5
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WATTS WATER TECHNOLOGIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
(Dollars in millions)
(Unaudited)
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| | | | | | | | | | | | | | | | | | Accumulated | | | | |
| | Class A | | Class B | | Additional | | | | | Other | | Total | |||||||||
(For the six months ended | | Common Stock | | Common Stock | | Paid-In | | Retained | | Comprehensive | | Stockholders’ | ||||||||||
June 29, 2025) |
| Shares |
| Amount |
| Shares |
| Amount |
| Capital |
| Earnings |
| Loss |
| Equity | ||||||
Balance at December 31, 2024 |
| | | $ | |
| | | $ | | | $ | | | $ | | | $ | ( | | $ | |
Net income | | — | | | — | | — | | | — | | | — | | | | | | — | | | |
Other comprehensive income | | — | | | — | | — | | | — | | | — | | | — | | | | | | |
Comprehensive income | | | | | | | | | | | | | | | | | | | | | | |
Shares of Class B common stock converted to Class A common stock |
| | | | — | | ( | | | — | | | — | | | — | | | — | | | — |
Stock-based compensation |
| — | | | — | | — | | | — | | | | | | — | | | — | | | |
Stock repurchase |
| ( | | | — | | — | | | — | | | — | | | ( | | | — | | | ( |
Net change in restricted and performance stock units | | | | | — | | — | | | — | | | | | | ( | | | — | | | ( |
Common stock dividends | | — | | | — | | — | | | — | | | — | | | ( | | | — | | | ( |
Balance at June 29, 2025 |
| | | $ | |
| | | $ | | | $ | | | $ | | | $ | ( | | $ | |
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| | | | | | | | | | | | | | | | | | Accumulated | | | | |
| | Class A | | Class B | | Additional | | | | | Other | | Total | |||||||||
(For the second quarter ended | | Common Stock | | Common Stock | | Paid-In | | Retained | | Comprehensive | | Stockholders’ | ||||||||||
June 29, 2025) |
| Shares |
| Amount |
| Shares |
| Amount |
| Capital |
| Earnings |
| Loss |
| Equity | ||||||
Balance at March 30, 2025 |
| | | $ | |
| | | $ | | | $ | | | $ | | | $ | ( | | $ | |
Net income | | — | | | — | | — | | | — | | | — | | | | | | — | | | |
Other comprehensive income | | — | | | — | | — | | | — | | | — | | | — | | | | | | |
Comprehensive income | | | | | | | | | | | | | | | | | | | | | | |
Shares of Class B common stock converted to Class A common stock |
| | | | — | | ( | | | — | | | — | | | — | | | — | | | — |
Stock-based compensation |
| — | | | — | | — | | | — | | | | | | — | | | — | | | |
Stock repurchase |
| ( | | | — | | — | | | — | | | — | | | ( | | | — | | | ( |
Net change in restricted and performance stock units | | | | | — | | — | | | — | | | ( | | | ( | | | — | | | ( |
Common stock dividends | | — | | | — | | — | | | — | | | — | | | ( | | | — | | | ( |
Balance at June 29, 2025 |
| | | $ | |
| | | $ | | | $ | | | $ | | | $ | ( | | $ | |
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| | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | Accumulated | | | | |
| | Class A | | Class B | | Additional | | | | | Other | | Total | |||||||||
(For the six months ended | | Common Stock | | Common Stock | | Paid-In | | Retained | | Comprehensive | | Stockholders’ | ||||||||||
June 30, 2024) |
| Shares |
| Amount |
| Shares |
| Amount |
| Capital |
| Earnings |
| Loss |
| Equity | ||||||
Balance at December 31, 2023 |
| | | $ | |
| | | $ | | | $ | | | $ | | | $ | ( | | $ | |
Net income | | — | | | — | | — | | | — | | | — | | | | | | — | | | |
Other comprehensive loss | | — | | | — | | — | | | — | | | — | | | — | | | ( | | | ( |
Comprehensive income | | | | | | | | | | | | | | | | | | | | | | |
Shares of Class B common stock converted to Class A common stock | | | | | — | | ( | | | — | | | — | | | — | | | — | | | — |
Shares of Class A common stock issued upon the exercise of stock options | | | | | — | | — | | | — | | | — | | | — | | | — | | | — |
Stock-based compensation | | — | | | — | | — | | | — | | | | | | — | | | — | | | |
Stock repurchase | | ( | | | — | | — | | | — | | | — | | | ( | | | — | | | ( |
Net change in restricted and performance stock units | | | | | — | | — | | | — | | | | | | ( | | | — | | | ( |
Common stock dividends | | — | | | — | | — | | | — | | | — | | | ( | | | — | | | ( |
Balance at June 30, 2024 | | | | $ | | | | | $ | | | $ | | | $ | | | $ | ( | | $ | |
| | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | Accumulated | | | | |
| | Class A | | Class B | | Additional | | | | | Other | | Total | |||||||||
(For the second quarter ended | | Common Stock | | Common Stock | | Paid-In | | Retained | | Comprehensive | | Stockholders’ | ||||||||||
June 30, 2024) |
| Shares |
| Amount |
| Shares |
| Amount |
| Capital |
| Earnings |
| Loss |
| Equity | ||||||
Balance at March 31, 2024 |
| | | $ | |
| | | $ | | | $ | | | $ | | | $ | ( | | $ | |
Net income | | — | | | — | | — | | | — | | | — | | | | | | — | | | |
Other comprehensive loss | | — | | | — | | — | | | — | | | — | | | — | | | ( | | | ( |
Comprehensive income | | | | | | | | | | | | | | | | | | | | | | |
Shares of Class B common stock converted to Class A common stock | | | | | — | | ( | | | — | | | — | | | — | | | — | | | — |
Shares of Class A common stock issued upon the exercise of stock options | | | | | — | | — | | | — | | | — | | | — | | | — | | | — |
Stock-based compensation | | — | | | — | | — | | | — | | | | | | — | | | — | | | |
Stock repurchase | | ( | | | — | | — | | | — | | | — | | | ( | | | — | | | ( |
Net change in restricted and performance stock units | | | | | — | | — | | | — | | | — | | | ( | | | — | | | ( |
Common stock dividends | | — | | | — | | — | | | — | | | — | | | ( | | | — | | | ( |
Balance at June 30, 2024 | | | | $ | | | | | $ | | | $ | | | $ | | | $ | ( | | $ | |
| | | | | | | | | | | | | | | | | | | | | | |
See accompanying notes to consolidated financial statements.
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WATTS WATER TECHNOLOGIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Amounts in millions)
(Unaudited)
| | | | | | | |
| | | | ||||
| | Six Months Ended | | ||||
| | June 29, | | June 30, | | ||
|
| 2025 |
| 2024 |
| ||
OPERATING ACTIVITIES | | | | | | | |
Net income | | $ | | | $ | | |
Adjustments to reconcile net income to net cash provided by operating activities: | | | | | | | |
Depreciation | |
| | |
| | |
Amortization of intangibles and other | |
| | |
| | |
Loss on disposal of long-lived assets and (gain) on sale of assets | |
| | |
| ( | |
Stock-based compensation | |
| | |
| | |
Deferred income tax | |
| ( | |
| ( | |
Changes in operating assets and liabilities, net of effects from business acquisitions: | | | | | | | |
Accounts receivable | |
| ( | |
| ( | |
Inventories | |
| ( | |
| ( | |
Prepaid expenses and other assets | |
| ( | |
| ( | |
Accounts payable, accrued expenses and other liabilities | |
| | |
| | |
Net cash provided by operating activities | |
| | |
| | |
INVESTING ACTIVITIES | | | | | | | |
Additions to property, plant and equipment | |
| ( | |
| ( | |
Proceeds from the sale of property, plant and equipment | |
| — | |
| | |
Business acquisitions, net of cash acquired | |
| ( | |
| ( | |
Net cash used in investing activities | |
| ( | |
| ( | |
FINANCING ACTIVITIES | | | | | | | |
Payments of long-term debt | |
| — | |
| ( | |
Payments for withholding taxes on vested awards | |
| ( | |
| ( | |
Payments for finance leases and other | | | ( | | | ( | |
Payments to repurchase common stock | |
| ( | |
| ( | |
Dividends | |
| ( | |
| ( | |
Net cash used in financing activities | |
| ( | |
| ( | |
Effect of exchange rate changes on cash and cash equivalents | |
| | |
| ( | |
DECREASE IN CASH AND CASH EQUIVALENTS | |
| ( | |
| ( | |
Cash and cash equivalents at beginning of year | |
| | |
| | |
CASH AND CASH EQUIVALENTS AT END OF PERIOD | | $ | | | $ | | |
| | | | | | | |
SUPPLEMENTAL CASH FLOW DISCLOSURE: | | | | | | | |
Acquisition of businesses: | | | | | | | |
Fair value of assets acquired | | $ | | | $ | | |
Cash paid, net of cash acquired | |
| | |
| | |
Liabilities assumed | | $ | | | $ | | |
| | | | | | | |
Issuance of stock under management stock purchase plan | | $ | | | $ | | |
| | | | | | | |
CASH PAID FOR: | | | | | | | |
Interest | | $ | | | $ | | |
Income taxes | | $ | | | $ | | |
See accompanying notes to consolidated financial statements.
8
Table of Contents
WATTS WATER TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
1. Basis of Presentation
The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States for complete consolidated financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included in the Watts Water Technologies, Inc. (the “Company”) Consolidated Balance Sheet as of June 29, 2025, the Consolidated Statements of Operations for the Second Quarters and Six Months Ended June 29, 2025 and June 30, 2024, the Consolidated Statements of Comprehensive Income for the Second Quarters and Six Months Ended June 29, 2025 and June 30, 2024, the Consolidated Statements of Stockholders’ Equity for the Second Quarters and Six Months Ended June 29, 2025 and June 30, 2024, and the Consolidated Statements of Cash Flows for the Six Months Ended June 29, 2025 and June 30, 2024.
The consolidated balance sheet at December 31, 2024 has been derived from the audited consolidated financial statements at that date. The accounting policies followed by the Company are described in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024. The consolidated financial statements included in this report should be read in conjunction with the consolidated financial statements and notes included in the Annual Report on Form 10-K for the year ended December 31, 2024. Operating results for the interim periods presented are not necessarily indicative of the results to be expected for the year ending December 31, 2025.
The Company operates on a 52-week fiscal year ending on December 31, with each quarter, except the fourth quarter, ending on a Sunday. Any quarterly data contained in this Quarterly Report on Form 10-Q generally reflect the results of operations for a 13-week period.
Estimates
The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. We are not aware of any specific event or circumstance that would require updates to the Company’s estimates or judgments, or require the Company to revise the carrying value of the Company’s assets or liabilities, as of the date of issuance of this Quarterly Report on Form 10-Q. These estimates may change as new events occur and additional information is obtained. Actual results could differ from those estimates.
2. Accounting Policies
The significant accounting policies used in preparation of these consolidated financial statements for the six months ended June 29, 2025, are consistent with those discussed in Note 2 of the Notes to Consolidated Financial Statements in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024.
Shipping and Handling
Shipping and handling costs included in selling, general and administrative expenses amounted to $
Research and Development
Research and development costs included in selling, general and administrative expenses amounted to $
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Accounting Standard Updates
In December 2023, the FASB issued ASU 2023-09 "Income Taxes (Topics 740): Improvements to Income Tax Disclosures" to expand the disclosure requirements for income taxes, specifically related to the rate reconciliation and income taxes paid. ASU 2023-09 is effective for our annual periods beginning January 1, 2025, with early adoption permitted. The Company is currently evaluating the potential effect that the updated standard will have on the Company’s financial statement disclosures.
In November 2024, the FASB issued ASU 2024-03 "Income Statement - Reporting Comprehensive Income (Subtopic 220-40): Expense Disaggregation Disclosures" to expand the disclosure requirements of certain expense categories included in the income statement. ASU 2024-03 is effective for our annual periods beginning January 1, 2027, with early adoption permitted. The Company is currently evaluating the potential effect that the updated standard will have on the Company’s consolidated financial statement disclosures.
3. Revenue Recognition
The Company is a leading supplier of products and solutions that manage and conserve the flow of fluids and energy into, through and out of buildings in the commercial, industrial and residential markets. For over
The Company distributes products through
| ● | Residential & commercial flow control and protection—includes products and solutions typically sold into plumbing and hot water applications such as backflow preventers, water pressure regulators, temperature and pressure relief valves, thermostatic mixing valves, leak detection and protection products, commercial washroom solutions and emergency safety products and equipment. Many of our flow control and protection products are now smart and connected enabled, warning of leaks, floods, freezing temperatures and other hazards with alerts to Building Management Systems (“BMS”) and/or personal devices giving our customers greater insight into their water management and the ability to shut off the water supply to avoid waste and mitigate damage. |
| ● | Heating, ventilation and air conditioning (“HVAC”) & gas—includes commercial high efficiency boilers, water heaters and heating solutions, hydronic and electric heating systems for under floor radiant applications, custom heat and hot water solutions, hydronic pump groups for boiler manufacturers and alternative energy control packages, and flexible stainless steel connectors for natural and liquid propane gas in commercial food service and residential applications. Most of our HVAC products and solutions feature advanced controls enabling customers to easily connect to the BMS for better monitoring, control and operation. |
| ● | Drainage & water re-use—includes drainage products and engineered rainwater harvesting solutions for commercial, industrial, marine and residential applications, including connected roof drain systems. |
| ● | Water quality—includes point-of-use, point-of-entry, closed loop, cooling tower, and other water applications used for water filtration, monitoring, conditioning and scale prevention systems for commercial, marine, light industrial and residential applications. |
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The following table disaggregates revenue, which is presented as net sales in the consolidated financial statements, for each reportable segment, by distribution channel and principal product category:
| | | | | | | | | | | | | | | | | | | | | | | | |
| | For the Second Quarter Ended June 29, 2025 | | For the Six Months Ended June 29, 2025 | ||||||||||||||||||||
| | | | (in millions) | | | | | | (in millions) | | | ||||||||||||
Distribution Channel | | Americas | | Europe | | APMEA | | Consolidated | | Americas | | Europe | | APMEA | | Consolidated | ||||||||
Wholesale | | $ | | | $ | | | $ | | | $ | | | $ | | | $ | | | $ | | | $ | |
OEM | | | | |
| | |
| | |
| | | | | |
| | |
| | |
| |
Specialty | | | | |
| — | |
| | |
| | | | | |
| — | |
| | |
| |
DIY | |
| | |
| | |
| — | |
| | |
| | |
| | |
| — | |
| |
Total | | $ | | | $ | | | $ | | | $ | | | $ | | | $ | | | $ | | | $ | |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | For the Second Quarter Ended June 29, 2025 | | For the Six Months Ended June 29, 2025 | ||||||||||||||||||||
| | | | (in millions) | | | | | | (in millions) | | | ||||||||||||
Principal Product Category | | Americas | | Europe | | APMEA | | Consolidated | | Americas | | Europe | | APMEA | | Consolidated | ||||||||
Residential & Commercial Flow Control | | $ | | | $ | | | $ | | | $ | | | $ | | | $ | | | $ | | | $ | |
HVAC and Gas Products | | | | |
| | |
| | |
| | | | | |
| | |
| | |
| |
Drainage and Water Re-use Products | | | | |
| | |
| | |
| | | | | |
| | |
| | |
| |
Water Quality Products | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
Total | | $ | | | $ | | | $ | | | $ | | | $ | | | $ | | | $ | | | $ | |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | For the Second Quarter Ended June 30, 2024 | | For the Six Months Ended June 30, 2024 | ||||||||||||||||||||
| | | | (in millions) | | | | | | (in millions) | | | ||||||||||||
Distribution Channel | | Americas | | Europe | | APMEA | | Consolidated | | Americas | | Europe | | APMEA | | Consolidated | ||||||||
Wholesale | | $ | | | $ | | | $ | | | $ | | | $ | | | $ | | | $ | | | $ | |
OEM | | | | |
| | |
| | |
| | | | | |
| | |
| | |
| |
Specialty | | | | |
| — | |
| | |
| | | | | |
| — | |
| | |
| |
DIY | |
| | |
| | |
| — | |
| | |
| | |
| | |
| — | |
| |
Total | | $ | | | $ | | | $ | | | $ | | | $ | | | $ | | | $ | | | $ | |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | For the Second Quarter Ended June 30, 2024 | | For the Six Months Ended June 30, 2024 | ||||||||||||||||||||
| | | | (in millions) | | | | | | (in millions) | | | ||||||||||||
Principal Product Category | | Americas | | Europe | | APMEA | | Consolidated | | Americas | | Europe | | APMEA | | Consolidated | ||||||||
Residential & Commercial Flow Control | | $ | | | $ | | | $ | | | $ | | | $ | | | $ | | | $ | | | $ | |
HVAC and Gas Products | | | | |
| | |
| | |
| | | | | |
| | |
| | |
| |
Drainage and Water Re-use Products | | | | |
| | |
| | |
| | | | | |
| | |
| | |
| |
Water Quality Products | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
Total | | $ | | | $ | | | $ | | | $ | | | $ | | | $ | | | $ | | | $ | |
The Company generally considers customer purchase orders, which in some cases are governed by master sales agreements, to represent the contract with a customer. The Company’s contracts with customers are generally for products only and typically do not include other performance obligations such as professional services, extended warranties, or other material rights. In situations where sales are to a distributor, the Company has concluded that its contracts are with the distributor as the Company holds a contract bearing enforceable rights and obligations only with the distributor. As part of its consideration of the contract, the Company evaluates certain factors, including the customer’s ability to pay (or credit risk). For each contract, the Company considers the promise to transfer products, each of which is distinct, to be the identified performance obligation. In determining the transaction price, the Company evaluates whether the price is subject to refund or adjustment to determine the net consideration to which the Company expects to be entitled. As the Company’s standard payment terms are less than one year, the Company has elected not to assess whether a contract has a significant financing component. The Company allocates the transaction price to each distinct product based on its relative standalone selling price. The product price as specified on the purchase order is
11
Table of Contents
considered the standalone selling price as it is an observable input which depicts the price as if sold to a similar customer in similar circumstances. Revenue is recognized when control of the product is transferred to the customer (i.e., when the Company’s performance obligation is satisfied), which typically occurs at shipment from the Company’s manufacturing site or distribution center, or delivery to the customer’s named location. In determining whether control has transferred, the Company considers if there is a present right to payment, physical possession and legal title, along with risks and rewards of ownership having transferred to the customer. In certain circumstances, the Company manufactures customized products without alternative use for its customers. For the arrangements that entitle the Company to a right to payment of cost plus a profit for work completed, the Company concluded that control transfers over time. However, for the arrangements that do not provide such payment rights, the Company has concluded that control transfers at the point in time and not over time.
At times, the Company receives orders for products to be delivered over multiple dates that may extend across reporting periods. The Company invoices for each delivery upon shipment and recognizes revenues for each distinct product delivered, assuming transfer of control has occurred. As scheduled delivery dates are within one year, under the optional exemption as provided for under ASC 606 (Revenue from Contracts with Customers), revenues allocated to future shipments of partially completed contracts are not disclosed.
The Company generally provides an assurance warranty that its products will substantially conform to their published specifications. The Company’s liability is limited to either a credit equal to the purchase price or replacement of the defective part. Returns under warranty have historically been immaterial. The Company does not consider activities related to such warranty, if any, to be a separate performance obligation. For certain of its products, the Company will separately sell extended warranty and service policies to its customers. The Company considers the sale of these policies as separate performance obligations. These policies typically are for periods ranging from one to three years. Payments received are deferred and recognized over the policy period. For all periods presented, the revenue recognized and the revenue deferred under these policies are not material to the consolidated financial statements.
The timing of revenue recognition, billings and cash collections from the Company’s contracts with customers can vary based on the payment terms and conditions in the customer contracts. In limited cases, customers will partially prepay for their goods. In addition, there are constraints which cause variability in the ultimate consideration to be recognized. These constraints typically include early payment discounts, volume rebates, rights of return, cooperative advertising, and market development funds. The Company includes these constraints in the estimated transaction price when there is a basis to reasonably estimate the amount of variable consideration. These estimates are based on historical experience, anticipated future performance and the Company’s best judgment at the time. The Company did not recognize any material revenue from obligations satisfied in prior periods. When the timing of the Company’s recognition of revenue is different from the timing of payments made by the customer, the Company recognizes a contract liability (customer payment precedes performance). For all periods presented, the recognized contract liabilities and the associated revenue deferred are not material to the consolidated financial statements.
The Company incurs costs to obtain and fulfill a contract; however, the Company has elected to recognize all incremental costs to obtain a contract as an expense when incurred if the amortization period is one year or less. The Company has elected to treat shipping and handling activities performed after the customer has obtained control of the related goods as a fulfillment cost, and the related cost is accrued for in conjunction with the recording of revenue for the goods.
4. Acquisitions
EasyWater
On June 13, 2025, the Company completed the acquisition of substantially all of the assets of Freije Treatment Systems, Inc. (“EasyWater”) in an all-cash transaction. EasyWater, a leading provider of water quality solutions, is based in Fishers, Indiana, and has designed and manufactured innovative, chemical-free technologies for treating water in residential and commercial applications. The acquisition of EasyWater aligns with the Company’s continued focus on growth, innovation and expanding the Company’s portfolio of high-value water quality solutions. The Company accounted for the transaction as a business combination and it was deemed not to be material to the Company’s consolidated financial statements.
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Table of Contents
I-CON
On January 2, 2025, the Company completed the acquisition of I-CON Systems Holdings, LLC (“I-CON”) in a membership unit purchase transaction funded with cash on hand. The final net purchase price was $
I-CON is headquartered in Oviedo, Florida, and is a designer and manufacturer of intelligent plumbing controls, addressing the unique challenges of water management in correctional facilities. I-CON’s operating results since the date of acquisition are included in the Americas segment. The Company has determined that both the pro-forma and actual results, including I-CON’s net sales, net income, and earnings per share, are not material to the Company’s financial results, and therefore has not included these disclosures.
The Company accounted for the transaction as a purchased business combination. During the first quarter of 2025, the Company performed the preliminary purchase price allocation for the I-CON purchase, with immaterial adjustments in the second quarter of 2025 related to the final working capital and valuation adjustments. The purchase price allocation was completed in the second quarter of 2025. The acquisition resulted in the recognition of $
The following table summarizes the fair value of the assets and liabilities acquired (in millions):
| | | |
Cash |
| $ | |
Trade accounts receivable | |
| |
Inventories, net | |
| |
Prepaid expenses and other assets | |
| |
Property, plant and equipment | |
| |
Intangible assets | |
| |
Goodwill | |
| |
Accounts payable, accrued expenses and other liabilities | |
| ( |
Purchase price | | $ | |
Josam
Effective January 1, 2024, the Company completed the acquisition of Josam Company following its conversion into Josam Industries, LLC (“Josam”) in a share purchase transaction funded with cash on hand. The final net purchase price was $
The Company accounted for the transaction as a purchased business combination. During the first quarter of 2024, the Company performed the preliminary purchase price allocation for the Josam purchase, with immaterial adjustments during the remainder of fiscal year 2024 related to the final working capital and valuation adjustments. The purchase price allocation was completed in the fourth quarter of 2024. The acquisition resulted in the recognition of $
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Table of Contents
The following table summarizes the fair value of the assets and liabilities acquired (in millions):
| | | |
Cash |
| $ | |
Trade accounts receivable | |
| |
Inventories, net | |
| |
Prepaid expenses and other current assets | |
| |
Property, plant and equipment | |
| |
Intangible assets | |
| |
Goodwill | |
| |
Accounts payable | |
| ( |
Accrued expenses and other current liabilities | |
| ( |
Purchase price | | $ | |
5. Goodwill & Intangibles
The Company operates in
| | | | | | | | | | | | | | | | | | | | | | | | |
| | Gross Balance | | Accumulated Impairment Losses | | Foreign Currency Translation | | Net Goodwill | ||||||||||||||||
| | | | Acquired | | | | | | | | | | | January 1, | | | |||||||
| | Balance | | During | | Balance | | Balance | | Impairment | | Balance | | 2025 - | | | ||||||||
| | January 1, | | the | | June 29, | | January 1, | | Loss During | | June 29, | | June 29, | | June 29, | ||||||||
|
| 2025 |
| Period |
| 2025 |
| 2025 |
| the Period |
| 2025 |
| 2025 |
| 2025 | ||||||||
| | (in millions) | ||||||||||||||||||||||
Americas | | $ | | | $ | | | $ | | | $ | ( | | $ | — | | $ | ( | | $ | | | $ | |
Europe | |
| | |
| — | |
| | |
| ( | |
| — | |
| ( | |
| | |
| |
APMEA | |
| | |
| — | |
| | |
| ( | |
| — | |
| ( | |
| | |
| |
Total | | $ | | | $ | | | $ | | | $ | ( | | $ | — | | $ | ( | | $ | | | $ | |
During the first six months of 2025, the Company completed the acquisitions of EasyWater and I-CON, resulting in an increase in goodwill of $
Goodwill and indefinite-lived intangible assets are tested for impairment at least annually or more frequently if events or circumstances indicate that it is “more likely than not” that they might be impaired, such as from a change in business conditions. The Company performs its annual goodwill and indefinite-lived intangible assets impairment assessment in the fourth quarter of each year. At the most recent annual impairment test, which occurred during the fourth quarter of 2024, the Company performed qualitative fair value assessments, including an evaluation of certain key assumptions for all of its reporting units with goodwill at the impairment test date. The Company concluded that the fair value of all reporting units tested exceeded their carrying values at that time.
Intangible assets include the following:
| | | | | | | | | | | | | | | | | | |
| | June 29, 2025 | | December 31, 2024 | ||||||||||||||
| | Gross | | | | | Net | | Gross | | | | | Net | ||||
| | Carrying | | Accumulated | | Carrying | | Carrying | | Accumulated | | Carrying | ||||||
|
| Amount |
| Amortization |
| Amount |
| Amount |
| Amortization |
| Amount | ||||||
| | (in millions) | ||||||||||||||||
Patents | | $ | | | $ | ( | | $ | — | | $ | | | $ | ( | | $ | — |
Customer relationships | |
| | |
| ( | |
| | |
| | |
| ( | |
| |
Technology | |
| | |
| ( | |
| | |
| | |
| ( | |
| |
Trade names | |
| | |
| ( | |
| | |
| | |
| ( | |
| |
Other | |
| | |
| ( | |
| | |
| | |
| ( | |
| |
Total amortizable intangibles | |
| | |
| ( | |
| | |
| | |
| ( | |
| |
Indefinite-lived intangible assets | |
| | |
| — | |
| | |
| | |
| — | |
| |
| | $ | | | $ | ( | | $ | | | $ | | | $ | ( | | $ | |
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With the completion of the acquisitions of EasyWater and I-CON in the first six months of 2025, the Company acquired intangible assets of $
Aggregate amortization expense for amortized intangible assets for the second quarters ended June 29, 2025 and June 30, 2024 was $
6. Restructuring and Other Charges, Net
The Company’s Board of Directors approves all major restructuring programs that may involve the discontinuance of significant product lines or the shutdown of significant facilities. From time to time, the Company takes additional restructuring actions, including involuntary terminations that are not part of a major program. The Company accounts for these costs in the period in which the liability is incurred. These costs are included in restructuring charges in the Company’s consolidated statements of operations.
A summary of the pre-tax cost by restructuring program is as follows:
| | | | | | | | | | | | | |
| | Second Quarter Ended | | Six Months Ended | | ||||||||
|
| June 29, |
| June 30, |
| June 29, |
| June 30, | | ||||
|
| 2025 |
| 2024 |
| 2025 |
| 2024 |
| ||||
| | (in millions) | | ||||||||||
Restructuring costs: | | | | | | | | | | | | | |
2025 France Actions | | $ | | | $ | — | | $ | | | $ | — | |
Other Actions | |
| | |
| | |
| | |
| | |
Total restructuring charges | | $ | | | $ | | | $ | | | $ | | |
The Company recorded pre-tax restructuring costs in its business segments as follows:
| | | | | | | | | | | | | |
| | Second Quarter Ended | | Six Months Ended | | ||||||||
| | June 29, | | June 30, | | June 29, | | June 30, | | ||||
|
| 2025 | | 2024 | | 2025 | | 2024 |
| ||||
| | (in millions) | | ||||||||||
Americas | | $ | — | | $ | — | | $ | — | | $ | | |
Europe | |
| | |
| | |
| | |
| | |
APMEA | |
| — | |
| | |
| | |
| | |
Total | | $ | | | $ | | | $ | | | $ | | |
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2025 France Actions
On February 3, 2025, the Board of Directors approved a restructuring program with respect to the Company’s operating facilities in Hautvillers, France, within its Europe operating segment. The restructuring program includes the shutdown of the Company’s manufacturing facility in Hautvillers, France and relocation of the facility’s production activities primarily to the Company’s other facilities in France and other locations in Europe. The program was initially expected to include pre-tax charges totaling approximately $
The following table summarizes by type, the total expected, incurred and remaining pre-tax restructuring costs for the Company’s restructuring program related to the 2025 France Actions:
| | | | | | | | | | | | | | | |
| | | | | | | | | | | Facility | | | | |
| | | | | Legal and | | Asset | | exit | | | | |||
|
| Severance |
| consultancy |
| write-downs |
| and other |
| Total | |||||
| | (in millions) | |||||||||||||
Costs incurred — first quarter 2025 |
| $ | |
| $ | |
| $ | |
| $ | — |
| $ | |
Costs incurred — second quarter 2025 | | | | | | | | | | | | | | | |
Remaining costs to be incurred | | | | | | | | | | | | | | | |
Total expected restructuring costs |
| $ | | | $ | | | $ | | | $ | |
| $ | |
Details of the restructuring reserve activity for the Company’s 2025 France Actions for the six months ended June 29, 2025 are as follows:
| | | | | | | | | | | | | | | |
| | | | | | | | | | Facility | | | |||
| | | | | Legal and | | Asset | | exit | | | | |||
|
| Severance |
| consultancy |
| write-downs |
| and other |
| Total | |||||
| | (in millions) | |||||||||||||
Balance at December 31, 2024 | | $ | — | | $ | — | | $ | — | | $ | — | | $ | — |
Net pre-tax restructuring charges | | | | | | | | | | | | — | | | |
Utilization and foreign currency impact | | | | | | ( | | | ( | | | — | | | |
Balance at March 30, 2025 | | $ | | | $ | | | $ | — | | $ | — | | $ | |
Net pre-tax restructuring charges | | | | | | | | | | | | | | | |
Utilization and foreign currency impact | | | ( | | | ( | | | ( | | | ( | | | ( |
Balance at June 29, 2025 | | $ | | | $ | | | $ | — | | $ | | | $ | |
Other Actions
The Company periodically initiates other actions which are not part of a major program. Included in “Other Actions” for the second quarter and six months ended June 29, 2025, were immaterial cost saving actions, primarily severance costs, in the Europe and APMEA segments.
Included in “Other Actions” for the second quarter and six months ended June 30, 2024, were immaterial actions primarily taken in the Americas segment related to the approved closure of
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7. Earnings per Share and Stock Repurchase Program
The following table sets forth the reconciliation of the calculation of earnings per share:
| | | | | | | | | | | | | | | | |
| | For the Second Quarter Ended June 29, 2025 | | For the Second Quarter Ended June 30, 2024 | ||||||||||||
| | Income | | Shares | | Per Share | | Income | | Shares | | Per Share | ||||
|
| (Numerator) |
| (Denominator) |
| Amount |
| (Numerator) |
| (Denominator) |
| Amount | ||||
| | (Amounts in millions, except per share information) | ||||||||||||||
Basic EPS: | | | | | | | | | | | | | | | | |
Net income | | $ | | | | | $ | | | $ | | | | | $ | |
Effect of dilutive securities: | | | | | | | | | | | | | | | | |
Common stock equivalents | | | | | — | | | — | | | | | — | | | — |
Diluted EPS: | | | | | | | | | | | | | | | | |
Net income | | $ | | | | | $ | | | $ | | | | | $ | |
| | | | | | | | | | | | | | | | |
| | For the Six Months Ended June 29, 2025 | | For the Six Months Ended June 30, 2024 | ||||||||||||
| | Income | | Shares | | Per Share | | Income | | Shares | | Per Share | ||||
|
| (Numerator) |
| (Denominator) |
| Amount |
| (Numerator) |
| (Denominator) |
| Amount | ||||
| | (Amounts in millions, except per share information) | ||||||||||||||
Basic EPS: | | | | | | | | | | | | | | | | |
Net income | | $ | | | | | $ | | | $ | | | | | $ | |
Effect of dilutive securities: | | | | | | | | | | | | | | | | |
Common stock equivalents | | | | | — | | | — | | | |
| — | | | — |
Diluted EPS: | | | | | | | | | | | | | | | | |
Net income | | $ | | | | | $ | | | $ | |
| | | $ | |
On July 31, 2023, the Company’s Board of Directors authorized the repurchase of up to $
For the second quarters ended June 29, 2025 and June 30, 2024, the Company repurchased
8. Stock-Based Compensation
The Company granted
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The Company also grants performance stock units to key employees under the 2004 Stock Incentive Plan. Performance stock units cliff vest at the end of a performance period set by the Compensation Committee of the Board of Directors at the time of grant, which is currently
The Company also has a Management Stock Purchase Plan (“MSPP”) that allows for the granting of restricted stock units (“RSUs”) to key employees. Under the MSPP, the Company granted
The fair value of the discount of each purchased RSU is estimated on the date of grant, using the Black-Scholes-Merton Model, based on the following weighted average assumptions:
| | | | | |
|
| 2025 |
| 2024 |
|
Expected life (years) | | | | ||
Expected stock price volatility |
| | % | | % |
Expected dividend yield |
| | % | | % |
Risk-free interest rate |
| | % | | % |
The risk-free interest rate is based upon the U.S. Treasury yield curve at the time of grant for the expected life of the RSUs. The expected life (estimated period of time outstanding) of RSUs and volatility were calculated using historical data. The expected dividend yield of stock is the Company’s best estimate of the expected future dividend yield.
The above assumptions were used to determine the weighted average grant-date fair value of the discount on RSUs granted in 2025 and 2024 of $
A more detailed description of each of these plans can be found in Note 14 of the Notes to Consolidated Financial Statements in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024.
9. Segment Information
The Company adopted ASU 2023-07 "Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures” for its annual reporting beginning January 1, 2024. The Company discloses segment information on the same basis that the Chief Executive Officer, the Company’s chief operating decision-maker (“CODM”), manages the segments, evaluates financial results and makes key operating decisions to allocate investments and resources. The Company operates in
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In the fourth quarter of 2024, the Company’s segment performance measure was changed to segment earnings as this is the performance measure used by the CODM in assessing segment performance and deciding how to allocate resources. Prior to the fourth quarter of 2024, the Company’s segment performance measure was operating income (loss). Segment earnings excludes the impact of special items defined as non-recurring and unusual items such as restructuring costs, acquisition-related costs, and gain on sale of assets. The CODM uses segment earnings for insight into underlying trends comparing past financial performance with current performance by reporting segment on a consistent basis.
The following is a summary of the Company’s significant accounts and balances by segment, reconciled to its consolidated financial statements:
| | | | | | | | | | | | | |
| | | For the Second Quarter Ended June 29, 2025 | ||||||||||
|
|
| Americas |
| Europe |
| APMEA |
| Total | ||||
| | | (in millions) | ||||||||||
Net sales | | | |
| | |
| | |
| | |
|
Net sales from external customers | | | $ | | | $ | | | $ | | | $ | |
Intersegment sales | | |
| | |
| | |
| | |
| |
Total segment net sales | | | $ | | | $ | | | $ | | | $ | |
Reconciliation of net sales | | | |
| | |
| | |
| | |
|
Elimination of intersegment sales | | | | | | | | | | | |
| ( |
Total consolidated net sales | | | | | | | | | | | | $ | |
Less (a) | | | |
| | |
| | |
| | |
|
Segment cost of goods sold | | | | | | | | | | | | | |
Segment selling, general and administrative | | |
| | |
| | |
| | | | |
Segment research and development | | |
| | |
| | |
| | | | |
Segment earnings | | | | | | | | | | | | | |
| | | | | | | | | | | | | |
Reconciliation of segment earnings to income before income taxes | | | | | | | | | | | | | |
Segment special items (b) | | |
| | | | | | | | |
| ( |
Corporate operating loss (c) | | |
| | | | | | | | |
| ( |
Consolidated operating income | | | | | | | | | | | | | |
Interest income | | |
| | | | | | | | |
| ( |
Interest expense | | |
| | | | | | | | |
| |
Other expense, net | | |
| | | | | | | | |
| |
Income before income taxes | | |
| | | | | | | | | $ | |
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Table of Contents
| | | | | | | | | | | | | |
| | | For the Second Quarter Ended June 30, 2024 | ||||||||||
|
|
| Americas |
| Europe |
| APMEA |
| Total | ||||
| | | (in millions) | ||||||||||
Net sales | | | |
| | |
| | |
| | |
|
Net sales from external customers | | | $ | | | $ | | | $ | | | $ | |
Intersegment sales | | |
| | |
| | |
| | |
| |
Total segment net sales | | | $ | | | $ | | | $ | | | $ | |
Reconciliation of net sales | | | |
| | |
| | |
| | |
|
Elimination of intersegment sales | | | | | | | | | | | |
| ( |
Total consolidated net sales | | | | | | | | | | | | $ | |
Less (a) | | | |
| | |
| | |
| | |
|
Segment cost of goods sold | | | | | | | | | | | | | |
Segment selling, general and administrative | | |
| | |
| | |
| | | | |
Segment research and development | | |
| | |
| | |
| | | | |
Segment earnings | | | | | | | | | | | | | |
| | | | | | | | | | | | | |
Reconciliation of segment earnings to income before income taxes | | | | | | | | | | | | | |
Segment special items (b) | | |
| | | | | | | | |
| ( |
Corporate operating loss (c) | | |
| | | | | | | | |
| ( |
Consolidated operating income | | | | | | | | | | | | | |
Interest income | | |
| | | | | | | | |
| ( |
Interest expense | | |
| | | | | | | | |
| |
Other income, net | | |
| | | | | | | | |
| ( |
Income before income taxes | | |
| | | | | | | | | $ | |
| | | | | | | | | | | | | |
| | | For the Six Months Ended June 29, 2025 | ||||||||||
|
|
| Americas |
| Europe |
| APMEA |
| Total | ||||
| | | (in millions) | ||||||||||
Net sales | | | |
| | |
| | |
| | |
|
Net sales from external customers | | | $ | | | $ | | | $ | | | $ | |
Intersegment sales | | |
| | |
| | |
| | |
| |
Total segment net sales | | | $ | | | $ | | | $ | | | $ | |
Reconciliation of net sales | | | |
| | |
| | |
| | |
|
Elimination of intersegment sales | | | | | | | | | | | |
| ( |
Total consolidated net sales | | | | | | | | | | | | $ | |
Less (a) | | | |
| | |
| | |
| | |
|
Segment cost of goods sold | | | | | | | | | | | | | |
Segment selling, general and administrative | | |
| | |
| | |
| | | | |
Segment research and development | | |
| | |
| | |
| | | | |
Segment earnings | | | | | | | | | | | | | |
| | | | | | | | | | | | | |
Reconciliation of segment earnings to income before income taxes | | | | | | | | | | | | | |
Segment special items (b) | | |
| | | | | | | | |
| ( |
Corporate operating loss (c) | | |
| | | | | | | | |
| ( |
Consolidated operating income | | | | | | | | | | | | | |
Interest income | | |
| | | | | | | | |
| ( |
Interest expense | | |
| | | | | | | | |
| |
Other expense, net | | |
| | | | | | | | |
| |
Income before income taxes | | |
| | | | | | | | | $ | |
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Table of Contents
| | | | | | | | | | | | | |
| | | For the Six Months Ended June 30, 2024 | ||||||||||
|
|
| Americas |
| Europe |
| APMEA |
| Total | ||||
| | | (in millions) | ||||||||||
Net sales | | | |
| | |
| | |
| | |
|
Net sales from external customers | | | $ | | | $ | | | $ | | | $ | |
Intersegment sales | | |
| | |
| | |
| | |
| |
Total segment net sales | | | $ | | | $ | | | $ | | | $ | |
Reconciliation of net sales | | | |
| | |
| | |
| | |
|
Elimination of intersegment sales | | | | | | | | | | | |
| ( |
Total consolidated net sales | | | | | | | | | | | | $ | |
Less (a) | | | |
| | |
| | |
| | |
|
Segment cost of goods sold | | | | | | | | | | | | | |
Segment selling, general and administrative | | |
| | |
| | |
| | | | |
Segment research and development | | |
| | |
| | |
| | | | |
Segment earnings | | | | | | | | | | | | | |
| | | | | | | | | | | | | |
Reconciliation of segment earnings to income before income taxes | | | | | | | | | | | | | |
Segment special items (b) | | |
| | | | | | | | |
| ( |
Corporate operating loss (c) | | |
| | | | | | | | |
| ( |
Consolidated operating income | | | | | | | | | | | | | |
Interest income | | |
| | | | | | | | |
| ( |
Interest expense | | |
| | | | | | | | |
| |
Other income, net | | |
| | | | | | | | |
| ( |
Income before income taxes | | |
| | | | | | | | | $ | |
| (a) | The significant expense categories and amounts align with segment-level information that is regularly provided to the CODM. Significant segment expenses exclude certain expenses incurred and benefits recognized, see footnote (b) below. Intersegment expenses are included within the amounts shown. |
| (b) |
| (c) | Corporate expenses are primarily for administrative compensation expense, compliance costs, professional fees, including corporate-related legal and audit expenses, shareholder services and benefit administration costs. Corporate special items are included within the amounts shown and consist of acquisition-related costs. |
| | | | | | | | | | | | | |
| | Second Quarter Ended | | Six Months Ended | | ||||||||
| | June 29, | | June 30, | | June 29, | | June 30, | | ||||
|
| 2025 |
| 2024 |
| 2025 |
| 2024 |
| ||||
| | (in millions) | | ||||||||||
Capital expenditures | | | | | | | | | | | | | |
Americas | | $ | | | $ | | | $ | | | $ | | |
Europe | |
| | |
| | |
| | |
| | |
APMEA | |
| | |
| | |
| | |
| | |
Consolidated capital expenditures | | $ | | | $ | | | $ | | | $ | | |
Depreciation and amortization | | | | | | | | | | | | | |
Americas | | $ | | | $ | | | $ | | | $ | | |
Europe | |
| | |
| | |
| | |
| | |
APMEA | |
| | |
| | |
| | |
| | |
Consolidated depreciation and amortization | | $ | | | $ | | | $ | | | $ | | |
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Table of Contents
| | | | | | | | | | | | |
| | | | | | | | June 29, | | December 31, | ||
|
| | | | | |
| 2025 |
| 2024 | ||
| | | | | | | | (in millions) | ||||
Identifiable assets (at end of period) | | | | | | | | | | | | |
Americas | | | | | | | | $ | | | $ | |
Europe | | | | | | | |
| | |
| |
APMEA | | | | | | | |
| | |
| |
Consolidated identifiable assets | | | | | | | | $ | | | $ | |
Property, plant and equipment, net (at end of period) | | | | | | | | | | | | |
Americas | | | | | | | | $ | | | $ | |
Europe | | | | | | | |
| | |
| |
APMEA | | | | | | | |
| | |
| |
Consolidated property, plant and equipment, net | | | | | | | | $ | | | $ | |
The above summary of the Company’s significant accounts and balances by segment are presented on a basis consistent with the presentation included in Note 18 of the Notes to Consolidated Financial Statements in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024.
The property, plant and equipment, net, in the U.S. of the Company’s Americas segment was $
The following includes U.S. net sales of the Company’s Americas segment:
| | | | | | | | | | | | | |
| | Second Quarter Ended | | Six Months Ended | | ||||||||
| | June 29, | | June 30, | | June 29, | | June 30, | | ||||
|
| 2025 |
| 2024 |
| 2025 |
| 2024 |
| ||||
| | (in millions) | | ||||||||||
U.S. net sales | | $ | | | $ | | | $ | | | $ | | |
10. Accumulated Other Comprehensive Loss
Accumulated other comprehensive loss consists of the following:
| | | | | | | | | | | | |
|
| | |
|
| |
| | |
| Accumulated | |
| | Foreign | | | | | | | Other | |||
| | Currency | | Pension | | | Cash Flow | | Comprehensive | |||
|
| Translation |
| Adjustment (1) |
| | Hedges (2) |
| Loss | |||
| | (in millions) | ||||||||||
| | | | | | | | | | | | |
Balance December 31, 2024 | | $ | ( | | $ | — | | $ | | | $ | ( |
Change in period | |
| | |
| — | |
| ( | |
| |
Balance March 30, 2025 | | $ | ( | | $ | — | | $ | | | $ | ( |
Change in period | |
| | |
| — | |
| ( | |
| |
Balance June 29, 2025 | | $ | ( | | $ | — | | $ | | | $ | ( |
| | | | | | | | | | | | |
Balance December 31, 2023 | | $ | ( | | $ | | | $ | | | $ | ( |
Change in period | |
| ( | |
| — | |
| | |
| ( |
Balance March 31, 2024 | | $ | ( | | $ | | | $ | | | $ | ( |
Change in period | |
| ( | |
| — | |
| ( | |
| ( |
Balance June 30, 2024 | | $ | ( | | $ | | | $ | | | $ | ( |
| (1) | Pension adjustment relates to the acquired Bradley defined benefit retirement plan which was terminated effective December 31, 2023 and subsequently settled in September 2024. |
| (2) | Cash flow hedges include interest rate swaps and designated foreign currency hedges. See Note 12 for further details. |
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11. Debt
On July 12, 2024, the Company and certain of its subsidiaries entered into the Third Amended and Restated Credit Agreement by and among the Company, certain subsidiaries of the Company, the lenders and other parties from time to time parties thereto and JPMorgan Chase Bank, N.A., as administrative agent (the “Credit Agreement”). The Credit Agreement establishes a senior unsecured revolving credit facility of $
The Revolving Credit Facility also includes sub-limits of $
The Credit Agreement imposes various restrictions on the Company and its subsidiaries, including restrictions pertaining to: (i) the incurrence of additional indebtedness, (ii) limitations on liens, (iii) making distributions, dividends and other payments, (iv) mergers, consolidations and acquisitions, (v) dispositions of assets, (vi) certain consolidated leverage ratios and consolidated interest coverage ratios, (vii) transactions with affiliates, (viii) changes to governing documents, and (ix) changes in control. As of June 29, 2025, the Company was in compliance with these financial covenants.
The Company maintains letters of credit that guarantee its performance or payment to third parties in accordance with specified terms and conditions. The Company’s letters of credit are primarily associated with insurance coverage. The Company’s letters of credit generally expire within
12. Financial Instruments and Derivative Instruments
Fair Value
The carrying amounts of cash and cash equivalents, trade receivables and trade payables approximate fair value because of the short maturity of these financial instruments. The fair value of the Company’s variable rate debt under the Revolving Credit Facility approximates its carrying value.
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Table of Contents
Financial Instruments
The Company measures certain financial assets and liabilities at fair value on a recurring basis, including deferred compensation plan assets and related liabilities and derivatives. The fair values of these financial assets and liabilities were determined using the following inputs as of June 29, 2025 and December 31, 2024:
| | | | | | | | | | | | |
| | Fair Value Measurements at June 29, 2025 Using: | ||||||||||
| | | | | Quoted Prices in Active | | Significant Other | | Significant | |||
| | | | | Markets for Identical | | Observable | | Unobservable | |||
| | | | | Assets | | Inputs | | Inputs | |||
|
| Total |
| (Level 1) |
| (Level 2) |
| (Level 3) | ||||
| | (in millions) | ||||||||||
Assets | | | | | | | | | | | | |
Plan asset for deferred compensation(1) | | $ | | | $ | | | $ | — | | $ | — |
Interest rate swap(2) | | $ | | | $ | — | | $ | | | $ | — |
Total assets | | $ | | | $ | | | $ | | | $ | — |
Liabilities | | | | | | | | | | | | |
Plan liability for deferred compensation(3) | | $ | | | $ | | | $ | — | | $ | — |
Interest rate swap(4) | | $ | | | $ | — | | $ | | | $ | — |
Designated foreign currency hedges(5) | | $ | | | $ | — | | $ | | | $ | — |
Total liabilities | | $ | | | $ | | | $ | | | $ | — |
| | | | | | | | | | | | |
| | Fair Value Measurements at December 31, 2024 Using: | ||||||||||
| | | | | Quoted Prices in Active | | Significant Other | | Significant | |||
| | | | | Markets for Identical | | Observable | | Unobservable | |||
|
| | | | Assets | | Inputs | | Inputs | |||
| | Total |
| (Level 1) |
| (Level 2) |
| (Level 3) | ||||
| | (in millions) | ||||||||||
Assets | | | | | | | | | | | | |
Plan asset for deferred compensation(1) | | $ | | | $ | | | $ | — | | $ | — |
Interest rate swap(2) | | $ | | | $ | — | | $ | | | $ | — |
Designated foreign currency hedges(6) | | $ | | | $ | — | | $ | | | $ | — |
Total assets | | $ | | | $ | | | $ | | | $ | — |
Liabilities | | | | | | | | | | | | |
Plan liability for deferred compensation(3) | | $ | | | $ | | | $ | — | | $ | — |
Interest rate swap(4) | | $ | | | $ | — | | $ | | | $ | — |
Total liabilities | | $ | | | $ | | | $ | | | $ | — |
(1) | Included on the Company’s consolidated balance sheet in other assets (other, net). |
(2) | As of June 29, 2025, $ |
(3)Included on the Company’s consolidated balance sheet in accrued compensation and benefits.
(4) | As of June 29, 2025, $ |
(5) | Included on the Company’s consolidated balance sheet in accrued expenses and other liabilities. |
(6) | Included on the Company’s consolidated balance sheet in prepaid expenses and other current assets. |
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Cash equivalents consist of instruments with remaining maturities of three months or less at the date of purchase and consist primarily of money market funds, for which the carrying amount is a reasonable estimate of fair value.
The Company uses financial instruments from time to time to enhance its ability to manage risk, including foreign currency and commodity pricing exposures, which exist as part of its ongoing business operations. The use of derivatives exposes the Company to counterparty credit risk for nonperformance and to market risk related to changes in currency exchange rates and commodity prices. The Company manages its exposure to counterparty credit risk through diversification of counterparties. The Company’s counterparties in derivative transactions are substantial commercial banks with significant experience using such derivative instruments. The impact of market risk on the fair value and cash flows of the Company’s derivative instruments is monitored and the Company restricts the use of derivative financial instruments to hedging activities. The Company does not enter into contracts for trading purposes, nor does the Company enter into any contracts for speculative purposes. The use of derivative instruments is approved by senior management under written guidelines.
Interest Rate Swaps
On July 12, 2024, the Company entered into the Credit Agreement, extending the maturity date of the Revolving Credit Facility from March 30, 2026 to July 12, 2029, and amending the expansion option to $
In order to manage the Company’s exposure to changes in cash flows attributable to fluctuations in interest payments related to the Company’s floating rate debt, the Company entered into an interest rate swap on March 30, 2021. Under the interest rate swap agreement, the Company received the one-month USD-LIBOR subject to a
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Designated Foreign Currency Hedges
The Company’s foreign subsidiaries transact most business, including certain intercompany transactions, in foreign currencies. Such transactions are principally purchases or sales of materials. The Company has exposure to a number of foreign currencies, including the Canadian dollar, the euro, the Chinese yuan and the Australian dollar. The Company uses a layering methodology, whereby at the end of each quarter, the Company enters into forward exchange contracts hedging the Canadian dollar to the U.S. dollar, which hedge up to
The notional amounts outstanding as of June 29, 2025 for the Canadian dollar to U.S. dollar contracts was $
13. Contingencies and Environmental Remediation
In the ordinary course of business, the Company is involved in disputes, litigation, and governmental or regulatory inquiries and investigations, both pending and threatened, including those involving product liability, environmental matters, and commercial disputes.
Other than the items described below, significant commitments and contingencies at June 29, 2025 are consistent with those discussed in Note 16 of the Notes to Consolidated Financial Statements in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024.
As of June 29, 2025, the Company estimates that the aggregate amount of reasonably possible loss in excess of the amount accrued for its contingencies is approximately $
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Chemetco, Inc. Superfund Site, Hartford, Illinois
In August 2017, Watts Regulator Co. (a wholly-owned subsidiary of the Company) received a “Notice of Environmental Liability” from the Chemetco Site Group (“Group”) alleging that it is a potentially responsible party (“PRP”) for the Chemetco, Inc. Superfund Site in Hartford, Illinois (the “Site”) because it arranged for the disposal or treatment of hazardous substances that were contained in materials sent to the Site and that resulted in the release or threat of release of hazardous substances at the Site. The letter offered Watts Regulator Co. the opportunity to join the Group and participate in the Remedial Investigation and Feasibility Study (“RI/FS”) for a portion of the Site. Watts Regulator Co. joined the Group in September 2017 and was added in March 2018 as a signatory to the Administrative Settlement Agreement and Order on Consent with the United States Environmental Protection Agency (“USEPA”) and the Illinois Environmental Protection Agency (“IEPA”) governing completion of the RI/FS. The Remedial Investigation report has been completed for the first portion of the site. For that same portion of the site, the draft Feasibility Study (“FS”) report was submitted to USEPA and IEPA for review and comment in September 2021. USEPA and IEPA both issued comments on the draft FS. The Group provided responses to the Agency comments on December 1, 2023. The deadline for submission of the revised FS report has been deferred with USEPA’s consent until all Agency comments are resolved. Comments and final approval from the USEPA are required to complete the FS process. USEPA has identified the fourth quarter of 2026 as its targeted milestone for completion of the FS and for the Agency’s selection of a remedy.
Based on information currently known to it, management believes that Watts Regulator Co.’s share of the costs of the RI/FS is not likely to have a material adverse effect on the financial condition of the Company, or have a material adverse effect on the Company’s operating results for any particular period. The Company is unable to estimate a range of reasonably possible loss for the above matter in which damages have not been specified because: (i) the FS process for the first portion of the Site has not been completed, and the RI/FS process for the remainder of the Site has not yet been initiated, to determine what remediation plans will be implemented and the costs of such plans; (ii) the total amount of material sent to the Site, and the total number of PRPs who may or may not agree to fund or perform any remediation, have not been determined; (iii) the share contribution for PRPs to any remediation has not been determined; and (iv) the number of years required to implement a remediation plan acceptable to USEPA and IEPA is uncertain.
14. Subsequent Events
On
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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
This Quarterly Report on Form 10-Q contains statements that are not historical facts and are considered forward-looking within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements contain projections of our future results of operations or our financial position or state other forward-looking information. The forward-looking statements included in this Quarterly Report on Form 10-Q, including without limitation statements regarding our business performance and strategy, including, without limitation, expected financial results, benefits from recent acquisitions, expected investments in capital expenditures, improvements in operating and free cash flow, expected impacts from legislation and our ability to manage challenging macro-economic and softer market conditions, including impacts from tariffs, are only predictions and involve known and unknown risks, uncertainties and other important factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. In some cases, you can identify these forward-looking statements by words such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “should,” and “would” or similar words. You should not rely on forward-looking statements because they involve known and unknown risks, uncertainties and other factors, some of which are beyond our control. These risks, uncertainties and other factors may cause our actual results, performance or achievements to differ materially from the anticipated future results, performance or achievements expressed or implied by the forward-looking statements. Some of the factors that might cause these differences are described under Item 1A. “Risk Factors” of our Annual Report on Form 10-K for the fiscal year ended December 31, 2024, filed with the Securities and Exchange Commission. You should carefully review all of these factors, and you should be aware that there may be other factors that could cause these differences. These forward-looking statements were based on information, plans and estimates at the date of this report, and, except as required by law, we undertake no obligation to update any forward-looking statements to reflect changes in underlying assumptions or factors, new information, future events or other changes.
Overview
The following discussion and analysis is provided to increase the understanding of, and should be read in conjunction with, the accompanying unaudited consolidated financial statements and related notes. In this Quarterly Report on Form 10-Q, references to “the Company,” “Watts,” “we,” “us” or “our” refer to Watts Water Technologies, Inc. and its consolidated subsidiaries.
We are a leading supplier of solutions, systems and products that manage and conserve the flow of fluids and energy into, through and out of buildings in the commercial, industrial and residential markets in the Americas, Europe and Asia-Pacific, Middle East and Africa (“APMEA”). For over 150 years, we have designed and produced valve systems that safeguard and regulate water systems, energy efficient heating and hydronic systems, drainage systems and water filtration technology that helps purify and conserve water. We earn revenue and income almost exclusively from the sale of our products. Our principal product and solution categories include:
● Residential & commercial flow control and protection—includes products and solutions typically sold into plumbing and hot water applications such as backflow preventers, water pressure regulators, temperature and pressure relief valves, thermostatic mixing valves, leak detection and protection products, commercial washroom solutions and emergency safety products and equipment. Many of our flow control and protection products are now smart and connected enabled, warning of leaks, floods, freezing temperatures and other hazards with alerts to Building Management Systems (“BMS”) and/or personal devices giving our customers greater insight into their water management and the ability to shut off the water supply to avoid waste and mitigate damage.
● Heating, ventilation and air conditioning (“HVAC”) & gas—includes commercial high-efficiency boilers, water heaters and heating solutions, hydronic and electric heating systems for under-floor radiant applications, custom heat and hot water solutions, hydronic pump groups for boiler manufacturers and alternative energy control packages, and flexible stainless steel connectors for natural and liquid propane gas in commercial food service and residential applications. Most of our HVAC products and solutions feature advanced controls enabling customers to easily connect to the BMS for better monitoring, control and operation.
● Drainage & water re-use—includes drainage products and engineered rainwater harvesting solutions for commercial, industrial, marine and residential applications, including connected roof drain systems.
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● Water quality—includes point-of-use, point-of-entry, closed loop, cooling tower, and other water applications used for water filtration, monitoring, conditioning and scale prevention systems for commercial, marine, light industrial and residential applications.
Our business is reported in three geographic segments: Americas, Europe, and APMEA. We distribute our products through four primary distribution channels: wholesale, original equipment manufacturers (“OEMs”), specialty, and do-it-yourself (“DIY”).
We believe the factors relating to our future growth include continued product innovation that meets the needs of our customers and our end markets; our ability to continue to make selective acquisitions, both in our core markets as well as in complementary markets; regulatory requirements relating to the quality and conservation of water and the safe use of water; increased demand for clean water; and continued enforcement of plumbing and building codes. Our acquisition strategy focuses on businesses that promote our key macro themes around safety and regulation, energy efficiency and water conservation. We target businesses that we believe will provide us with one or more of the following: an entry into new markets and/or new geographies, improved channel access, unique and/or proprietary technologies, including smart and connected technologies, advanced production capabilities or complementary solution offerings. We have completed 15 acquisitions since 2015, and in the last two years, we have completed four strategic and complementary acquisitions that expanded our addressable market and that we believe will enable value creation through greater scale and growth opportunities.
Our innovation strategy is focused on differentiated products and solutions that will provide greater opportunity to distinguish ourselves in the marketplace, while at the same time creating innovative products and smart solutions to protect, control, and conserve critical resources, and help our customers with their sustainability efforts through the use of our products. We continually look for strategic opportunities to invest in new products and markets or divest existing product lines where necessary in order to meet those objectives.
Over the past several years we have been building our smart and connected products foundation by expanding our internal capabilities and making strategic acquisitions. Our strategy is to deliver superior customer value through smart and connected products and intelligent water solutions. This strategy focuses on three dimensions: Connect, Control and Conserve. We are focused on introducing products that connect our customers with smart systems, manage systems for optimal performance, and conserve critical resources by increasing operability, efficiency and safety.
Products representing a majority of our sales are subject to regulatory standards and code enforcement, which typically require that these products meet stringent performance criteria. We have consistently advocated for the development and enforcement of such plumbing codes. We are focused on maintaining stringent quality control and testing procedures at each of our manufacturing facilities in order to manufacture products in compliance with code requirements and take advantage of the resulting demand for compliant products. We believe that product development, product testing capability and investment in plant and equipment needed to manufacture products in compliance with code requirements, represent a competitive advantage for us.
Enacted tariffs on foreign imports into the United States, particularly from Canada, China and Mexico, have increased the cost of our products and could adversely impact the gross margin we earn on our products. We are proactively responding to the dynamic trade environment by leveraging our global sourcing strategy, driving incremental productivity within our operations and implementing pricing actions as appropriate. We expect that our significant degree of vertical integration, with manufacturing close to our customers, will be an advantage for us in the current environment. We have a proven track record of successfully navigating through periods of disruption and are committed to continuing our strong execution. However, there can be no assurance that we will be able to fully mitigate the impact of new or increased tariffs and actions taken by the United States or other countries to impose or increase tariffs which could have a material adverse effect on our business, financial condition or results of operations. We also continue to experience inflation across our labor and overhead costs. Despite these challenges and uncertainties, we continue to invest in our business, including new products, our smart and connected solutions and our growth and productivity initiatives. We remain focused on our customers’ needs and executing on our long-term strategy.
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The trade policy environment has created uncertainty which has resulted in lowered economic forecasts, including a reduction in global gross domestic product (“GDP”) expectations. While GDP is expected to be lower than the prior year, it is expected to remain positive and is generally a leading indicator for our repair and replacement business. New construction indicators are mixed. Multi-family housing, office, retail and recreation verticals are expected to be down, but light industrial, including data centers, is growing and institutional verticals remain steady. The impact of the enacted tariffs on interest rate levels and new construction remains uncertain. The European economy remains weak and geo-political uncertainties continue, all of which may adversely affect our future financial results.
Financial Overview
Second quarter 2025 sales increased 7.8%, or $46.4 million, on a reported basis, and 5.8%, or $34.6 million, on an organic basis, compared to the second quarter of 2024. The reported sales increase compared to the second quarter of 2024 was positively impacted by acquired sales of 1.2%, or $7.0 million, all reported within the Americas segment, as well as net favorable impact of foreign exchange of 0.8%, or $4.8 million, primarily due to strengthening of the euro against the U.S. dollar. The 5.8% organic growth was driven by organic growth in the Americas of 9.8%, offset by organic declines in Europe of 7.6% and in APMEA of 1.1%. The organic growth was primarily driven by favorable price realization in all regions and increased volume in the Americas, including pull-forward demand resulting from tariff-related price increases. Growth in the Americas was partially offset by lower volumes in Europe and APMEA. Operating income of $135.3 million increased by $23.8 million, or 21.3%, in the second quarter of 2025 as compared to the second quarter of 2024. This increase was primarily driven by favorable price realization, volume growth and productivity, partially offset by inflation and restructuring charges.
In discussing our results of operations, segment earnings is the GAAP performance measure used by our chief operating decision-maker (“CODM”) to assess and evaluate segment results. Segment earnings exclude the impacts of special items which are defined as non-recurring, and unusual expenses or benefits such as restructuring costs, acquisition-related costs, and gain on sale of assets. The CODM uses segment earnings for insight into underlying trends comparing past financial performance with current performance by reporting segment on a consistent basis.
In addition, we refer to non-GAAP organic changes in financial measures, including organic net sales, organic net sales growth, organic selling, general and administrative expenses, and organic segment earnings, that exclude the impacts of acquisitions, divestitures and foreign exchange. Management believes reporting these non-GAAP financial measures provides useful information to investors, potential investors and others, because it allows for additional insight into underlying trends by providing growth on a consistent basis. We reconcile the change in these non-GAAP financial measures to our reported results below.
Acquisitions
On June 13, 2025, we completed the acquisition of substantially all of the assets of Freije Treatment Systems, Inc. (“EasyWater”) in an all-cash transaction. EasyWater, a leading provider of water quality solutions, is based in Fishers, Indiana, and has designed and manufactured innovative, chemical-free technologies for treating water in residential and commercial applications. The acquisition of EasyWater aligns with our continued focus on growth, innovation and expanding our portfolio of high-value water quality solutions.
On January 2, 2025, we completed the acquisition of I-CON Systems Holdings LLC (“I-CON”) in a membership unit purchase transaction funded with cash on hand. The final net purchase price was approximately $70.7 million, net of cash acquired. I-CON is headquartered in Oviedo, Florida, and is a leading designer and manufacturer of intelligent plumbing controls, addressing the unique challenges of water management in correctional facilities.
Recent Developments
On August 4, 2025, we declared a quarterly dividend of fifty-two cents ($0.52) per share on each outstanding share of Class A common stock and Class B common stock payable on September 15, 2025 to stockholders of record on August 29, 2025.
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Results of Operations
Second Quarter Ended June 29, 2025 Compared to Second Quarter Ended June 30, 2024
Net Sales. Our business is reported in three geographic segments: Americas, Europe and APMEA. Our net sales in each of these segments for each of the second quarters of 2025 and 2024 were as follows:
| | | | | | | | | | | | | | | | |
| | Second Quarter Ended | | | | | % Change to |
| ||||||||
| | June 29, 2025 | | June 30, 2024 | | | | | Consolidated |
| ||||||
|
| Net Sales |
| % Sales |
| Net Sales |
| % Sales |
| Change |
| Net Sales |
| |||
| | (dollars in millions) |
| |||||||||||||
Americas | | $ | 498.5 | | 77.4 | % | $ | 448.1 | | 75.0 | % | $ | 50.4 | | 8.4 | % |
Europe | |
| 111.0 |
| 17.3 | |
| 114.1 |
| 19.1 | |
| (3.1) |
| (0.5) | |
APMEA | |
| 34.2 |
| 5.3 | |
| 35.1 |
| 5.9 | |
| (0.9) |
| (0.1) | |
Total | | $ | 643.7 |
| 100.0 | % | $ | 597.3 |
| 100.0 | % | $ | 46.4 |
| 7.8 | % |
The change in net sales was attributable to the following:
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | Change As a % | | Change As a % |
| ||||||||||
| | | | | | | | | | | | | | of Consolidated Net Sales | | of Segment Net Sales |
| ||||||||||
|
| | |
| | |
| | | | |
| | | | | | | | | | | | | |
| |
| | Americas | | Europe | | APMEA | | Total | | Americas | | Europe | | APMEA | | Total | | Americas | | Europe | | APMEA |
| ||||
| | (dollars in millions) |
| ||||||||||||||||||||||||
Organic | | $ | 43.7 | | $ | (8.7) | | $ | (0.4) |
| $ | 34.6 |
| 7.3 | % | (1.4) | % | (0.1) | % | 5.8 | % | 9.8 | % | (7.6) | % | (1.1) | % |
Foreign exchange | |
| (0.3) | |
| 5.6 | |
| (0.5) | |
| 4.8 |
| (0.1) |
| 0.9 |
| — |
| 0.8 |
| (0.1) |
| 4.9 |
| (1.5) | |
Acquired | |
| 7.0 | |
| — | |
| — | |
| 7.0 |
| 1.2 |
| — |
| — |
| 1.2 |
| 1.5 |
| — |
| — | |
Total | | $ | 50.4 | | $ | (3.1) | | $ | (0.9) | | $ | 46.4 |
| 8.4 | % | (0.5) | % | (0.1) | % | 7.8 | % | 11.2 | % | (2.7) | % | (2.6) | % |
Our products are sold primarily to wholesalers, OEMs, DIY chains, and through various specialty channels. The change in organic net sales by channel was attributable to the following:
| | | | | | | | | | | | | | | | | | | | | | | | | ||||||||||||||||||
| | | | | | | | | | | | | | | | | Change As a % |
| ||||||||||||||||||||||||
| | | | | | | | | | | | | | | | | of Prior Year Sales (*) |
| ||||||||||||||||||||||||
|
| Wholesale |
| OEMs |
| DIY |
| Specialty |
| Total |
| Wholesale |
| OEMs |
| DIY | | Specialty |
| |||||||||||||||||||||||
|
| (dollars in millions) | | |||||||||||||||||||||||||||||||||||||||
Americas | | $ | 36.1 | | $ | 2.2 | | $ | 2.2 | | $ | 3.2 | | $ | 43.7 |
| 12.3 | % | 8.1 | % | 11.1 | % | 3.0 | % | ||||||||||||||||||
Europe | |
| (4.8) | |
| (3.9) | |
| — | | | — | |
| (8.7) |
| (6.2) |
| (10.9) | | — | | — | | ||||||||||||||||||
APMEA | |
| (1.1) | |
| 0.8 | |
| — | | | (0.1) | |
| (0.4) |
| (4.4) |
| 47.1 |
| — | | (1.2) | | ||||||||||||||||||
Total | | $ | 30.2 | | $ | (0.9) | | $ | 2.2 | | $ | 3.1 | | $ | 34.6 | | 7.6 | % | (1.4) | % | 10.7 | % | 2.7 | % | ||||||||||||||||||
* Segment change as a % of segment net sales by channel and Total change as a % of consolidated net sales by channel.
Americas net sales increased $50.4 million, or 11.2%, for the second quarter of 2025 compared to the second quarter of 2024. The change in net sales was positively impacted by $7.0 million, or 1.5%, of acquired sales related to acquisitions completed in the first and second quarters of 2025. The change in net sales was negatively impacted by $0.3 million, or 0.1%, of foreign currency translation. Organic net sales increased $43.7 million, or 9.8%, primarily due to higher volumes, including pull-forward demand into the second quarter of 2025, and favorable price realization.
Europe net sales decreased $3.1 million, or 2.7%, for the second quarter of 2025 compared to the second quarter of 2024. The decrease in net sales was partially offset by favorable foreign currency translation of $5.6 million, or 4.9%. Organic net sales decreased $8.7 million, or 7.6%, primarily due to reduced volumes impacted by market weakness in the wholesale and OEM channels, partially offset by favorable price realization.
APMEA net sales decreased $0.9 million, or 2.6%, for the second quarter of 2025 compared to the second quarter of 2024. The change in net sales was negatively impacted by $0.5 million, or 1.5%, of foreign currency translation. Organic net sales decreased $0.4 million, or 1.1%, primarily due to a decline in China, partially offset by growth in Australia, New Zealand and the Middle East. China’s net sales decline was primarily due to data center project timing.
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The net increase in net sales due to foreign exchange was mostly due to the favorable impact of the depreciation of the U.S. dollar against the euro partially offset by the appreciation of the U.S. dollar against the Australian dollar and Canadian dollar in the second quarter of 2025. We cannot predict whether foreign currencies will appreciate or depreciate against the U.S. dollar in future periods or whether future foreign exchange rate fluctuations will have a positive or negative impact on our net sales.
Gross Profit. Gross profit and gross profit as a percent of net sales (gross margin) for the second quarters of 2025 and 2024 were as follows:
| | | | | | | |
| | Second Quarter Ended |
| ||||
| | June 29, 2025 | | June 30, 2024 | | ||
| | (dollars in millions) |
| ||||
Gross profit | | $ | 325.9 | | $ | 284.8 | |
Gross margin | |
| 50.6 | % |
| 47.7 | % |
Gross profit and gross margin increased primarily from higher price realization, higher volume and productivity, partially offset by inflation.
Selling, General and Administrative Expenses. Selling, general and administrative (“SG&A”) expenses increased $14.1 million, or 8.1%, in the second quarter of 2025 compared to the second quarter of 2024. The increase in SG&A expenses was attributable to the following:
| | | | | | |
|
| (in millions) |
| % Change |
| |
Organic | | $ | 7.4 |
| 4.3 | % |
Foreign exchange | |
| 1.2 |
| 0.7 | |
Acquired | |
| 3.0 |
| 1.7 | |
Special items | | | 2.5 | | 1.4 | |
Total | | $ | 14.1 |
| 8.1 | % |
The increase in organic SG&A expenses was primarily due to increased variable costs of $5.2 million due to higher net sales, an increase in investments of $4.5 million, including in our smart and connected initiatives and other strategic initiatives and general inflation of $3.9 million, partially offset by $2.8 million from productivity initiatives, lower professional fees of $2.5 million and $1.6 million of restructuring savings compared to the second quarter of 2024. The increase in foreign exchange was mainly due to the depreciation of the U.S. dollar against the euro. The acquired SG&A costs related to two acquisitions in the Americas segment completed in the first and second quarters of 2025. The increase in special items SG&A expenses was primarily due to a $3.3 million gain on sale of building in the second quarter of 2024, partially offset by decreased acquisition-related costs of $0.8 million compared to the second quarter of 2024. Total SG&A expenses, as a percentage of net sales, were 29.1% in the second quarter of 2025 compared to 29.0% in the second quarter of 2024.
Restructuring. In the second quarter of 2025, we recorded a net restructuring charge of $3.4 million, which related to the 2025 French restructuring program that was approved in the first quarter of 2025 and immaterial severance costs related to other cost actions in the Europe segment. In the second quarter of 2024, we recorded a net restructuring charge of $0.2 million, which primarily related to immaterial severance and other exit costs in the Europe and APMEA segments. For a more detailed description of our restructuring plans, see Note 6 of the Notes to the Consolidated Financial Statements.
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Operating Income. Operating income, which is made up of segment earnings, Corporate operating loss and special items, for the second quarters of 2025 and 2024 was as follows:
| | | | | | | | | | | | | |||||||||||
| | | | | | | | | | | % Change to |
| |||||||||||
|
| Second Quarter Ended |
| | |
| Consolidated |
| |||||||||||||||
|
| June 29, | | June 30, |
| | |
| Operating | | |||||||||||||
| | 2025 |
| 2024 |
| Change |
| Income | | ||||||||||||||
|
| (dollars in millions) | | | | ||||||||||||||||||
Americas | | $ | 135.8 |
| $ | 108.8 |
| $ | 27.0 |
| 24.2 | % | |||||||||||
Europe | |
| 13.0 | |
| 11.4 | |
| 1.6 |
| 1.4 | | |||||||||||
APMEA | |
| 6.5 | |
| 6.6 | |
| (0.1) |
| (0.1) | | |||||||||||
Total segment earnings | | $ | 155.3 | | $ | 126.8 | | $ | 28.5 |
| 25.6 | % | |||||||||||
| | | | | | | | | | | | | |||||||||||
Corporate operating loss - excluding special items | | $ | (16.2) | | $ | (14.7) | | $ | (1.5) |
| (1.3) | % | |||||||||||
Corporate special items | |
| — | |
| — | |
| — |
| — | | |||||||||||
Corporate operating loss - as reported | | $ | (16.2) | | $ | (14.7) | | $ | (1.5) |
| (1.3) | % | |||||||||||
| | | | | | | | | | | | | |||||||||||
Segment special items | |
| (3.8) | |
| (0.6) | |
| (3.2) |
| (2.9) | | |||||||||||
Total operating income | | $ | 135.3 | | $ | 111.5 | | $ | 23.8 |
| 21.3 | % | |||||||||||
The increase (decrease) in total segment earnings was attributable to the following:
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | Change As a % of | | Change As a % of | |||||||||||
| | | | | | | | | | | | | | Total Segment Earnings | | Segment Earnings | |||||||||||
|
| | |
| | |
| |
| | |
| |
| |
| |
| |
| |
| |
| |
| |
| | Americas | | Europe | | APMEA | | Total | | Americas | | Europe | | APMEA | | Total | | Americas | | Europe | | APMEA | | ||||
| | (dollars in millions) | |||||||||||||||||||||||||
Organic | | $ | 25.4 | | $ | 0.9 | | $ | (0.1) | | $ | 26.2 | | 20.0 | % | 0.7 | % | (0.1) | % | 20.6 | % | 23.3 | % | 7.9 | % | (1.5) | % |
Foreign exchange | | | — | | | 0.7 | | | — | | | 0.7 | | — | | 0.6 | | — | | 0.6 | | — | | 6.1 | | — | |
Acquired | | | 1.6 | | | — | | | — | | | 1.6 | | 1.3 | | — | | — | | 1.3 | | 1.5 | | — | | — | |
Total | | $ | 27.0 | | $ | 1.6 | | $ | (0.1) | | $ | 28.5 |
| 21.3 | % | 1.3 | % | (0.1) | % | 22.5 | % | 24.8 | % | 14.0 | % | (1.5) | % |
Operating income increased $23.8 million, or 21.3%, for the second quarter of 2025 compared to the second quarter of 2024. Operating income was unfavorably impacted by $3.4 million of restructuring charges primarily related to the 2025 French restructuring program and a $3.3 million gain on sale of building in the second quarter of 2024 that did not repeat in 2025, partially offset by lower acquisition-related costs. The increase in organic operating income of $26.2 million, or 20.6%, was primarily due to higher price realization, higher volume in the Americas, including pull-forward demand into the second quarter of 2025, productivity and savings from prior restructuring actions, partially offset by inflation and investments.
Interest Income. Interest income in the second quarter of 2025 increased $0.4 million compared to the second quarter of 2024, primarily due to higher cash and cash equivalents balances.
Interest Expense. Interest expense in the second quarter of 2025 decreased $1.4 million compared to the second quarter of 2024, primarily due to a lower principal balance of debt outstanding. Refer to Note 11 of the Notes to Consolidated Financial Statements for further details.
Other Expense (Income), Net. Other expense (income), net, was an expense balance of $0.2 million in the second quarter of 2025, primarily due to unfavorable foreign currency translation, compared to an income balance of $0.2 million in the second quarter of 2024, primarily due to favorable foreign currency translation.
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Income Taxes. Our effective income tax rate increased slightly to 25.2% in the second quarter of 2025, from 25.1% in the second quarter of 2024.
Net Income. Net income was $100.9 million, or $3.01 per share of common stock on a diluted basis, for the second quarter of 2025, compared to $82.0 million, or $2.44 per share of common stock on a diluted basis, for the second quarter of 2024. Results for the second quarter of 2025 included after-tax charges of $2.5 million, or $0.08 per share of common stock, for restructuring and $0.3 million, or $0.01 per share of common stock, for acquisition-related costs. Results for the second quarter of 2024 included after-tax charges of $2.8 million, or $0.08 per share of common stock, for acquisition-related costs, partially offset by an after-tax benefit of $2.5 million, or $0.06 per share of common stock, for the gain on sale of a building.
Six Months Ended June 29, 2025 Compared to Six Months Ended June 30, 2024
Net Sales. Our net sales in each of the three geographic segments for the first six months of 2025 and 2024 were as follows:
| | | | | | | | | | | | | | | | |
| | Six Months Ended | | | | | % Change to |
| ||||||||
| | June 29, 2025 | | June 30, 2024 | | | | | Consolidated |
| ||||||
|
| Net Sales |
| % Sales |
| Net Sales |
| % Sales |
| Change |
| Net Sales |
| |||
|
| (dollars in millions) | | |||||||||||||
Americas | | $ | 916.6 |
| 76.3 | % | $ | 866.9 |
| 74.2 | % | $ | 49.7 |
| 4.3 | % |
Europe | |
| 219.4 |
| 18.3 | |
| 237.4 |
| 20.3 | |
| (18.0) |
| (1.5) | |
APMEA | |
| 65.7 |
| 5.5 | |
| 63.9 |
| 5.5 | |
| 1.8 |
| 0.1 | |
Total | | $ | 1,201.7 |
| 100.0 | % | $ | 1,168.2 |
| 100.0 | % | $ | 33.5 |
| 2.9 | % |
The change in net sales was attributable to the following:
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | Change as a % | | Change as a % | |||||||||||
| | | | | | | | | | | | | | of Consolidated Net Sales | | of Segment Net Sales | |||||||||||
|
| | |
| | |
| |
| | |
| |
| |
| |
| |
| |
| |
| |
| |
| | Americas | | Europe | | APMEA | | Total | | Americas | | Europe | | APMEA | | Total | | Americas | | Europe | | APMEA | | ||||
| | (dollars in millions) | |||||||||||||||||||||||||
Organic | | $ | 39.3 | | $ | (20.0) | | $ | 3.4 | | $ | 22.7 |
| 3.4 | % | (1.7) | % | 0.3 | % | 2.0 | % | 4.5 | % | (8.4) | % | 5.3 | % |
Foreign exchange | |
| (1.6) | |
| 2.0 | |
| (1.6) | |
| (1.2) |
| (0.1) |
| 0.2 |
| (0.2) |
| (0.1) |
| (0.2) |
| 0.8 |
| (2.5) |
|
Acquired | | | 12.0 | | | — | | | — | | | 12.0 | | 1.0 | | — | | — | | 1.0 | | 1.4 | | — | | — | |
Total | | $ | 49.7 | | $ | (18.0) | | $ | 1.8 | | $ | 33.5 |
| 4.3 | % | (1.5) | % | 0.1 | % | 2.9 | % | 5.7 | % | (7.6) | % | 2.8 | % |
The change in organic net sales by channel was attributable to the following:
| | | | | | | | | | | | | | | | | | | | | | | | | |||||||||||||||||
| | | | | | | | | | | | | | | | | Change As a % | ||||||||||||||||||||||||
| | | | | | | | | | | | | | | | | of Prior Year Sales (*) | ||||||||||||||||||||||||
|
| Wholesale |
| OEMs |
| DIY |
| Specialty |
| Total |
| Wholesale |
| OEMs |
| DIY | | Specialty |
| ||||||||||||||||||||||
| | (dollars in millions) |
| ||||||||||||||||||||||||||||||||||||||
Americas | | $ | 31.4 | | $ | 0.9 | | $ | 0.5 | | $ | 6.5 | | $ | 39.3 |
| 5.5 | % | 1.7 | % | 1.2 | % | 3.2 | % | |||||||||||||||||
Europe | |
| (10.7) | |
| (9.2) | |
| (0.1) | |
| — | |
| (20.0) |
| (6.6) |
| (12.3) | | (8.3) | | — | | |||||||||||||||||
APMEA | |
| 3.6 | |
| 0.6 | |
| — | |
| (0.8) | |
| 3.4 |
| 8.2 |
| 17.6 |
| — | | (4.9) | | |||||||||||||||||
Total | | $ | 24.3 | | $ | (7.7) | | $ | 0.4 | | $ | 5.7 | | $ | 22.7 | | 3.1 | % | (5.9) | % | 0.9 | % | 2.6 | % | |||||||||||||||||
* Segment change as a % of segment net sales by channel and Total change as a % of consolidated net sales by channel.
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Americas net sales increased $49.7 million, or 5.7%, for the first six months of 2025 compared to the first six months of 2024. The change in net sales was positively impacted by $12.0 million, or 1.4%, of acquired sales related to two acquisitions completed in the first and second quarters of 2025. The change in net sales was negatively impacted by $1.6 million, or 0.2%, of foreign currency translation. Organic net sales increased $39.3 million, or 4.5%, primarily due to favorable price realization, and higher volume, including pull-forward demand into the second quarter of 2025, partially offset by fewer shipping days in the first six months of 2025. The organic net sales growth was primarily in the wholesale channel from increased sales across our core valve products and in the specialty channel from increased sales of our heating and hot water products.
Europe net sales decreased $18.0 million, or 7.6%, for the first six months of 2025 compared to the first six months of 2024. The change in net sales was positively impacted by $2.0 million, or 0.8%, of favorable foreign currency translation. Organic net sales decreased $20.0 million, or 8.4%, primarily due to volume declines from market weakness in the OEM and wholesale channels and fewer shipping days in the first six months of 2025, partially offset by favorable price realization. The OEM channel was impacted by reduced government energy incentives and the related heat pump destocking while the wholesale channel was primarily impacted by reduced volume of plumbing product sales into France and Benelux.
APMEA net sales increased $1.8 million, or 2.8%, for the first six months of 2025 compared to the first six months of 2024. The change in net sales was negatively impacted by $1.6 million, or 2.5%, of unfavorable foreign currency translation. Organic net sales increased $3.4 million, or 5.3%, primarily due to volume growth in all major countries in the segment, partially offset by fewer shipping days in the first six months of 2025.
The net decrease in net sales due to foreign exchange was mostly due to the unfavorable impact of the appreciation of the U.S. dollar against the Australian dollar and Canadian dollar, partially offset by the favorable impact of the depreciation of the U.S. dollar against the euro in the first six months of 2025.
Gross Profit. Gross profit and gross profit as a percent of net sales (gross margin) for the first six months of 2025 and 2024 were as follows:
| | | | | | | |
| | Six Months Ended |
| ||||
| | June 29, 2025 | | June 30, 2024 | | ||
| | (dollars in millions) |
| ||||
Gross profit | | $ | 598.4 | | $ | 552.3 | |
Gross margin | |
| 49.8 | % |
| 47.3 | % |
Gross profit and gross margin increased primarily from higher price realization, productivity and lower amortization of fair value inventory adjustments from acquisitions, partially offset by inflation and lower volume.
Selling, General and Administrative Expenses. SG&A expenses increased $12.1 million, or 3.5%, in the first six months of 2025 compared to the first six months of 2024. The increase in SG&A expenses was attributable to the following:
| | | | | | |
|
| (in millions) |
| % Change |
| |
Organic | | $ | 6.0 |
| 1.8 | % |
Foreign exchange | |
| (0.6) |
| (0.2) | |
Acquired | | | 5.8 | | 1.6 | |
Special items | | | 0.9 | | 0.3 | |
Total | | $ | 12.1 |
| 3.5 | % |
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The increase in organic SG&A expenses was primarily due to an increase in investments of $7.6 million, including in our smart and connected initiatives and other strategic initiatives, general inflation of $7.5 million and increased variable costs of $5.3 million due to higher net sales, partially offset by $5.5 million from productivity initiatives, $3.2 million of restructuring savings, lower professional fees of $2.9 million and a $1.0 million reduction in travel and marketing spend compared to the first six months of 2024. The decrease in foreign exchange was mainly due to the appreciation of the U.S. dollar against the Australian dollar and Canadian dollar, partially offset by the depreciation of the U.S. dollar against the euro. The acquired SG&A costs related to two acquisitions in the Americas segment completed in the first and second quarters of 2025. The increase in special items SG&A expenses was primarily due to a $4.4 million gain on sale of buildings in the second quarter of 2024, partially offset by decreased acquisition-related costs of $3.5 million compared to the first six months of 2024. Total SG&A expenses, as a percentage of sales, were 29.5% in the first six months of 2025 compared to 29.3% in the first six months of 2024.
Restructuring. In the first six months of 2025, we recorded a net restructuring charge of $20.7 million, which included a $19.1 million charge related to the 2025 French restructuring program that was approved in the first quarter of 2025. In the first six months of 2024, we recorded a net restructuring charge of $1.5 million, which primarily related to immaterial severance and other exit costs in all three segments. For a more detailed description of our restructuring plans, see Note 6 of the Notes to the Consolidated Financial Statements.
Operating Income. Operating income, which is made up of segment earnings, Corporate operating loss and special items, for the first six months of 2025 and 2024 was as follows:
| | | | | | | | | | | | | |||
| | | | | | | | | | | % Change to |
| |||
|
| Six Months Ended |
| | |
| Consolidated |
| |||||||
|
| June 29, | | June 30, |
| | |
| Operating | | |||||
| | 2025 |
| 2024 |
| Change |
| Income | | ||||||
|
| (dollars in millions) | | | | ||||||||||
Americas | | $ | 233.6 |
| $ | 201.5 |
| $ | 32.1 |
| 15.4 | % | |||
Europe | |
| 28.1 | |
| 30.8 | |
| (2.7) |
| (1.3) | | |||
APMEA | |
| 12.0 | |
| 11.9 | |
| 0.1 |
| — | | |||
Total segment earnings | | $ | 273.7 | | $ | 244.2 | | $ | 29.5 |
| 14.2 | % | |||
| | | | | | | | | | | | | |||
Corporate operating loss - excluding special items | | $ | (28.5) | | $ | (28.3) | | $ | (0.2) |
| (0.1) | % | |||
Corporate special items | |
| — | |
| (0.6) | |
| 0.6 |
| 0.3 | | |||
Corporate operating loss - as reported | | $ | (28.5) | | $ | (28.9) | | $ | 0.4 |
| 0.2 | % | |||
| | | | | | | | | | | | | |||
Segment special items | |
| (22.2) | |
| (7.1) | |
| (15.1) |
| (7.3) | | |||
Total operating income | | $ | 223.0 | | $ | 208.2 | | $ | 14.8 |
| 7.1 | % | |||
The increase (decrease) in total segment earnings was attributable to the following:
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | Change As a % of | | Change As a % of | |||||||||||
| | | | | | | | | | | | | | Total Segment Earnings | | Segment Earnings | |||||||||||
|
| | |
| | |
| |
| | |
| |
| |
| |
| |
| |
| |
| |
| |
| | Americas | | Europe | | APMEA | | Total | | Americas | | Europe | | APMEA | | Total | | Americas | | Europe | | APMEA | | ||||
| | (dollars in millions) | |||||||||||||||||||||||||
Organic | | $ | 30.6 | | $ | (2.9) | | $ | — | | $ | 27.7 | | 12.5 | % | (1.2) | % | — | % | 11.3 | % | 15.2 | % | (9.4) | % | — | % |
Foreign exchange | | | (0.3) | | | 0.2 | | | 0.1 | | | 0.0 | | (0.1) | | 0.1 | | — | | — | | (0.1) | | 0.6 | | 0.8 | |
Acquired | | | 1.8 | | | — | | | — | | | 1.8 | | 0.7 | | — | | — | | 0.7 | | 0.9 | | — | | — | |
Total | | $ | 32.1 | | $ | (2.7) | | $ | 0.1 | | $ | 29.5 |
| 13.1 | % | (1.1) | % | — | % | 12.0 | % | 16.0 | % | (8.8) | % | 0.8 | % |
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Operating income increased $14.8 million, or 7.1%, for the first six months of 2025 compared to the first six months of 2024. Operating income was unfavorably impacted by $19.1 million of restructuring charges related to the 2025 French restructuring program and a $4.4 million gain on sale of buildings in the first six months of 2024 that did not repeat in 2025, partially offset by lower acquisition-related costs. The increase in organic operating income of $27.7 million, or 11.3%, was primarily due to higher price realization, productivity and savings from prior restructuring actions, partially offset by inflation and lower volume.
Interest Income. Interest income in the first six months of 2025 increased $0.6 million compared to the first six months of 2024, primarily due to higher cash and cash equivalents balances.
Interest Expense. Interest expense in the first six months of 2025 decreased $2.9 million compared to the first six months of 2024, primarily due to a lower principal balance of debt outstanding. Refer to Note 11 of the Notes to Consolidated Financial Statements for further details.
Other Expense (Income), Net. Other expense (income), net, was an expense balance of $0.6 million in the first six months of 2025, primarily due to unfavorable foreign currency translation, compared to an income balance of $0.8 million in the second quarter of 2024, primarily due to favorable foreign currency translation.
Income Taxes. Our effective income tax rate decreased to 21.1% in the first six months of 2025, from 24.5% in the first six months of 2024. The decrease is due to a reversal of a tax liability during the first quarter of 2025 relating to a prior tax year for which we determined the statute of limitations had lapsed. The tax liability reversal resulted in a decrease in our foreign tax credit carryforwards and the release of an associated valuation allowance.
Net Income. Net income was $174.9 million, or $5.22 per share of common stock on a diluted basis, for the first six months of 2025, compared to $154.5 million, or $4.61 per share of common stock on a diluted basis, for the first six months of 2024. Results for the first six months of 2025 included after-tax charges of $15.5 million, or $0.46 per share of common stock, for restructuring and $1.0 million, or $0.03 per share of common stock, for acquisition-related costs, partially offset by an after-tax benefit of $8.3 million, or $0.25 per share of common stock, for an income tax adjustment related to a lapsed statute tax year liability, as noted above in ‘Income Taxes’. Results for the first six months of 2024 included after-tax charges of $8.0 million, or $0.24 per share of common stock, for acquisition-related costs, $1.1 million, or $0.03 per share of common stock, for restructuring; partially offset by an after-tax benefit of $3.3 million, or $0.10 per share of common stock, for gain on sale of assets.
Liquidity and Capital Resources
We generated $124.9 million of net cash provided by operating activities in the first six months of 2025 compared to $130.9 million of net cash provided by operating activities in the first six months of 2024. The decrease in net cash provided by operating activities was primarily related to higher working capital investment related to timing of accounts receivable collections and higher inventory primarily related to increased tariff costs, partially offset by higher net income.
We used $105.5 million of net cash for investing activities in the first six months of 2025 compared to $107.5 million used in the first six months of 2024. We used $85.7 million in cash for business acquisitions in our Americas segment in the first six months of 2025 compared to $96.3 million in cash for business acquisitions in our Americas segment in the first six months of 2024, which was partially offset by an increase of $8.6 million cash used for net capital expenditures in the first six months of 2025 compared to the first six months of 2024. For the remainder of 2025, we expect to invest approximately $25 million to $30 million in capital expenditures as part of our ongoing commitment to improve our operating capabilities.
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We used $52.3 million of net cash for financing activities during the first six months of 2025 primarily due to dividend payments of $32.0 million, tax withholding payments on vested stock awards of $11.1 million and payments of $7.9 million to repurchase approximately 37,000 shares of Class A common stock. In the first six months of 2024, we used $88.9 million of net cash for financing activities during the first six months of 2024 primarily due to long-term debt repayments of $40.0 million, dividend payments of $26.7 million, tax withholding payments on vested stock awards of $12.8 million and payments of $8.1 million to repurchase approximately 40,000 shares of Class A common stock.
On July 12, 2024, we entered into the Third Amended and Restated Credit Agreement by and among the Company, certain subsidiaries of the Company, the lenders and other parties from time to time parties thereto and JPMorgan Chase Bank, N.A., as administrative agent (the “Credit Agreement”). The Credit Agreement amends and restates the prior Second Amended and Restated Credit Agreement, dated as of March 30, 2021 (as amended by that certain Amendment No. 1 date August 2, 2022 and Amendment No. 2 dated December 12, 2023), that establishes our senior unsecured revolving credit facility of $800 million (the “Revolving Credit Facility”). The Credit Agreement also contains an expansion option of $400.0 million. Pursuant to the Credit Agreement, the maturity date of the Revolving Credit Facility is July 12, 2029, subject to extension under certain circumstances and subject to the terms of the Credit Agreement. The Credit Agreement provides for a maximum consolidated leverage ratio of 3.50 to 1.00 (or 4.00 to 1.00 during temporary step-ups following certain permitted acquisitions) and the minimum consolidated interest ratio of 3.50 to 1.00.
The Revolving Credit Facility also includes sub-limits of $100 million for letters of credit and $15 million for swing line loans. As of June 29, 2025, we had drawn down $200.0 million on this line of credit and had $12.2 million in letters of credit outstanding, which resulted in $587.8 million of unused and available credit under the Revolving Credit Facility as of such date. Borrowings outstanding bear interest at a fluctuating rate per annum equal to an applicable percentage defined as (i) in the case of Term Benchmark loans, the Term Benchmark rate plus an applicable percentage, ranging from 1.075% to 1.325%, or (ii) in the case of alternate base rate loans and swing line loans, interest (which at all times will not be less than 1.00%) at the greatest of (a) the Prime Rate in effect on such day, (b) the FRBNY Rate in effect on such day plus 0.50% and (c) the Term Benchmark rate plus 1.00% for a one-month interest period, in each case, determined by reference to our consolidated leverage ratio. For the borrowings denominated in dollars, there is a fixed 10 basis point adjustment if the reference rate is Term SOFR. The weighted average interest rate on debt outstanding under the Revolving Credit Facility as of June 29, 2025 was 5.50%. The weighted average interest rate on debt outstanding inclusive of the interest rate swaps discussed in Note 12 of the Notes to Consolidated Financial Statements and interest rates under the Revolving Credit Facility as of June 29, 2025 was 4.07%. In addition to paying interest under the Credit Agreement, we are also required to pay certain fees in connection with the Revolving Credit Facility, including, but not limited to, an unused facility fee and letter of credit fees. We may repay loans outstanding under the Credit Agreement from time to time without premium or penalty, other than customary breakage costs, if any, and subject to the terms of the Credit Agreement.
As of June 29, 2025, we held $369.3 million in cash and cash equivalents. Of this amount, $202.8 million of cash and cash equivalents were held by foreign subsidiaries. Our U.S. operations typically generate sufficient cash flows to meet our domestic obligations. We expect existing cash and cash equivalents and cash flows from operations and financing activities to be sufficient to meet our cash needs for at least the next 12 months and thereafter for the foreseeable future. However, if we did have to borrow to fund some or all of our expected cash outlays, we can do so at reasonable interest rates by utilizing the undrawn borrowings under our Revolving Credit Facility. Subsequent to recording the Toll Tax as part of the Tax Cuts and Jobs Act of 2017, our intent, other than with respect to the one-time repatriation of foreign earnings in 2023, has been to permanently reinvest undistributed earnings of foreign subsidiaries, and we do not have any current plans to repatriate additional post-Toll Tax foreign earnings to fund operations in the United States. However, if amounts held by foreign subsidiaries were needed to fund operations in the United States, we could be required to accrue and pay taxes to repatriate these funds. Such charges may include potential state income taxes and other tax charges.
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On July 4, 2025, the One Big Beautiful Bill (“OBBB”) Act was enacted into law in the United States and includes a broad range of tax reform provisions. We are in the process of assessing the impacts of the legislation. We currently do not expect the OBBB Act to have a material impact on our estimated effective income tax rate in 2025, however given the complexity of tax laws, related regulations and developing guidance, our estimates may require revisions as additional information becomes available.
We have no off-balance sheet arrangements that have, or are reasonably likely to have, a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors.
Non-GAAP Financial Measures
In accordance with the SEC’s Regulation G and Item 10(e) of Regulation S-K, the following provides definitions of the non-GAAP financial measures used by management. We believe that these measures enhance the overall understanding of underlying business results and trends. These non-GAAP measures are not intended to be considered by the user in place of the related GAAP financial measure, but rather as supplemental information to more fully understand our business results. These non-GAAP financial measures may not be the same as similar measures used by other companies due to possible differences in method and in the items or events being adjusted.
We refer to non-GAAP organic changes in financial measures, including organic net sales, organic net sales growth, organic SG&A expenses and organic segment earnings which are non-GAAP measures that exclude the impacts of acquisitions, divestitures and foreign exchange from year-over-year comparisons. A reconciliation to the most closely related U.S. GAAP measure, net sales, net sales growth, SG&A and segment earnings, have been included in our discussion within “Results of Operations” above. Non-GAAP measures should be considered in addition to, and not as a replacement for or as a superior measure to U.S. GAAP measures. Management believes reporting these non-GAAP measures provide useful information to investors, potential investors and others, by facilitating easier comparisons of our performance with prior and future periods.
Free cash flow is a non-GAAP measure that does not represent cash provided by operating activities in accordance with U.S. GAAP. Therefore, it should not be considered an alternative to net cash provided by or used in operating activities as an indication of our performance. The cash conversion rate of free cash flow to net income is also a measure of our performance in cash flow generation. We believe free cash flow and cash flow conversion rate to be an appropriate supplemental measure of our operating performance because it provides investors with a measure of our ability to generate cash, repay debt, pay dividends, repurchase stock and fund acquisitions.
A reconciliation of net cash provided by operating activities to free cash flow and a calculation of our cash conversion rate is provided below:
| | | | | | | |
| | Six Months Ended | |||||
| | June 29, | | June 30, | | ||
| | 2025 | | 2024 | | ||
| | (in millions) | |||||
Net cash provided by operating activities | | $ | 124.9 | | $ | 130.9 | |
Less: additions to property, plant, and equipment | |
| (19.8) | |
| (16.9) | |
Plus: proceeds from the sale of property, plant, and equipment | |
| — | |
| 5.7 | |
Free cash flow | | $ | 105.1 | | $ | 119.7 | |
Net income | | $ | 174.9 | | $ | 154.5 | |
Cash conversion rate of free cash flow to net income | |
| 60.1 | % |
| 77.5 | % |
Free cash flow decreased in the first six months of 2025 when compared to the first six months of 2024, primarily driven by higher working capital investment related to timing of accounts receivable collections and higher inventory primarily related to increased tariff costs, partially offset by higher net income.
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Our net debt to capitalization ratio, a non-GAAP financial measure used by management, at June 29, 2025 was (10.0%) compared to (12.5%) at December 31, 2024. The increase was driven by a change in net debt balance, primarily due to decreased cash and cash equivalents, and an increase in stockholders’ equity at June 29, 2025 compared to December 31, 2024 due to higher net income. Management believes the net debt to capitalization ratio is an appropriate supplemental measure because it helps investors understand our ability to meet our financing needs and serves as a basis to evaluate our financial structure. Our computation may not be comparable to other companies that may define their net debt to capitalization ratios differently.
A reconciliation of long-term debt (including current portion) to net debt and our net debt to capitalization ratio is provided below:
| | | | | | |
| | June 29, | | December 31, | ||
| | 2025 | | 2024 | ||
| | (in millions) | ||||
Current portion of long‑term debt |
| $ | — | | $ | — |
Plus: long-term debt, net of current portion |
| | 197.3 | |
| 197.0 |
Less: cash and cash equivalents |
| | (369.3) | |
| (386.9) |
Net debt | | $ | (172.0) | | $ | (189.9) |
A reconciliation of capitalization is provided below:
| | | | | | | |
| | June 29, | | December 31, | | ||
| | 2025 | | 2024 | | ||
| | (in millions) |
| ||||
Net debt | | $ | (172.0) | | $ | (189.9) | |
Total stockholders’ equity | |
| 1,892.4 | |
| 1,707.9 | |
Capitalization | | $ | 1,720.4 | | $ | 1,518.0 | |
Net debt to capitalization ratio | |
| (10.0) | % |
| (12.5) | % |
Application of Critical Accounting Policies and Key Estimates
We believe that our critical accounting policies are those related to revenue recognition, inventory valuation, goodwill and other intangibles, product liability costs, legal contingencies and income taxes. We believe these accounting policies are particularly important to an understanding of our financial position and results of operations and require application of significant judgment by our management. In applying these policies, management uses its judgment in making certain assumptions and estimates. Our accounting policies are more fully described under the heading “Accounting Policies” in Note 2 of the Notes to Consolidated Financial Statements in our Annual Report on Form 10-K as filed with the SEC on February 18, 2025.
Item 3. Quantitative and Qualitative Disclosures about Market Risk
We use derivative financial instruments primarily to reduce exposure to adverse fluctuations in foreign exchange rates, interest rates and costs of certain raw materials used in the manufacturing process. We do not enter into derivative financial instruments for trading purposes. As a matter of policy, all derivative positions are used to reduce risk by hedging underlying economic exposure. The derivatives we use are instruments with liquid markets. See Note 12 of Notes to the Consolidated Financial Statements for further details.
Our consolidated earnings, which are reported in United States dollars, are subject to translation risks due to changes in foreign currency exchange rates. This risk is concentrated in the exchange rate between the U.S. dollar and the euro; the U.S. dollar and the Canadian dollar; and the U.S. dollar and the Chinese yuan.
Our non-U.S. subsidiaries transact most business, including certain intercompany transactions, in foreign currencies. Such transactions are principally purchases or sales of materials and are denominated in European currencies, the Chinese yuan or the U.S., Canadian or Australian dollar. We use foreign currency forward exchange contracts from time to time to manage the risks related to intercompany loans, intercompany purchases and intercompany sales that occur during the course of a year, and certain open foreign currency denominated commitments to sell products to third parties. We have entered into forward exchange contracts which hedge approximately 80% to 85% of the forecasted
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intercompany purchases between one of our Canadian subsidiaries and our U.S. operating subsidiaries for the next twelve months. We record the effective portion of the designated foreign currency hedge contracts in other comprehensive income (loss) until inventory turns and is sold to a third-party. Once the third-party transaction associated with the hedged forecasted transaction occurs, the effective portion of any related gain or loss on the designated foreign currency hedge is reclassified into cost of goods sold within earnings. The fair value of the Company’s designated foreign hedge contracts outstanding as of June 29, 2025 was a liability of $0.2 million.
Under the Credit Agreement, our earnings and cash flows are exposed to fluctuations in interest payments related to our floating rate debt. In order to manage our exposure, we entered into an interest rate swap on March 30, 2021. Under the interest rate swap agreement, we received the one-month USD-LIBOR subject to a 0.00% floor and paid a fixed rate of 1.02975% on a notional amount of $100.0 million. On August 2, 2022, we amended the interest rate swap to replace LIBOR as a reference rate for borrowings with Term SOFR. Under the amended interest rate swap agreement, we receive the one-month Term SOFR subject to a -0.1% floor and pay a fixed rate of 0.942% on a notional amount of $100.0 million. We entered into an additional interest rate swap on October 23, 2023, as part of the acquisition of Bradley. Under the interest rate swap agreement, we receive the one-month Term SOFR subject to a -0.1% floor and pay a fixed rate of 4.844% on a notional amount of $100.0 million. Both swaps mature on March 30, 2026. Information about our long-term debt facility and related interest rates appears in Note 11 of the Consolidated Financial Statements.
We purchase significant amounts of bronze ingot, brass rod, cast iron, stainless steel and plastic, which are utilized in manufacturing our many product lines. Our operating results can be adversely affected by changes in commodity prices, including tariffs, if we are unable to pass on related price increases to our customers. We manage this risk by monitoring related market prices, working with our suppliers to achieve the maximum level of stability in their costs and related pricing, seeking alternative supply sources when necessary and passing increases in commodity costs to our customers, to the maximum extent possible, when they occur.
Item 4. Controls and Procedures
Evaluation of Disclosure Controls and Procedures
As required by Rule 13a-15(b) under the Securities Exchange Act of 1934, as amended, or Exchange Act, as of the end of the period covered by this report, we carried out an evaluation under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of our disclosure controls and procedures. In designing and evaluating our disclosure controls and procedures, we recognize that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and our management necessarily applies its judgment in evaluating and implementing possible controls and procedures. The effectiveness of our disclosure controls and procedures is also necessarily limited by the staff and other resources available to us and the geographic diversity of our operations. Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that, as of the end of the period covered by this report, our disclosure controls and procedures were effective, in that they provided reasonable assurance that information required to be disclosed by us in the reports we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms and are designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.
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Changes in Internal Control Over Financial Reporting
In the second quarter of 2025, we began the implementation of a new global enterprise resource planning (“ERP”) system. The implementation is expected to occur in phases over the next several years and will replace many of our legacy ERP systems. The ERP system is designed to, among other things, streamline and enhance the Company’s operational, financial and accounting processes through a comprehensive, integrated solution. During the second quarter of 2025, we made changes to our internal control over financial reporting to address processes impacted by the ERP system implementation.
As the phased implementation of the new ERP system continues, we will have additional changes to our processes and procedures which, in turn, will result in additional changes to our internal control over financial reporting. As such changes occur, we will evaluate quarterly whether such changes materially affect our internal control over financial reporting.
Other than the above-noted changes, there was no change in our internal control over financial reporting that occurred during the second quarter ended June 29, 2025, that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting. We will continue to review and document our disclosure controls and procedures, including our internal control over financial reporting, and may from time to time make changes aimed at enhancing their effectiveness and to ensure that our systems evolve with our business.
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Part II. OTHER INFORMATION
Item 1. Legal Proceedings
As disclosed in Part I, Item 1, “Product Liability, Environmental and Other Litigation Matters” and Item 3, “Legal Proceedings” of our Annual Report on Form 10-K for the year ended December 31, 2024, we are party to certain litigation. There have been no material developments with respect to such legal proceedings during the quarter ended June 29, 2025, other than as described in Note 13 of the Notes to Consolidated Financial Statements, which is incorporated herein by reference.
Item 1A. Risk Factors
There have been no material changes to the risk factors included in our Annual Report on Form 10-K for the year ended December 31, 2024.
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Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
We satisfy the minimum withholding tax obligation due upon the vesting of shares of restricted stock by repurchasing a number of shares with an aggregate fair market value on the date of such vesting that would satisfy the withholding amount due. We did not have any such repurchases in the second quarter ended June 29, 2025.
The following table includes information with respect to repurchases of our Class A common stock during the second quarter ended June 29, 2025 under our stock repurchase program.
| | | | | | | | | | |
| | Issuer Purchases of Equity Securities (1) | ||||||||
|
| |
| | |
| |
| (d) Maximum Number (or | |
| | (a) Total | | | | | (c) Total Number of | | Approximate Dollar | |
| | Number of | | (b) Average | | Shares (or Units) | | Value) of Shares (or | ||
| | Shares (or | | Price Paid | | Purchased as Part of | | Units) that May Yet Be | ||
| | Units) | | per Share | | Publicly Announced | | Purchased Under the | ||
Period | | Purchased(1) | | (or Unit) | | Plans or Programs | | Plans or Programs | ||
March 31, 2025 – April 27, 2025 |
| 6,186 | | $ | 196.50 |
| 6,186 | | $ | 139,775,398 |
April 28, 2025 – May 25, 2025 |
| 5,709 | | $ | 225.76 |
| 5,709 | | $ | 138,486,533 |
May 26, 2025 – June 29, 2025 | | 6,124 | | $ | 242.41 | | 6,124 | | $ | 137,002,030 |
Total |
| 18,019 | | $ | 221.37 |
| 18,019 | | | |
| (1) | On July 31, 2023, we announced that our Board of Directors had authorized a repurchase program of up to $150 million of our Class A common stock, to be purchased from time to time on the open market or in privately negotiated transactions, which has no expiration date. The timing and number of shares repurchased will be determined by the Company’s management based on its evaluation of market conditions and other factors. |
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Item 5.Other Information
(a) Disclosure in lieu of reporting on a Current Report on Form 8-K.
None.
(b) Material changes to the procedures by which security holders may recommend nominees to the board of directors.
None.
(c) Insider trading arrangements and policies.
During the second quarter ended June 29, 2025, no director or officer of the Company
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Item 6. Exhibits
Exhibit No. |
| Description |
|---|---|---|
3.1 | | Restated Certificate of Incorporation, as amended. Incorporated by reference to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended June 25, 2023 (File No. 001-11499). |
3.2 | | Amended and Restated By-Laws. Incorporated by reference to the Registrant’s Current Report on Form 8-K dated July 31, 2023 (File No. 001- 11499). |
10.1† | | Form of Indemnification Agreement between the Registrant and certain directors and officers of the Registrant. |
31.1† | | Certification of Principal Executive Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as amended |
31.2† | | Certification of Principal Financial Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as amended |
32.1†† | | Certification of Principal Executive Officer pursuant to 18 U.S.C. Section 1350 |
32.2†† | | Certification of Principal Financial Officer pursuant to 18 U.S.C. Section 1350 |
101.INS** | | Inline XBRL Instance Document |
101.SCH** | | Inline XBRL Taxonomy Extension Schema Document |
101.CAL** | | Inline XBRL Taxonomy Extension Calculation Linkbase Document |
101.DEF** | | Inline XBRL Taxonomy Extension Definition Linkbase Document |
101.LAB** | | Inline XBRL Taxonomy Extension Label Linkbase Document |
101.PRE** | | Inline XBRL Taxonomy Extension Presentation Linkbase Document |
104 | | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) |
† Filed herewith.
†† Furnished herewith.
** Attached as Exhibit 101 to this report are the following formatted in Inline XBRL (Extensible Business Reporting Language): (i) Consolidated Balance Sheets at June 29, 2025 and December 31, 2024, (ii) Consolidated Statements of Operations for the Second Quarters and Six Months ended June 29, 2025 and June 30, 2024, (iii) Consolidated Statements of Comprehensive Income for the Second Quarters and Six Months ended June 29, 2025 and June 30, 2024, (iv) Consolidated Statements of Stockholders’ Equity for the Second Quarters and Six Months ended June 29, 2025 and June 30, 2024, (v) Consolidated Statements of Cash Flows for the Six Months ended June 29, 2025 and June 30, 2024, and (vi) Notes to Consolidated Financial Statements.
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
| | |
| WATTS WATER TECHNOLOGIES, INC. | |
| | |
Date: August 7, 2025 | By: | /s/ Robert J. Pagano, Jr. |
| | Robert J. Pagano, Jr. |
| | Chief Executive Officer, President and Chairperson of the Board (principal executive officer) |
| | |
Date: August 7, 2025 | By: | /s/ Ryan Lada |
| | Ryan Lada Chief Financial Officer (principal financial officer) |
Date: August 7, 2025 | By: | /s/ Virginia A. Halloran |
| | Virginia A. Halloran Chief Accounting Officer (principal accounting officer) |
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