phin-20240331

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)


☑			Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the quarterly period ended March 31, 2024


☐			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 001-41708

PHINIA INC.

(Exact name of registrant as specified in its charter)


Delaware						92-2483604
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)

3000 University Drive, Auburn Hills, Michigan						48326
(Address of Principal Executive Offices)						(Zip Code)

Registrant's telephone number, including area code (248) 732-1900

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, par value $0.01 per share

PHIN

New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports); and (2) has been subject to such filing requirements for the past 90 days. Yes ☑ No ☐

Indicate by 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). Yes ☑ No ☐

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.


Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☑	Smaller reporting company	☐
		Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☑

As of April 19, 2024, the registrant had 45,682,984 shares of voting common stock outstanding.

PHINIA INC.

FORM 10-Q

THREE MONTHS ENDED MARCH 31, 2024

INDEX


			Page No.
PART I. Financial Information

Item 1. Financial Statements

Condensed Consolidated Balance Sheets as of March 3 1 , 202 4 and December 31, 202 3 (Unaudited)			1

Condensed Consolidated Statements of Operations for the three months ended March 3 1 , 202 4 and 202 3 (Unaudited)			2

Condensed Consolidated Statements of Comprehensive Income for the three months ended March 31, 2024 and 2023 (Unaudited)			3

Condensed Consolidated Statements of Cash Flows for the three months ended March 3 1 , 202 4 and 202 3 (Unaudited)			4

Notes to Condensed Consolidated Financial Statements (Unaudited)			5

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations			22

Item 3. Quantitative and Qualitative Disclosures About Market Risk			29

Item 4. Controls and Procedures			29

PART II. Other Information

Item 1. Legal Proceedings			30

Item 1A. Risk Factors			30

Item 2. Unregistered Sales of Equity Securities, Use of Proceeds and Issuer Purchases of Equity Securities			30





Item 5. Other Information			30

Item 6. Exhibits			32

SIGNATURES			33


(in millions)	March 31, 2024		December 31, 2023
ASSETS
Cash and cash equivalents	$	325	$	365
Receivables, net	1,023		1,017
Inventories	489		487
Prepayments and other current assets	80		58
Total current assets	1,917		1,927

Property, plant and equipment, net	888		921
Investments and long-term receivables	120		115
Goodwill	491		499
Other intangible assets, net	403		417
Other non-current assets	159		162
Total assets	$	3,978	$	4,041

LIABILITIES AND EQUITY
Short-term borrowings and current portion of long-term debt	$	90	$	89
Accounts payable	612		639
Other current liabilities	420		420
Total current liabilities	1,122		1,148

Long-term debt	706		709
Retirement-related liabilities	133		132
Other non-current liabilities	167		165
Total liabilities	2,128		2,154

Commitments and contingencies (Note 15)

Common stock	1		1
Additional paid-in capital	2,018		2,031
Retained earnings	26		9
Accumulated other comprehensive loss	(153)		(131)
Treasury stock	(42)		(23)
Total equity	1,850		1,887
Total liabilities and equity	$	3,978	$	4,041


	Three Months Ended March 31,
(in millions, except per share amounts)	2024		2023
Net sales	$	863	$	835
Cost of sales	671		663
Gross profit	192		172

Selling, general and administrative expenses	104		99

Other operating expense, net	17		15
Operating income	71		58

Equity in affiliates’ earnings, net of tax	(3)		(3)
Interest expense	22		6
Interest income	(4)		(3)

Earnings before income taxes	56		58

Provision for income taxes	27		23

Net earnings	$	29	$	35

Earnings per share — basic	$	0.63	$	0.75

Earnings per share— diluted	$	0.62	$	0.75

Weighted average shares outstanding:
Basic	46.1		47.0
Diluted	46.5		47.0


	Three Months Ended March 31, 2024
(In millions)	Fuel Systems		Aftermarket		Total
Americas	$	187	$	192	$	379
Europe	227		125		352
Asia	113		19		132
Total	$	527	$	336	$	863

	Three Months Ended March 31, 2023
(In millions)	Fuel Systems		Aftermarket		Total
Americas	$	167	$	198	$	365
Europe	223		112		335
Asia	119		16		135
Total	$	509	$	326	$	835


		March 31, 2024						December 31, 2023
(in millions)	Estimated useful lives (years)	Gross carrying amount		Accumulated amortization		Net carrying amount		Gross carrying amount		Accumulated amortization		Net carrying amount
Amortized intangible assets:
Patented and unpatented technology	14 - 15	$	146	$	43	$	103	$	149	$	41	$	108
Customer relationships	14 - 15	265		107		158		268		104		164
Total amortized intangible assets		411		150		261		417		145		272
Unamortized trade names		142		—		142		145		—		145
Total other intangible assets		$	553	$	150	$	403	$	562	$	145	$	417



(in millions)	Issued common stock		Additional paid-in-capital		Treasury stock		Retained earnings		Accumulated other comprehensive income (loss)		Total equity
Balance, December 31, 2023	$	1	$	2,031	$	(23)	$	9	(131)		$	1,887
Dividends declared (0.25 per share)	—		—		—		(12)		—		(12)
Spin-Off related adjustments	—		(10)		—		—		—		(10)
Share-based compensation expense	—		4		—		—		—		4
Purchase of treasury stock	—		—		(23)		—		—		(23)
Net issuance of executive stock plan	—		(7)		4		—		—		(3)
Net earnings	—		—		—		29		—		29
Other comprehensive loss	—		—		—		—		(22)		(22)
Balance, March 31, 2024	$	1	$	2,018	$	(42)	$	26	$	(153)	$	1,850



(in millions)	Former Parent investment		Accumulated other comprehensive income (loss)		Total equity
Balance, December 31, 2022	$	1,731	$	(88)	$	1,643
Net earnings	35		—		35
Other comprehensive income	—		21		21
Net transfers from Former Parent	93		—		93
Balance, March 31, 2023	$	1,859	$	(67)	$	1,792


(in millions)	Foreign currency translation adjustments		Defined benefit pension plans		Hedge instruments		Total
Beginning balance, December 31, 2023	$	(98)	$	(33)	$	—	$	(131)
Comprehensive loss before reclassifications	(21)		(2)		—		(23)

Reclassification from accumulated other comprehensive (loss) income	—		1		—		1
Ending Balance, March 31, 2024	$	(119)	$	(34)	$	—	$	(153)

SEC Form 10-Q filed by PHINIA Inc.