vlto-20240628

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

________________________________________________________

FORM 10-Q

________________________________________________________

(Mark One)


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 28, 2024


☐			TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number: 001-41770

VERALTO CORPORATION

(Exact name of registrant as specified in its charter)


Delaware		92-1941413
(State of Incorporation)		(I.R.S. Employer Identification Number)

225 Wyman Street, Suite 250		02451
Waltham,	Massachusetts
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: 781-755-3655

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, $0.01 par value	VLTO	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 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 ☒

The number of shares of common stock outstanding at July 17, 2024 was 247,106,400.

VERALTO CORPORATION

TABLE OF CONTENTS

FORM 10-Q


		Page
PART I -	FINANCIAL INFORMATION

Item 1.	Financial Statements

	Consolidated Condensed Balance Sheets	1

	Consolidated and Combined Condensed Statements of Earnings	2

	Consolidated and Combined Condensed Statements of Comprehensive Income	3

	Consolidated and Combined Condensed Statements of Equity	4

	Consolidated and Combined Condensed Statements of Cash Flows	5

	Notes to Consolidated and Combined Condensed Financial Statements	6

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	19

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	32

Item 4.	Controls and Procedures	32

PART II -	OTHER INFORMATION

Item 1.	Legal Proceedings	33

Item 1A.	Risk Factors	33



Item 5.	Other Information	33

Item 6.	Exhibits	34

	Signatures	35

Table of Contents

VERALTO CORPORATION

CONSOLIDATED CONDENSED BALANCE SHEETS

($ in millions, except per share amount)

(unaudited)


	June 28, 2024		December 31, 2023
ASSETS
Current assets:
Cash and cash equivalents	$	1,043	$	762
Trade accounts receivable, less allowance for credit losses of $34 and $36, respectively	803		826
Inventories:
Finished goods	132		126
Work in process	43		42
Raw materials	137		129
Total inventories	312		297
Prepaid expenses and other current assets	175		188
Total current assets	2,333		2,073
Property, plant and equipment, net of accumulated depreciation of $481 and $472, respectively	263		262
Other long-term assets	416		398
Goodwill	2,490		2,533
Other intangible assets, net	401		427
Total assets	$	5,903	$	5,693
LIABILITIES AND EQUITY
Current liabilities:

Trade accounts payable	$	397	$	431
Accrued expenses and other liabilities	793		834
Total current liabilities	1,190		1,265
Other long-term liabilities	426		410
Long-term debt	2,615		2,629
Equity:
Preferred stock - $0.01 par value, as of June 28, 2024 and December 31, 2023, 15 million shares authorized as of both dates; and 0 shares issued and outstanding as of both dates	—		—
Common stock - $0.01 par value, as of June 28, 2024 and December 31, 2023, 1.0 billion shares authorized as of both dates; and 247.1 million and 246.3 million shares issued and outstanding, respectively	2		2

Additional paid-in capital	2,150		2,157
Retained earnings	521		178
Accumulated other comprehensive loss	(1,007)		(954)
Total Veralto equity	1,666		1,383
Noncontrolling interests	6		6
Total equity	1,672		1,389
Total liabilities and equity	$	5,903	$	5,693

See the accompanying Notes to the Consolidated and Combined Condensed Financial Statements.

Table of Contents

VERALTO CORPORATION

CONSOLIDATED AND COMBINED CONDENSED STATEMENTS OF EARNINGS

($ and shares in millions, except per share amounts)

(unaudited)


	Three-Month Period Ended				Six-Month Period Ended
	June 28, 2024		June 30, 2023		June 28, 2024		June 30, 2023
Sales	$	1,288	$	1,253	$	2,534	$	2,478
Cost of sales	(514)		(529)		(1,013)		(1,046)
Gross profit	774		724		1,521		1,432
Operating costs:
Selling, general and administrative expenses	(414)		(378)		(808)		(738)
Research and development expenses	(61)		(57)		(121)		(113)

Operating profit	299		289		592		581
Nonoperating income (expense):
Other income (expense), net	1		(14)		(14)		(14)


Interest expense, net	(30)		—		(58)		—

Earnings before income taxes	270		275		520		567
Income taxes	(67)		(66)		(133)		(133)


Net earnings	$	203	$	209	$	387	$	434







Net earnings per common share:
Basic	$	0.82	$	0.85	$	1.57	$	1.76
Diluted	$	0.81	$	0.85	$	1.55	$	1.76
Average common stock and common equivalent shares outstanding:
Basic	247.2		246.3		247.1		246.3
Diluted	249.3		246.3		249.1		246.3

See the accompanying Notes to the Consolidated and Combined Condensed Financial Statements.

Table of Contents

VERALTO CORPORATION

CONSOLIDATED AND COMBINED CONDENSED STATEMENTS OF COMPREHENSIVE INCOME

($ in millions)

(unaudited)


	Three-Month Period Ended				Six-Month Period Ended
	June 28, 2024		June 30, 2023		June 28, 2024		June 30, 2023
Net earnings	$	203	$	209	$	387	$	434
Other comprehensive income (loss), net of income taxes:
Foreign currency translation adjustments	(29)		7		(65)		28


Unrealized gain on net investment hedge	3		—		12		—
Total other comprehensive income (loss), net of income taxes	(26)		7		(53)		28

Comprehensive income	$	177	$	216	$	334	$	462

See the accompanying Notes to the Consolidated and Combined Condensed Financial Statements.

Table of Contents

VERALTO CORPORATION

CONSOLIDATED AND COMBINED CONDENSED STATEMENTS OF EQUITY

($ and shares in millions)

(unaudited)


	Common Stock
	Shares	Amount		Additional Paid-In Capital		Retained Earnings		Net Former Parent Investment		Accumulated Other Comprehensive Income (Loss)		Noncontrolling Interest
Balance, December 31, 2023	246.3	$	2	$	2,157	$	178	$	—	$	(954)	$	6


Net earnings for the period	—	—		—		184		—		—		—



Dividends declared	—	—		—		(22)		—		—		—
Separation related adjustments	—	—		(54)		—		—		—		—
Other comprehensive income (loss)	—	—		—		—		—		(27)		—
Common stock-based award activity	0.5	—		18		—		—		—		—

Balance, March 29, 2024	246.8	$	2	$	2,121	$	340	$	—	$	(981)	$	6
Net earnings for the period	—	—		—		203		—		—		—
Dividends declared	—	—		—		(22)		—		—		—
Other comprehensive income (loss)	—	—		—		—		—		(26)		—
Common stock-based award activity	0.3	—		29		—		—		—		—

Balance, June 28, 2024	247.1	$	2	$	2,150	$	521	$	—	$	(1,007)	$	6


	Common Stock
	Shares	Amount		Additional Paid-In Capital		Retained Earnings		Net Former Parent Investment		Accumulated Other Comprehensive Income (Loss)	Noncontrolling Interests
Balance, December 31, 2022	—	$	—	$	—	$	—	$	4,189

SEC Form 10-Q filed by Veralto Corp