vnt-20240329

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

________________________________________________

FORM 10-Q


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

For the quarterly period ended March 29, 2024


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 001-39483

________________________________________________

Vontier Corporation

(Exact name of registrant as specified in its charter)


Delaware						84-2783455
(State or other jurisdiction of incorporation or organization)						(I.R.S. employer identification number)

5438 Wade Park Boulevard, Suite 600

Raleigh, NC 27607

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (984) 275-6000

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 $0.0001 per share	VNT	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 x 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 x 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 by Rule 12b-2 of the Exchange Act). Yes ☐ No x

As of April 29, 2024, there were 154.4 million shares of the Registrant’s common stock outstanding.

TABLE OF CONTENTS


		Page
PART I	FINANCIAL INFORMATION
Item 1.	Financial Statements (unaudited)	3
	Consolidated Condensed Balance Sheets as of March 29, 202 4 and December 31, 2023	3
	Consolidated Condensed Statements of Earnings and Comprehensive Income for the Three Months Ended March 29, 202 4 and March 31, 2023	4
	Consolidated Condensed Statements of Changes in Equity for the Three Months Ended M arch 29, 202 4 and March 31 , 2023	5
	Consolidated Condensed Statements of Cash Flows for the Three Months Ended March 29, 202 4 and March 31 , 2023	6
	Notes to the Consolidated Condensed Financial Statements	7
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	20
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 and Use of Proceeds	30
Item 3.	Defaults Upon Senior Securities	30
Item 4.	Mine Safety Disclosures	30
Item 5.	Other Information	31
Item 6.	Exhibits	31
	Signatures	32

PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

VONTIER CORPORATION AND SUBSIDIARIES

CONSOLIDATED CONDENSED BALANCE SHEETS

(in millions, except per share amounts)


	March 29, 2024		December 31, 2023
	(unaudited)
ASSETS
Current assets:
Cash and cash equivalents	$	406.0	$	340.9
Accounts receivable, less allowance for credit losses of $36.6 million and $35.7 million as of March 29, 2024 and December 31, 2023, respectively	519.0		497.5
Inventories	294.8		296.6
Prepaid expenses and other current assets	141.6		141.4
Current assets held for sale	—		56.1
Total current assets	1,361.4		1,332.5
Property, plant and equipment, net	107.1		102.3
Operating lease right-of-use assets	48.0		47.0
Long-term financing receivables, less allowance for credit losses of $32.8 million and $33.7 million as of March 29, 2024 and December 31, 2023, respectively	278.7		276.2
Other intangible assets, net	546.4		568.3
Goodwill	1,732.1		1,742.4
Other assets	232.1		225.3
Total assets	$	4,305.8	$	4,294.0
LIABILITIES AND EQUITY
Current liabilities:
Short-term borrowings and current portion of long-term debt	$	55.7	$	106.6
Trade accounts payable	384.9		366.8
Current operating lease liabilities	14.5		14.0
Accrued expenses and other current liabilities	410.0		435.8
Current liabilities held for sale	—		32.1
Total current liabilities	865.1		955.3
Long-term operating lease liabilities	37.7		37.1
Long-term debt	2,189.7		2,189.0
Other long-term liabilities	220.7		217.0
Total liabilities	3,313.2		3,398.4
Commitments and Contingencies (Note 9)
Equity:
Preferred stock, 15.0 million shares authorized; no par value; no shares issued and outstanding	—		—
Common stock, 2.0 billion shares authorized; $0.0001 par value; 171.7 million and 170.8 million shares issued, and 154.6 million and 154.3 million outstanding as of March 29, 2024 and December 31, 2023, respectively	—		—
Treasury stock, at cost, 17.1 million and 16.5 million shares as of March 29, 2024 and December 31, 2023, respectively	(425.3)		(403.4)
Additional paid-in capital	62.5		56.8
Retained earnings	1,265.0		1,132.1
Accumulated other comprehensive income	82.7		104.9
Total Vontier stockholders’ equity	984.9		890.4
Noncontrolling interests	7.7		5.2
Total equity	992.6		895.6
Total liabilities and equity	$	4,305.8	$	4,294.0

See the accompanying Notes to the Consolidated Condensed Financial Statements.

VONTIER CORPORATION AND SUBSIDIARIES

CONSOLIDATED CONDENSED STATEMENTS OF EARNINGS AND COMPREHENSIVE INCOME

(in millions, except per share amounts)

(unaudited)


	Three Months Ended
	March 29, 2024		March 31, 2023
Sales	$	755.8	$	776.4
Operating costs and expenses:
Cost of sales, excluding amortization of acquisition-related intangible assets	(383.8)		(423.4)
Selling, general and administrative expenses	(165.4)		(157.5)
Research and development expenses	(44.5)		(41.0)
Amortization of acquisition-related intangible assets	(20.0)		(20.7)
Operating profit	142.1		133.8
Non-operating income (expense), net:
Interest expense, net	(18.9)		(24.0)
Gain on sale of business	39.8		—
Other non-operating expense, net	(0.2)		(0.9)
Earnings before income taxes	162.8		108.9
Provision for income taxes	(26.0)		(26.1)
Net earnings	$	136.8	$	82.8

Net earnings per share:
Basic	$	0.89	$	0.53
Diluted	$	0.88	$	0.53
Weighted average shares outstanding:
Basic	154.5		155.7
Diluted	155.4		156.1

Net earnings	$	136.8	$	82.8
Other comprehensive income (loss), net of income taxes:
Foreign currency translation adjustments	(22.3)		(3.8)
Other adjustments	0.1		0.1
Total other comprehensive loss, net of income taxes	(22.2)		(3.7)
Comprehensive income	$	114.6	$	79.1

See the accompanying Notes to the Consolidated Condensed Financial Statements.

VONTIER CORPORATION AND SUBSIDIARIES

CONSOLIDATED CONDENSED STATEMENTS OF CHANGES IN EQUITY

(in millions, except per share amounts)

(unaudited)


	Common Stock			Treasury Stock			Additional Paid-In Capital		Retained Earnings		Accumulated Other Comprehensive Income		Noncontrolling Interests		Total
	Shares	Amount		Shares	Amount
Balance, December 31, 2023	170.8	$	—	16.5	$	(403.4)	$	56.8	$	1,132.1	$	104.9	$	5.2	$	895.6
Net earnings	—	—		—	—		—		136.8		—		—		136.8
Dividends on common stock ($0.025 per share)	—	—		—	—		—		(3.9)		—		—		(3.9)
Other comprehensive loss, net of income taxes	—	—		—	—		—		—		(22.2)		—		(22.2)
Stock-based compensation expense	—	—		—	—		7.0		—		—		2.5		9.5
Common stock-based award activity, net of shares for tax withholding	0.9	—		—	—		2.7		—		—		—		2.7
Purchase of treasury stock	—	—		0.6	(21.9)		—		—		—		—		(21.9)
Other	—	—		—	—		(4.0)		—		—		—		(4.0)
Balance, March 29, 2024	171.7	—		17.1	(425.3)		62.5		1,265.0		82.7		7.7		992.6


	Common Stock			Treasury Stock			Additional Paid-In Capital		Retained Earnings		Accumulated Other Comprehensive Income		Noncontrolling Interests		Total
	Shares	Amount		Shares	Amount
Balance, December 31, 2022	169.7	$	—	13.7	$	(328.0)	$	27.6	$	770.8	$	106.1	$	3.0	$	579.5
Net earnings	—	—		—	—		—		82.8		—		—		82.8
Dividends on common stock ($0.025 per share)	—	—		—	—		—		(3.9)		—		—		(3.9)
Other comprehensive loss, net of income taxes	—	—		—	—		—		—		(3.7)		—		(3.7)
Stock-based compensation expense	—	—		—	—		6.1		—		—		0.7		6.8
Common stock-based award activity, net of shares for tax withholding	0.5	—		—	—		(3.1)		—		—		—		(3.1)
Purchase of treasury stock	—	—		0.9	(18.4)		—		—		—		—		(18.4)
Balance, March 31, 2023	170.2	—		14.6	(346.4)		30.6		849.7		102.4		3.7		640.0

See the accompanying Notes to the Consolidated Condensed Financial Statements.

VONTIER CORPORATION AND SUBSIDIARIES

CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS

(in millions)

(unaudited)


	Three Months Ended
	March 29, 2024		March 31, 2023
Cash flows from operating activities:
Net earnings	$	136.8	$	82.8
Non-cash items:
Depreciation expense	11.4		10.4
Amortization of acquisition-related intangible assets	20.0		20.7
Stock-based compensation expense	9.5		6.8
Gain on sale of business	(39.8)		—

SEC Form 10-Q filed by Vontier Corporation