SEC Form 10-Q filed by Mettler-Toledo International Inc.
$MTD
Biotechnology: Laboratory Analytical Instruments
Industrials
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q
(Mark One)
Commission File Number: 1-13595
_______________________________________________________________________________________________________________________________________
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of | (I.R.S Employer Identification No.) | |||||||
| incorporation or organization) | ||||||||
and
Im Langacher, P.O. Box MT-100
CH 8606 Greifensee, Switzerland
1-614 -438-4511 and +41-44-944-22-11
________________________________________________________________________________
(Registrant's telephone number, including area code)
not applicable
______________________________________________________________________________________________________________________
(Former name, former address and former fiscal year, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol | 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. Yes ☒ No ☐
Indicate by checkmark 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 and post such files). Yes ☒ No ☐
Indicate by checkmark 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. (Check one): 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 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 Registrant had 20,782,786 shares of Common Stock outstanding at March 31, 2025.
METTLER-TOLEDO INTERNATIONAL INC.
INDEX TO QUARTERLY REPORT ON FORM 10-Q
| PAGE | ||||||||
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
METTLER-TOLEDO INTERNATIONAL INC.
INTERIM CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
Three months ended March 31, 2025 and 2024
(In thousands, except share data)
(unaudited)
| March 31, 2025 | March 31, 2024 | ||||||||||
| Net sales | |||||||||||
Products | $ | $ | |||||||||
Service | |||||||||||
| Total net sales | |||||||||||
| Cost of sales | |||||||||||
Products | |||||||||||
Service | |||||||||||
| Gross profit | |||||||||||
| Research and development | |||||||||||
| Selling, general and administrative | |||||||||||
| Amortization | |||||||||||
| Interest expense | |||||||||||
| Restructuring charges | |||||||||||
| Other charges (income), net | ( | ( | |||||||||
| Earnings before taxes | |||||||||||
| Provision for taxes | |||||||||||
| Net earnings | $ | $ | |||||||||
| Basic earnings per common share: | |||||||||||
| Net earnings | $ | $ | |||||||||
| Weighted average number of common shares | |||||||||||
| Diluted earnings per common share: | |||||||||||
| Net earnings | $ | $ | |||||||||
| Weighted average number of common and common equivalent shares | |||||||||||
| Total comprehensive income, net of tax (Note 9) | $ | $ | |||||||||
The accompanying notes are an integral part of these interim consolidated financial statements.
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METTLER-TOLEDO INTERNATIONAL INC.
INTERIM CONSOLIDATED BALANCE SHEETS
As of March 31, 2025 and December 31, 2024
(In thousands, except share data)
(unaudited)
| March 31, 2025 | December 31, 2024 | ||||||||||
| ASSETS | |||||||||||
| Current assets: | |||||||||||
| Cash and cash equivalents | $ | $ | |||||||||
| Trade accounts receivable, less allowances of $15,995 at March 31, 2025 | |||||||||||
| and $16,657 at December 31, 2024 | |||||||||||
| Inventories | |||||||||||
| Other current assets and prepaid expenses | |||||||||||
| Total current assets | |||||||||||
| Property, plant and equipment, net | |||||||||||
| Goodwill | |||||||||||
| Other intangible assets, net | |||||||||||
| Deferred tax assets, net | |||||||||||
| Other non-current assets | |||||||||||
| Total assets | $ | $ | |||||||||
| LIABILITIES AND SHAREHOLDERS’ EQUITY | |||||||||||
| Current liabilities: | |||||||||||
| Trade accounts payable | $ | $ | |||||||||
| Accrued and other liabilities | |||||||||||
| Accrued compensation and related items | |||||||||||
| Deferred revenue and customer prepayments | |||||||||||
| Taxes payable | |||||||||||
| Short-term borrowings and current maturities of long-term debt | |||||||||||
| Total current liabilities | |||||||||||
| Long-term debt | |||||||||||
| Deferred tax liabilities, net | |||||||||||
| Other non-current liabilities | |||||||||||
| Total liabilities | |||||||||||
| Commitments and contingencies (Note 14) | |||||||||||
| Shareholders’ equity: | |||||||||||
| Preferred stock, $0.01 par value per share; authorized 10,000,000 shares | |||||||||||
| Common stock, $0.01 par value per share; authorized 125,000,000 shares; issued 44,786,011 and 44,786,011 shares; outstanding 20,782,786 and 20,949,461 shares at March 31, 2025 and December 31, 2024, respectively | |||||||||||
| Additional paid-in capital | |||||||||||
| Treasury stock at cost (24,003,225 shares at March 31, 2025 and 23,836,550 shares at December 31, 2024) | ( | ( | |||||||||
| Retained earnings | |||||||||||
| Accumulated other comprehensive loss | ( | ( | |||||||||
| Total shareholders’ equity | ( | ( | |||||||||
| Total liabilities and shareholders’ equity | $ | $ | |||||||||
The accompanying notes are an integral part of these interim consolidated financial statements.
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METTLER-TOLEDO INTERNATIONAL INC.
INTERIM CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY
Three months ended March 31, 2025 and 2024
(In thousands, except share data)
(unaudited)
| Additional Paid-in Capital | Accumulated Other Comprehensive Income (Loss) | ||||||||||||||||||||||||||||||||||||||||
| Common Stock | Treasury Stock | Retained Earnings | |||||||||||||||||||||||||||||||||||||||
| Shares | Amount | Total | |||||||||||||||||||||||||||||||||||||||
| Balance at December 31, 2023 | $ | $ | $ | ( | $ | $ | ( | $ | ( | ||||||||||||||||||||||||||||||||
| Exercise of stock options, restricted stock units and performance stock units | — | ( | |||||||||||||||||||||||||||||||||||||||
| Repurchases of common stock | ( | — | — | ( | — | — | ( | ||||||||||||||||||||||||||||||||||
| Excise tax on net repurchases of common stock | — | — | — | ( | — | — | ( | ||||||||||||||||||||||||||||||||||
| Share-based compensation | — | — | — | — | — | ||||||||||||||||||||||||||||||||||||
| Net earnings | — | — | — | — | — | ||||||||||||||||||||||||||||||||||||
| Other comprehensive income (loss), net of tax | — | — | — | — | — | ||||||||||||||||||||||||||||||||||||
| Balance at March 31, 2024 | $ | $ | $ | ( | $ | $ | ( | $ | ( | ||||||||||||||||||||||||||||||||
| Balance at December 31, 2024 | $ | $ | $ | ( | $ | $ | ( | $ | ( | ||||||||||||||||||||||||||||||||
Exercise of stock options, restricted stock units and performance stock units | — | ( | |||||||||||||||||||||||||||||||||||||||
| Repurchases of common stock | ( | — | — | ( | — | — | ( | ||||||||||||||||||||||||||||||||||
| Excise tax on net repurchases of common stock | — | — | — | ( | — | — | ( | ||||||||||||||||||||||||||||||||||
Share-based compensation | — | — | — | — | — | ||||||||||||||||||||||||||||||||||||
| Net earnings | — | — | — | — | — | ||||||||||||||||||||||||||||||||||||
| Other comprehensive income (loss), net of tax | — | — | — | — | — | ( | ( | ||||||||||||||||||||||||||||||||||
| Balance at March 31, 2025 | $ | $ | $ | ( | $ | $ | ( | $ | ( | ||||||||||||||||||||||||||||||||
The accompanying notes are an integral part of these interim consolidated financial statements.
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METTLER-TOLEDO INTERNATIONAL INC.
INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS
Three months ended March 31, 2025 and 2024
(In thousands)
(unaudited)
| March 31, 2025 | March 31, 2024 | ||||||||||
| Cash flows from operating activities: | |||||||||||
| Net earnings | $ | $ | |||||||||
| Adjustments to reconcile net earnings to net cash provided by operating activities: | |||||||||||
| Depreciation | |||||||||||
| Amortization | |||||||||||
| Deferred tax provision (benefit) | ( | ( | |||||||||
| Share-based compensation | |||||||||||
| Increase (decrease) in cash resulting from changes in: | |||||||||||
| Trade accounts receivable, net | ( | ||||||||||
| Inventories | ( | ( | |||||||||
| Other current assets | ( | ( | |||||||||
| Trade accounts payable | ( | ( | |||||||||
| Taxes payable | |||||||||||
| Accruals and other | ( | ( | |||||||||
| Net cash provided by operating activities | |||||||||||
| Cash flows from investing activities: | |||||||||||
| Purchase of property, plant and equipment | ( | ( | |||||||||
Acquisitions | ( | ||||||||||
| Other investing activities | |||||||||||
| Net cash used in investing activities | ( | ( | |||||||||
| Cash flows from financing activities: | |||||||||||
| Proceeds from borrowings | |||||||||||
| Repayments of borrowings | ( | ( | |||||||||
| Proceeds from stock option exercises | |||||||||||
| Repurchases of common stock | ( | ( | |||||||||
| Other financing activities | ( | ||||||||||
| Net cash used in financing activities | ( | ( | |||||||||
| Effect of exchange rate changes on cash and cash equivalents | ( | ||||||||||
| Net (decrease) increase in cash and cash equivalents | |||||||||||
| Cash and cash equivalents: | |||||||||||
| Beginning of period | |||||||||||
| End of period | $ | $ | |||||||||
The accompanying notes are an integral part of these interim consolidated financial statements.
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METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS – Unaudited
(In thousands, except share data, unless otherwise stated)
1.BASIS OF PRESENTATION
Mettler-Toledo International Inc. (Mettler-Toledo or the Company) is a leading global supplier of precision instruments and services. The Company manufactures weighing instruments for use in laboratory, industrial, packaging, logistics and food retailing applications. The Company also manufactures several related analytical instruments and provides automated chemistry solutions used in drug and chemical compound discovery and development. In addition, the Company manufactures metal detection and other end-of-line inspection systems used in production and packaging and provides solutions for use in certain process analytics applications. The Company's primary manufacturing facilities are located in China, Germany, Switzerland, the United Kingdom, the United States and Mexico. The Company's principal executive offices are located in Columbus, Ohio and Greifensee, Switzerland.
The accompanying interim consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP) and include all entities in which the Company has control, which are its wholly-owned subsidiaries. The interim consolidated financial statements have been prepared without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. The interim consolidated financial statements should be read in conjunction with the consolidated financial statements and the notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024.
The accompanying interim consolidated financial statements reflect all adjustments which, in the opinion of management, are necessary for a fair statement of the results of the interim periods presented. Operating results for the three months ended March 31, 2025 are not necessarily indicative of the results to be expected for the full year ending December 31, 2025.
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, as well as disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting periods. These financial statements were prepared using information reasonably available as of March 31, 2025 and through the date of this report. Actual results may differ from those estimates due to uncertainty around the ongoing developments related to global trade/tariffs, and the conflicts in Ukraine and the Middle East, as well as other factors.
2.SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Trade Accounts Receivable
Inventories
Inventories are valued at the lower of cost or net realizable value. Cost, which includes direct materials, labor and overhead, is generally determined using the first in, first out (FIFO) method. The estimated net realizable value is based on assumptions for future demand and related pricing. Adjustments to the cost basis of the Company’s inventory are made for excess and obsolete items based on usage, orders and technological obsolescence. If actual market conditions are less favorable than those projected by management, reductions in the value of inventory may be required in the future.
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METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS – Unaudited
(In thousands, except share data, unless otherwise stated)
Inventories consisted of the following:
| March 31, 2025 | December 31, 2024 | ||||||||||
| Raw materials and parts | $ | $ | |||||||||
| Work-in-progress | |||||||||||
| Finished goods | |||||||||||
| $ | $ | ||||||||||
Goodwill and Other Intangible Assets
Goodwill, representing the excess of purchase price over the net asset value of companies acquired, and indefinite-lived intangible assets are not amortized, but are reviewed for impairment annually in the fourth quarter, or more frequently if events or changes in circumstances indicate that an asset might be impaired. The annual evaluation for goodwill and indefinite-lived intangible assets are generally based on an assessment of qualitative factors to determine whether it is more likely than not that the fair values of the assets are less than their carrying amounts.
Other intangible assets include indefinite-lived assets and assets subject to amortization. Where applicable, amortization is charged on a straight-line basis over the expected period to be benefited. The straight-line method of amortization reflects an appropriate allocation of the cost of the intangible assets to earnings in proportion to the amount of economic benefits obtained by the Company in each reporting period. The Company assesses the initial acquisition of intangible assets in accordance with the provisions of ASC 805 “Business Combinations” and the continued accounting for previously recognized intangible assets and goodwill in accordance with the provisions of ASC 350 “Intangibles – Goodwill and Other” and ASC 360 “Property, Plant and Equipment.”
| March 31, 2025 | December 31, 2024 | ||||||||||||||||||||||||||||||||||
| Gross Amount | Accumulated Amortization | Intangibles, Net | Gross Amount | Accumulated Amortization | Intangibles, Net | ||||||||||||||||||||||||||||||
| Customer relationships | $ | $ | ( | $ | $ | $ | ( | $ | |||||||||||||||||||||||||||
| Proven technology and patents | ( | ( | |||||||||||||||||||||||||||||||||
| Trade name (finite life) | ( | ( | |||||||||||||||||||||||||||||||||
| Trade name (indefinite life) | — | — | |||||||||||||||||||||||||||||||||
| Other | ( | ( | |||||||||||||||||||||||||||||||||
| $ | $ | ( | $ | $ | $ | ( | $ | ||||||||||||||||||||||||||||
The Company recognized amortization expense associated with the above intangible assets of $6.6 million and $6.8 million for the three months ended March 31, 2025 and 2024, respectively. The annual aggregate amortization expense based on the current balance of other intangible assets is estimated at $26.3 million for 2025, $22.2 million for 2026, $20.9 million for 2027, $20.0 million for 2028, $18.0 million for 2029 and $17.4 million for 2030. Purchased intangible amortization was $6.3 million, $4.9 million after tax and $6.6 million, $5.1 million after tax for the three months ended March 31, 2025 and 2024, respectively.
Revenue Recognition
Product revenue is recognized from contracts with customers when a customer has obtained control of a product. The Company considers control to have transferred based upon shipping terms. To the extent the Company’s arrangements have a separate performance obligation, revenue related to any
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METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS – Unaudited
(In thousands, except share data, unless otherwise stated)
post-shipment performance obligation is deferred until completed. Shipping and handling costs charged to customers are included in total net sales and the associated expense is a component of cost of sales. Certain products are also sold through indirect distribution channels whereby the distributor assumes any further obligations to the end customer. Revenue is recognized on these distributor arrangements upon transfer of control to the distributor. Contracts do not contain variable pricing arrangements that are retrospective, except for rebate programs. Rebates are estimated based on expected sales volumes and offset against revenue at the time such revenue is recognized. The Company generally maintains the right to accept or reject a product return in its terms and conditions and also maintains appropriate accruals for outstanding credits. The related provisions for estimated returns and rebates are immaterial to the consolidated financial statements.
Certain of the Company’s product arrangements include separate performance obligations, primarily related to installation. Such performance obligations are accounted for separately when the deliverables have stand-alone value and the satisfaction of the undelivered performance obligations is probable and within the Company's control. The allocation of revenue between the performance obligations is based on the observable stand-alone selling prices at the time of the sale in accordance with a number of factors including service technician billing rates, time to install, and geographic location.
Software is generally not considered a distinct performance obligation with the exception of a limited number of software applications. The Company primarily sells software products with the related hardware instrument as the software is embedded in the product. The Company’s products typically require no significant production, modification, or customization of the hardware or software that is essential to the functionality of the products.
Service revenue not under contract is recognized upon the completion of the service performed. Revenue from spare parts sold on a stand-alone basis is recognized when control is transferred to the customer, which is generally at the time of shipment or delivery. Revenue from service contracts is recognized ratably over the contract period using a time-based method. These contracts represent an obligation to perform repair and other services including regulatory compliance qualification, calibration, certification, and preventative maintenance on a customer’s pre-defined equipment over the contract period.
Share-Based Compensation
The Company recognizes share-based compensation expense within selling, general and administrative in the consolidated statements of operations and comprehensive income with a corresponding offset to additional paid-in capital in the consolidated balance sheet. The Company recognized $5.1 million and $4.7 million of share-based compensation expense for the three months ended March 31, 2025 and 2024, respectively.
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METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS – Unaudited
(In thousands, except share data, unless otherwise stated)
Research and Development
Research and development costs primarily consist of salaries, consulting and other costs. The Company expenses these costs as incurred.
Business Combinations and Asset Acquisitions
The Company accounts for business acquisitions under the accounting standards for business combinations utilizing the acquisition method of accounting. The results of each acquisition are included in the Company's consolidated results as of the acquisition date. The purchase price of an acquisition is generally allocated to tangible and intangible assets and assumed liabilities based on their estimated fair values and any consideration in excess of the net assets acquired is recognized as goodwill. The determination of the values of the acquired assets and assumed liabilities, including goodwill and intangible assets, require significant judgement. Acquisition transaction costs are expensed when incurred.
In circumstances where an acquisition involves a contingent consideration arrangement, the Company recognizes a liability equal to the fair value of the expected contingent payments as of the acquisition date. Subsequent changes in the fair value of the contingent consideration are recorded to other charges (income), net.
Recent Accounting Pronouncements
In November 2023, the FASB issued ASU 2023-07: Improvements to Reportable Segment Disclosures, which requires incremental disclosures about a public entity's reportable segments but does not change the definition of a segment or the guidance for determining reportable segments. The Company adopted these annual disclosure requirements on a retrospective basis in 2024. See Note 13 for the quarterly reportable segments disclosures.
In December 2023, the FASB issued ASU 2023-09: Improvements to Income Tax Disclosures, which enhances income tax disclosures, especially related to the rate reconciliation and income taxes paid information. The Company will adopt the annual disclosure requirements in 2025 and is currently evaluating the impact of these requirements on the consolidated financial statements.
In November 2024, the FASB issued ASU 2024-03: Disaggregation of Income Statement Expenses, which requires disclosures about the nature of expenses presented on the face of the income statement. The Company will adopt the annual disclosure requirements in 2027 and is currently evaluating the impact of this guidance on the consolidated financial statements.
3.REVENUE
The Company disaggregates revenue from contracts with customers by product, service, timing of revenue recognition, and geography. A summary by the Company’s reportable segments follows:
| Three months ended March 31, 2025 | U.S. Operations | Swiss Operations | Western European Operations | Chinese Operations | Other Operations | Total | |||||||||||||||||||||||||||||
| Product Revenue | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||
| Service Revenue: | |||||||||||||||||||||||||||||||||||
Point in time | |||||||||||||||||||||||||||||||||||
Over time | |||||||||||||||||||||||||||||||||||
| Total | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||
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METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS – Unaudited
(In thousands, except share data, unless otherwise stated)
| Three months ended March 31, 2024 | U.S. Operations | Swiss Operations | Western European Operations | Chinese Operations | Other Operations | Total | |||||||||||||||||||||||||||||
| Product Revenue | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||
| Service Revenue: | |||||||||||||||||||||||||||||||||||
Point in time | |||||||||||||||||||||||||||||||||||
Over time | |||||||||||||||||||||||||||||||||||
| Total | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||
A breakdown of net sales to external customers by geographic customer destination for the three months ended March 31 follows:
| 2025 | 2024 | ||||||||||
| Americas | $ | $ | |||||||||
| Europe | |||||||||||
| Asia / Rest of World | |||||||||||
| Total | $ | $ | |||||||||
The Company's global revenue mix by product category is laboratory (56 % of sales), industrial (39 % of sales) and retail (5 % of sales). The Company's product revenue by reportable segment is proportionately similar to the Company's global revenue mix except the Company's Swiss Operations is largely comprised of laboratory products, while the Company's Chinese Operations has a slightly higher percentage of industrial products. A breakdown of the Company’s sales by product category for the three months ended March 31 follows:
| 2025 | 2024 | ||||||||||
| Laboratory | $ | $ | |||||||||
| Industrial | |||||||||||
| Retail | |||||||||||
| Total | $ | $ | |||||||||
The payment terms in the Company’s contracts with customers do not exceed one year and therefore contracts do not contain a significant financing component. In most cases, after appropriate credit evaluations, payments are due in arrears and are recognized as receivables. Unbilled revenue is recorded when performance obligations have been satisfied, but not yet billed to the customer. Unbilled revenue as of March 31, 2025 and December 31, 2024 was $34.6 million and $32.6 million, respectively, and is included within accounts receivable. Deferred revenue and customer prepayments are recorded when cash payments are received or due in advance of the performance obligation being satisfied. Deferred revenue primarily includes prepaid service contracts, as well as deferred installation.
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METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS – Unaudited
(In thousands, except share data, unless otherwise stated)
Changes in the components of deferred revenue and customer prepayments during the periods ended March 31, 2025 and 2024 are as follows:
| 2025 | 2024 | ||||||||||
| Beginning balances as of January 1 | $ | $ | |||||||||
| Customer pre-payments/deferred revenue | |||||||||||
| Revenue recognized | ( | ( | |||||||||
| Foreign currency translation | ( | ||||||||||
| Ending balance as of March 31 | $ | $ | |||||||||
The Company generally expenses sales commissions when incurred because the contract period is one year or less. These costs are recorded within selling, general, and administrative expenses. The value of unsatisfied performance obligations other than customer prepayments and deferred revenue associated with contracts greater than one year is immaterial.
4. FINANCIAL INSTRUMENTS
The Company has limited involvement with derivative financial instruments and does not use them for trading purposes. The Company enters into certain interest rate swap agreements in order to manage its exposure to changes in interest rates. The amount of the Company's fixed obligation interest payments may change based upon the expiration dates of its interest rate swap agreements and the level and composition of its debt. The Company also enters into certain foreign currency forward contracts to limit the Company's exposure to currency fluctuations on the respective hedged items. For additional disclosures on derivative instruments regarding balance sheet location, fair value, and the amounts reclassified into other comprehensive income and the effective portions of the cash flow hedges, also see Notes 5 and 9 to the interim consolidated financial statements. As also mentioned in Note 7, the Company
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METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS – Unaudited
(In thousands, except share data, unless otherwise stated)
has designated its euro-denominated debt as a hedge of a portion of its net investment in euro-denominated foreign subsidiaries.
Cash Flow Hedges
The Company has entered into a number of cross currency swaps designated as cash flow hedges. The agreements convert borrowings under the Company’s credit facility into synthetic Swiss franc debt, which allows the Company to effectively change the floating rate SOFR-based interest payments, excluding the credit spread, to a fixed Swiss franc income or expense as follows:
| Agreement Date | Amount Converted | Effective Swiss Franc Interest Rate | Maturity Date | |||||||||||||||||
| June 2019 | $50 million | (0.82)% | June 2023 | |||||||||||||||||
| November 2021 | $50 million | (0.67)% | November 2023 | |||||||||||||||||
| June 2021 | $50 million | (0.73)% | June 2024 | |||||||||||||||||
| June 2021 | $50 million | (0.59)% | June 2025 | |||||||||||||||||
| December 2023 | $50 million | 1.04% | November 2026 | |||||||||||||||||
| November 2023 | $50 million | 1.16% | November 2026 | |||||||||||||||||
| June 2023 | $50 million | 1.55% | June 2027 | |||||||||||||||||
| June 2024 | $50 million | 1.15% | June 2027 | |||||||||||||||||
The Company's cash flow hedges are recorded gross at fair value in the consolidated balance sheet at March 31, 2025 and December 31, 2024, respectively. A derivative gain of $4.7 million based upon interest rates at March 31, 2025, is expected to be reclassified from other comprehensive income (loss) to earnings in the next twelve months. The cash flow hedges remain effective as of March 31, 2025.
Other Derivatives
The Company enters into foreign currency forward contracts in order to economically hedge short-term trade and non-trade intercompany balances largely denominated in Swiss franc, other major European currencies, and the Chinese renminbi with its foreign businesses. In accordance with U.S. GAAP, these contracts are considered “derivatives not designated as hedging instruments.” Gains or losses on these instruments are reported in current earnings. The foreign currency forward contracts are recorded at fair value in the consolidated balance sheet at March 31, 2025 and December 31, 2024, as disclosed in Note 5. The Company recognized in other charges (income) a net gain of $1.3 million and net gain of $8.8 million during the three months ended March 31, 2025 and 2024, respectively, which offset the related transaction gains (losses) associated with these contracts. At March 31, 2025 and December 31, 2024, these contracts had a notional value of $813.1 million and $788.6 million, respectively.
5. FAIR VALUE MEASUREMENTS
At March 31, 2025 and December 31, 2024, the Company had derivative assets totaling $1.1 million and $9.2 million, respectively, and derivative liabilities totaling $12.6 million and $8.5 million, respectively. The Company has limited involvement with derivative financial instruments and therefore does not present all the required disclosures in tabular format. The fair values of the interest rate swap agreements, the cross currency swap agreements, and the foreign currency forward contracts that economically hedge short-term intercompany balances are estimated based upon inputs from current valuation information obtained from dealer quotes and priced with observable market assumptions and appropriate valuation adjustments for credit risk. The Company has evaluated the valuation methodologies used to develop the fair values by dealers in order to determine whether such valuations are representative of an exit price in the Company’s principal market. In addition, the Company uses an internally developed model to perform testing on the valuations received from brokers. The Company has also considered both
- 13 -
METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS – Unaudited
(In thousands, except share data, unless otherwise stated)
its own credit risk and counterparty credit risk in determining fair value and determined these adjustments were insignificant at March 31, 2025 and December 31, 2024.
Under U.S. GAAP, fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. A fair value measurement consists of observable and unobservable inputs that reflect the assumptions that a market participant would use in pricing an asset or liability.
A fair value hierarchy has been established that categorizes these inputs into three levels:
Level 1: Quoted prices in active markets for identical assets and liabilities
Level 2: Observable inputs other than quoted prices in active markets for identical assets and liabilities
Level 3: Unobservable inputs
The following table presents the Company’s assets and liabilities, which are all categorized as Level 2 and are measured at fair value on a recurring basis at March 31, 2025 and December 31, 2024. The Company does not have any assets or liabilities which are categorized as Level 1.
| March 31, 2025 | December 31, 2024 | Balance Sheet Location | ||||||||||||||||||
| Foreign currency forward contracts not designated as hedging instruments | $ | $ | Other current assets and prepaid expenses | |||||||||||||||||
| Cash Flow Hedges: | ||||||||||||||||||||
| Cross currency swap agreements | Other current assets and prepaid expenses | |||||||||||||||||||
| Cross currency swap agreements | Other non-current assets | |||||||||||||||||||
| Total derivative assets | $ | $ | ||||||||||||||||||
| Foreign currency forward contracts not designated as hedging instruments | $ | $ | Accrued and other liabilities | |||||||||||||||||
| Cash Flow Hedges: | ||||||||||||||||||||
| Cross currency swap agreements | Accrued and other liabilities | |||||||||||||||||||
| Cross currency swap agreements | Other non-current liabilities | |||||||||||||||||||
| Total derivative liabilities | $ | $ | ||||||||||||||||||
The Company had $8.2 million and $3.7 million of cash equivalents at March 31, 2025 and December 31, 2024, respectively, the fair value of which is determined using Level 2 inputs, through quoted and corroborated prices in active markets. The fair value of cash equivalents approximates cost.
6. INCOME TAXES
- 14 -
METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS – Unaudited
(In thousands, except share data, unless otherwise stated)
7. DEBT
| U.S. Dollar | Other Principal Trading Currencies | Total | |||||||||||||||
| 4.24% $125 million 10-year Senior Notes due June 25, 2025 | |||||||||||||||||
| 3.91% $75 million 10-year Senior Notes due June 25, 2029 | |||||||||||||||||
| 5.45% $150 million 10-year Senior Notes due March 1, 2033 | — | ||||||||||||||||
| 2.83% $125 million 12-year Senior Notes due July 22. 2033 | — | ||||||||||||||||
| 3.19% $50 million 15-year Senior Notes due January 24, 2035 | |||||||||||||||||
| 2.81% $150 million 15-year Senior Notes due March 17, 2037 | — | ||||||||||||||||
| 2.91% $150 million 15-year Senior Notes due September 1, 2037 | — | ||||||||||||||||
| 1.47% Euro 125 million 15-year Senior Notes due June 17, 2030 | |||||||||||||||||
| 1.30% Euro 135 million 15-year Senior Notes due November 6, 2034 | |||||||||||||||||
| 1.06% Euro 125 million 15-year Senior Notes due March 19, 2036 | |||||||||||||||||
| 3.80% Euro 100 million 10 1/2-year Senior Notes due July 9, 2035 | — | 107,832 | 107,832 | ||||||||||||||
| Senior notes debt issuance costs, net | ( | ( | ( | ||||||||||||||
| Total Senior Notes | |||||||||||||||||
$1.35 billion Credit Agreement, interest at benchmark plus 87.5 basis points (a) | |||||||||||||||||
| Other local arrangements | |||||||||||||||||
| Total debt | |||||||||||||||||
| Less: current portion | ( | ( | ( | ||||||||||||||
| Total long-term debt | $ | $ | $ | ||||||||||||||
(a) The benchmark interest rate is determined by the borrowing currency. The benchmark rates by borrowing currency are as follows: SOFR for U.S. dollars (plus a 10 basis points spread adjustment), SARON for Swiss franc, EURIBOR for Euro and SONIA for Great British pounds.
On May 30, 2024, the Company entered into a $1.35 billion Credit Agreement (the Credit Agreement), which amended its $1.25 billion Amended and Restated Credit Agreement (the Prior Credit Agreement). As of March 31, 2025, the Company had $679.8 million of additional borrowings available under its Credit Agreement, and the Company maintained $64.3 million of cash and cash equivalents.
The Credit Agreement is provided by a group of financial institutions (similar to the Company's Prior Credit Agreement) and has a maturity date of May 30, 2029. It is a revolving credit facility and is not subject to any scheduled principal payments prior to maturity. The obligations under the Credit Agreement are unsecured.
Borrowings under the Credit Agreement bear interest at current market rates plus a margin based on the Company’s consolidated leverage ratio. The Company must also pay facility fees that are tied to its leverage ratio. The Credit Agreement contains covenants that are similar to those contained in the Prior Credit Agreement, with which the Company was in compliance as of December 31, 2024. The Company is required to maintain (i) a ratio of net funded indebtedness to EBITDA of 3.5 to 1.0 or less except in certain circumstances and (ii) an interest coverage ratio of 3.0 to 1.0 or greater. The Credit Agreement also places certain limitations on the Company, including limiting the ability to incur liens or indebtedness at a subsidiary level. In addition, the Credit Agreement has several events of default, with customary grace periods as applicable.
In January 2025, the Company entered into an agreement to issue and sell EUR 100 million 10 1/2-year Senior Notes with a fixed interest rate of 3.8% (3.8% Euro Senior Notes) in a private placement,
- 15 -
METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS – Unaudited
(In thousands, except share data, unless otherwise stated)
which will mature in July 2035. The 3.8% Euro Senior Notes are unsecured obligations of the Company, and the terms are consistent with the previous Notes as disclosed in Note 10 to the Company's consolidated financial statements for the year ended December 31, 2024. The Company used the proceeds from the sale of the notes to refinance existing indebtedness and for other general corporate purposes.
The Company has designated the EUR 125 million 1.47 % Euro Senior Notes, the EUR 135 million 1.30 % Euro Senior Notes, the EUR 125 million 1.06 % Euro Senior Notes, and the EUR 100 million 3.80% Euro Senior Notes as a hedge of a portion of its net investment in a euro denominated foreign subsidiary to reduce foreign currency risk associated with this net investment. Changes in the carrying value of this debt resulting from fluctuations in the euro to U.S. dollar exchange rate are recorded as foreign currency translation adjustments within other comprehensive income (loss). The Company recorded in other comprehensive income (loss) related to this net investment hedge an unrealized loss of $19.2 million and unrealized gain of $8.2 million for the three months ended March 31, 2025 and 2024, respectively. The Company has a gain of $23.1 million recorded in accumulated other comprehensive income (loss) as of March 31, 2025.
Other Local Arrangements
In 2018, two of the Company's non-U.S. pension plans issued loans totaling $39.6 million (Swiss franc 38 million) to a wholly owned subsidiary of the Company. The loans have the same terms and conditions which include an interest rate of SARON plus 87.5 basis points. The loans were renewed for one year in April 2025.
8. SHARE REPURCHASE PROGRAM AND TREASURY STOCK
The Company has $1.5 billion of remaining availability for its share repurchase program as of March 31, 2025. The share repurchases are expected to be funded from cash generated from operating activities, borrowings, and cash balances. Repurchases will be made through open market transactions, and the amount and timing of purchases will depend on business and market conditions, the stock price, trading restrictions, the level of acquisition activity, and other factors.
9. ACCUMULATED COMPREHENSIVE AND OTHER COMPREHENSIVE INCOME
Comprehensive income (loss), net of tax consisted of the following:
| March 31, 2025 | March 31, 2024 | ||||||||||
| Net earnings | $ | $ | |||||||||
| Other comprehensive income (loss), net of tax | ( | $ | |||||||||
| Comprehensive income, net of tax | $ | $ | |||||||||
- 16 -
METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS – Unaudited
(In thousands, except share data, unless otherwise stated)
The following table presents changes in accumulated other comprehensive income (loss) by component for the three months ended March 31, 2025 and 2024:
| Currency Translation Adjustment | Net Unrealized Gain (Loss) on Cash Flow Hedging Arrangements, Net of Tax | Pension and Post-Retirement Benefit Related Items, Net of Tax | Total | ||||||||||||||||||||
| Balance at December 31, 2024 | $ | ( | $ | ( | $ | ( | $ | ( | |||||||||||||||
| Other comprehensive income (loss), net of tax: | |||||||||||||||||||||||
| Unrealized gains (loss) from cash flow hedging arrangements | — | ( | — | ( | |||||||||||||||||||
Foreign currency translation adjustment | ( | — | ( | ( | |||||||||||||||||||
Amounts recognized from accumulated other comprehensive income (loss), net of tax | — | ||||||||||||||||||||||
Net change in other comprehensive income (loss), net of tax | ( | ( | ( | ||||||||||||||||||||
| Balance at March 31, 2025 | $ | ( | $ | ( | $ | ( | $ | ( | |||||||||||||||
| Currency Translation Adjustment | Net Unrealized Gain (Loss) on Cash Flow Hedging Arrangements, Net of Tax | Pension and Post-Retirement Benefit Related Items, Net of Tax | Total | ||||||||||||||||||||
| Balance at December 31, 2023 | $ | ( | $ | $ | ( | $ | ( | ||||||||||||||||
| Other comprehensive income (loss), net of tax: | |||||||||||||||||||||||
| Unrealized gains (loss) from cash flow hedging arrangements | — | — | |||||||||||||||||||||
Foreign currency translation adjustment | — | ||||||||||||||||||||||
Amounts recognized from accumulated other comprehensive income (loss), net of tax | — | ( | ( | ||||||||||||||||||||
Net change in other comprehensive income (loss), net of tax | ( | ||||||||||||||||||||||
| Balance at March 31, 2024 | $ | ( | $ | ( | $ | ( | $ | ( | |||||||||||||||
- 17 -
METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS – Unaudited
(In thousands, except share data, unless otherwise stated)
| 2025 | 2024 | Location of Amounts Recognized in Earnings | ||||||||||||||||||
Effective portion of (gains) losses on cash flow hedging arrangements: | ||||||||||||||||||||
| Cross currency swap | $ | $ | ( | (a) | ||||||||||||||||
| Provision for taxes | ( | Provision for taxes | ||||||||||||||||||
| Total, net of taxes | $ | $ | ( | |||||||||||||||||
Recognition of defined benefit pension and post-retirement items: | ||||||||||||||||||||
Recognition of actuarial (gains) losses, plan amendments and prior service cost, before taxes | $ | $ | (b) | |||||||||||||||||
| Provision for taxes | Provision for taxes | |||||||||||||||||||
| Total, net of taxes | $ | $ | ||||||||||||||||||
(a)The cross currency swap reflects an unrealized loss of $6.2 million recorded in other charges (income) that was offset by the underlying unrealized gain in the hedged debt for the three months ended March 31, 2025. The cross currency swap also reflects a realized gain of $2.2 million recorded in interest expense for the three months ended March 31, 2025.
(b)These accumulated other comprehensive income (loss) components are included in the computation of net periodic pension and post-retirement cost. See Note 12 for additional details for the three months ended March 31, 2025 and 2024.
10. EARNINGS PER COMMON SHARE
In accordance with the treasury stock method, the Company has included 76,315 and 105,640 common equivalent shares in the calculation of diluted weighted average number of common shares outstanding for the three months ended March 31, 2025 and 2024, respectively, relating to outstanding stock options and restricted stock units.
Outstanding options and restricted stock units to purchase or receive 54,534 and 72,089 shares of common stock for the three months ended March 31, 2025 and 2024, respectively, have been excluded from the calculation of diluted weighted average number of common and common equivalent shares as such options and restricted stock units would be anti-dilutive.
- 18 -
METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS – Unaudited
(In thousands, except share data, unless otherwise stated)
11. NET PERIODIC BENEFIT COST
Net periodic pension cost for the Company’s defined benefit pension plans and U.S. post-retirement medical plan includes the following components for the three months ended March 31:
| U.S. Pension Benefits | Non-U.S. Pension Benefits | Other U.S. Post-retirement Benefits | Total | ||||||||||||||||||||||||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||||||||||||||||||||||
| Service cost, net | $ | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||
Interest cost on projected benefit obligations | |||||||||||||||||||||||||||||||||||||||||||||||
Expected return on plan assets | ( | ( | ( | ( | ( | ( | |||||||||||||||||||||||||||||||||||||||||
| Recognition of prior service cost | ( | ( | ( | ( | ( | ( | |||||||||||||||||||||||||||||||||||||||||
| Recognition of actuarial losses/(gains) | |||||||||||||||||||||||||||||||||||||||||||||||
| Net periodic pension cost/(credit) | $ | $ | $ | $ | $ | ( | $ | ( | $ | $ | |||||||||||||||||||||||||||||||||||||
As previously disclosed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, the Company expects to make employer contributions of approximately $25.4 million to its non-U.S. pension plan during the year ended December 31, 2025. These estimates may change based upon several factors, including fluctuations in currency exchange rates, actual returns on plan assets and changes in legal requirements.
12. OTHER CHARGES (INCOME), NET
- 19 -
METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS – Unaudited
(In thousands, except share data, unless otherwise stated)
13. SEGMENT REPORTING
As disclosed in Note 18 to the Company's consolidated financial statements for the year ended December 31, 2024, the Company has determined there are five reportable segments: U.S. Operations, Swiss Operations, Western European Operations, Chinese Operations and Other.
Our reportable segments comprise the structure used by our Chief Executive Officer, who is our Chief Operating Decision Maker (CODM), to make key operating decisions and assess performance. The Company evaluates performance based on segment profit for segment reporting (gross profit less research and development and selling, general, and administrative expenses, before amortization, interest expense, restructuring charges, other charges (income), net, and taxes).
The following tables show the operations of the Company’s reportable segments:
| Three Months ended March 31, 2025 | U.S. Operations | Swiss Operations | Western European Operations | Chinese Operations | Other Operations(a) | Eliminations and Corporate(b) | Total | |||||||||||||||||||||||||||||||||||||
| Net sales to external customers | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||
| Net sales to other segments | ( | |||||||||||||||||||||||||||||||||||||||||||
| Total net sales | ( | |||||||||||||||||||||||||||||||||||||||||||
Segment cost of sales(c) | ||||||||||||||||||||||||||||||||||||||||||||
Segment period expense(d) | ||||||||||||||||||||||||||||||||||||||||||||
| Unallocated expense / eliminations | ||||||||||||||||||||||||||||||||||||||||||||
| Segment profit | $ | $ | $ | $ | $ | $ | ( | $ | ||||||||||||||||||||||||||||||||||||
| Three Months ended March 31, 2024 | U.S. Operations | Swiss Operations | Western European Operations | Chinese Operations | Other Operations(a) | Eliminations and Corporate(b) | Total | |||||||||||||||||||||||||||||||||||||
| Net sales to external customers | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||
| Net sales to other segments | ( | |||||||||||||||||||||||||||||||||||||||||||
| Total net sales | ( | |||||||||||||||||||||||||||||||||||||||||||
Segment cost of sales(c) | ||||||||||||||||||||||||||||||||||||||||||||
Segment period expense(d) | ||||||||||||||||||||||||||||||||||||||||||||
| Unallocated expense / eliminations | ||||||||||||||||||||||||||||||||||||||||||||
| Segment profit | $ | $ | $ | $ | $ | $ | ( | $ | ||||||||||||||||||||||||||||||||||||
(a)Other Operations includes reporting units in Southeast Asia, Latin America, Eastern Europe, and other countries.
(b)Eliminations and Corporate includes the elimination of intersegment transactions as well as certain corporate expenses and intercompany investments, which are not included in the Company’s operating segments.
(c)Segment cost of sales includes variable production and other costs.
(d)Segment period expense includes certain manufacturing, field service costs, research and development, and selling, general and administrative costs.
- 20 -
METTLER-TOLEDO INTERNATIONAL INC.
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS – Unaudited
(In thousands, except share data, unless otherwise stated)
A reconciliation of earnings before taxes to segment profit for the three months ended March 31 follows:
| Three Months Ended | |||||||||||
| March 31, 2025 | March 31, 2024 | ||||||||||
| Segment profit | $ | $ | |||||||||
| Amortization | ( | ( | |||||||||
| Interest expense | ( | ( | |||||||||
| Restructuring charges | ( | ( | |||||||||
| Other income, net | |||||||||||
| Earnings before taxes | $ | $ | |||||||||
The following tables show the additional disclosures for the Company’s reportable segments:
| Three Months ended March 31, 2025 | U.S. Operations | Swiss Operations | Western European Operations | Chinese Operations | Other Operations(a) | Eliminations and Corporate(b) | Total | |||||||||||||||||||||||||||||||||||||
| Depreciation | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||
| Total assets | $ | $ | $ | $ | $ | $ | ( | $ | ||||||||||||||||||||||||||||||||||||
| Purchase of property, plant, and equipment | $ | ( | $ | ( | $ | ( | $ | ( | $ | ( | $ | ( | $ | ( | ||||||||||||||||||||||||||||||
| Goodwill | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||
| Three Months ended March 31, 2024 | U.S. Operations | Swiss Operations | Western European Operations | Chinese Operations | Other Operations(a) | Eliminations and Corporate(b) | Total | |||||||||||||||||||||||||||||||||||||
| Depreciation | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||
| Total assets | $ | $ | $ | $ | $ | $ | ( | $ | ||||||||||||||||||||||||||||||||||||
| Purchase of property, plant, and equipment | $ | ( | $ | ( | $ | ( | $ | ( | $ | ( | $ | ( | $ | ( | ||||||||||||||||||||||||||||||
| Goodwill | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||
(a)Other Operations includes reporting units in Southeast Asia, Latin America, Eastern Europe, and other countries.
(b)Eliminations and Corporate includes the elimination of intersegment transactions as well as certain corporate expenses and intercompany investments, which are not included in the Company’s operating segments.
14. CONTINGENCIES
The Company is party to various legal proceedings, including certain environmental matters, incidental to the normal course of business. Management does not expect that any of such proceedings, either individually or in the aggregate, will have a material adverse effect on the Company’s financial condition, results of operations or cash flows.
- 21 -
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the Unaudited Interim Consolidated Financial Statements included herein.
General
Our interim consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America. Operating results for the three months ended March 31, 2025 are not necessarily indicative of the results to be expected for the full year ending December 31, 2025.
Changes in local currencies exclude the effect of currency exchange rate fluctuations. Local currency amounts are determined by translating current and previous year consolidated financial information at an index utilizing historical currency exchange rates. We believe local currency information provides a helpful assessment of business performance and a useful measure of results between periods. We do not, nor do we suggest that investors should, consider such non-GAAP financial measures in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. We present non-GAAP financial measures in reporting our financial results to provide investors with an additional analytical tool to evaluate our operating results.
We also include in the discussion below disclosures of immaterial qualitative factors that are not quantified. Although the impact of such factors is not considered material, we believe these disclosures can be useful in evaluating our operating results.
Results of Operations – Consolidated
The following tables set forth items from our interim consolidated statements of operations and comprehensive income for the three month periods ended March 31, 2025 and 2024 (amounts in thousands).
| Three months ended March 31, | |||||||||||||||||||||||
| 2025 | 2024 | ||||||||||||||||||||||
| (unaudited) | % | (unaudited) | % | ||||||||||||||||||||
| Net sales | $ | 883,744 | 100.0 | $ | 925,949 | 100.0 | |||||||||||||||||
| Cost of sales | 357,865 | 40.5 | 377,816 | 40.8 | |||||||||||||||||||
| Gross profit | 525,879 | 59.5 | 548,133 | 59.2 | |||||||||||||||||||
| Research and development | 46,346 | 5.2 | 46,415 | 5.0 | |||||||||||||||||||
| Selling, general and administrative | 242,799 | 27.5 | 234,390 | 25.3 | |||||||||||||||||||
| Amortization | 17,193 | 2.0 | 18,228 | 2.0 | |||||||||||||||||||
| Interest expense | 16,653 | 1.9 | 19,232 | 2.1 | |||||||||||||||||||
| Restructuring charges | 3,767 | 0.4 | 9,664 | 1.0 | |||||||||||||||||||
| Other charges (income), net | (2,821) | (0.3) | (343) | — | |||||||||||||||||||
| Earnings before taxes | 201,942 | 22.8 | 220,547 | 23.8 | |||||||||||||||||||
| Provision for taxes | 38,355 | 4.3 | 43,038 | 4.6 | |||||||||||||||||||
| Net earnings | $ | 163,587 | 18.5 | $ | 177,509 | 19.2 | |||||||||||||||||
Recent developments in global trade disputes/tariffs
In 2025, the U.S. government enacted an incremental 10% tariff on imported products as well as higher tariffs on imports from certain other countries, including an additional 145% tariff on imports from China and a 25% tariff on non-USMCA products imported from Mexico. In response, the Chinese government implemented additional tariffs of 125% on imports from the U.S. The tariffs became effective at various points during 2025, especially in April 2025. We estimate the associated annualized cost increase of the incremental 2025 tariffs is approximately $115 million (assuming the
- 22 -
above rates). The U.S. government has indicated it may make further changes to tariff rates in the future. We are implementing various actions to mitigate the effect of the tariffs.
The recent escalation in global trade disputes/tariffs has increased economic uncertainty in our end markets and the global economic environment, including increasing the risk of recession in many countries, and market conditions may change quickly. Although we are implementing various actions to mitigate the effect of the tariffs, they could adversely impact our financial results and could have a greater impact on our operating results in future periods. Please refer to Part 1, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2024 for more information.
Net sales
Net sales were $883.7 million for the three months ended March 31, 2025, compared to $925.9 million for the corresponding period in 2024. Sales decreased 5% in U.S. dollars and 3% in local currencies for the three months ended March 31, 2025. We estimate that net sales growth for the three months ended March 31, 2025 was reduced approximately 6% from the recovery of previously disclosed shipping delays during the three months ended March 31, 2024 related to a new external European logistics service provider. Excluding this impact, sales increased 3% in local currency for the three months ended March 31, 2025 compared to the corresponding period in 2024.
We continue to benefit from the execution of our global sales and marketing programs, our innovative product portfolio, and investments in our field organization, particularly surrounding digital tools and techniques. However, the recent escalation in global trade disputes/tariffs has increased uncertainty in our end markets and the global economic environment, including increasing the risk of recession in many countries, and market conditions may change quickly. The ongoing developments related to global trade disputes/tariffs, Ukraine, and the conflict in the Middle East also present several risks to our business as further described in Part I, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2024. These topics could adversely impact our financial results and could have a greater impact on our operating results in future periods.
Net sales by geographic destination for the three months ended March 31, 2025 in U.S. dollars decreased 2% in the Americas, 9% in Europe, and 4% in Asia/Rest of World. In local currencies, our net sales by geographic destination decreased 1% in the Americas, 7% in Europe, and 2% in Asia/Rest of World, including flat sales in China, for the three months ended March 31, 2025 compared to the corresponding period in 2024. Excluding the impact of the recovery of delayed shipments in the prior year, local currency sales increased 3% in the Americas, 4% in Europe, and 3% in Asia/Rest of World, with 3% in China, during the three months ended March 31, 2025. A discussion of sales by operating segment is included below.
As described in Note 18 to our consolidated financial statements for the year ended December 31, 2024, our net sales comprise product sales of precision instruments and related services. Service revenues are primarily derived from repair and other services, including regulatory compliance qualification, calibration, certification, preventative maintenance and spare parts.
Net sales of products decreased 7% in U.S. dollars and 6% in local currency for the three months ended March 31, 2025 compared to the prior year period. Service revenue (including spare parts) increased 4% in U.S. dollars and 6% in local currency during the three months ended March 31, 2025 compared to the corresponding period in 2024.
Net sales of our laboratory products and services, which represented approximately 56% of our total net sales for the three months ended March 31, 2025, decreased 5% in U.S. dollars and 3% in local currencies during the three months ended March 31, 2025. Laboratory net sales growth was reduced by approximately 8%, from the recovery of previously disclosed shipping delays, during the three months ended March 31, 2025. Excluding this impact, the local currency net sales increase in our laboratory-related products includes growth in most product categories with strong growth in process analytics.
Net sales of our industrial products and services, which represented approximately 39% of our total net sales for the three months ended March 31, 2025, decreased 3% in U.S. dollars and 1% in local currencies during the three months ended March 31, 2025. Industrial net sales growth was
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reduced by approximately 3%, from the recovery of previously disclosed shipping delays, during the three months ended March 31, 2025. Excluding this impact, the local currency net sales increase in our industrial-related products includes strong growth in product inspection, offset in part by a modest decline in core-industrial products.
Net sales in our food retailing products and services, which represented approximately 5% of our total net sales for the three months ended March 31, 2025, decreased 14% in U.S. dollars and 12% in local currencies during the three months ended March 31, 2025. Retail net sales growth was reduced by approximately 7%, from the recovery of previously disclosed shipping delays, during the three months ended March 31, 2025. Excluding this impact, the local currency net sales decrease in food retailing products reflects the timing of project activity, particularly in Europe.
Gross profit
Gross profit as a percentage of net sales was 59.5% for the three months ended March 31, 2025 compared to 59.2% for the corresponding period in 2024.
Gross profit as a percentage of net sales for products was 61.6% and 61.2% for the three month periods ended March 31, 2025 and 2024, respectively.
Gross profit as a percentage of net sales for services (including spare parts) was 53.8% for the three months ended March 31, 2025 compared to 52.9% for the corresponding period in 2024.
The increase in gross profit as a percentage of net sales for the three months ended March 31, 2025 primarily reflects favorable price realization and benefits from our SternDrive program, partially offset by lower sales volume related to the recovery of shipping delays in the prior year.
We expect our gross margin during the remainder of 2025 will be negatively impacted by the recent escalation in global trade disputes/tariffs. As previously mentioned, we are implementing various actions to mitigate the effect of the tariffs.
Research and development and selling, general and administrative expenses
Research and development expenses as a percentage of net sales was 5.2% for the three months ended March 31, 2025 compared to 5.0% in the corresponding period of 2024. Research and development expenses were flat in U.S. dollars and increased 2% in local currencies, during the three months ended March 31, 2025 compared to the corresponding period in 2024.
Selling, general and administrative expenses as a percentage of net sales were 27.5% for the three months ended March 31, 2025 compared to 25.3% in the corresponding period of 2024. Selling, general and administrative expense increased 4% in U.S. dollars and 5% in local currencies during the three months ended March 31, 2025 compared to the corresponding period in 2024. The local currency increase includes sales and marketing investments and the timing of certain costs.
Amortization, interest expense, restructuring charges, other charges (income), net and taxes
Amortization expense was $17.2 million for the three months ended March 31, 2025 and $18.2 million for the corresponding period in 2024.
Interest expense was $16.7 million for the three months ended March 31, 2025 and $19.2 million for the corresponding period in 2024. The decrease in interest expense is primarily related to lower variable interest rates and lower debt.
Restructuring charges were $3.8 million and $9.7 million for the three months ended March 31, 2025 and 2024, respectively. Restructuring expenses are primarily comprised of employee-related costs.
Other charges (income), net includes non-service pension costs (benefits), net (gains) losses from foreign currency transactions and hedging activities, interest income and other items. Non-service pension benefits for the three months ended March 31, 2025 and 2024 were $3.1 million and $2.0 million, respectively.
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Our reported tax rate was 19.0% and 19.5% during the three months ended March 31, 2025 and 2024, respectively. The provision for taxes is based upon using our projected annual effective tax rate of 19.0% before non-recurring discrete tax items for the three month periods ended March 31, 2025 and 2024. The difference between our projected annual effective tax rate and the reported tax rate is related to the timing of excess tax benefits associated with stock option exercises.
Results of Operations – by Operating Segment
The following is a discussion of the financial results of our operating segments. We currently have five reportable segments: U.S. Operations, Swiss Operations, Western European Operations, Chinese Operations, and Other. A more detailed description of these segments is outlined in Note 18 to our consolidated financial statements for the year ended December 31, 2024.
U.S. Operations (amounts in thousands)
| Three months ended March 31, | |||||||||||||||||
| 2025 | 2024 | % | |||||||||||||||
| Net sales to external customers | $ | 345,758 | $ | 346,123 | — | % | |||||||||||
| Net sales to other segments | 34,093 | 37,418 | (9) | % | |||||||||||||
| Segment net sales | 379,851 | 383,541 | (1) | % | |||||||||||||
| Segment cost of sales | 162,922 | 166,324 | (2) | % | |||||||||||||
| Segment period expense | 132,633 | 123,581 | 7 | % | |||||||||||||
| Segment profit | $ | 84,296 | $ | 93,636 | (10) | % | |||||||||||
Total net sales decreased 1% and net sales to external customers were flat for the three months ended March 31, 2025 compared with the corresponding period in 2024. The growth in net sales to external customers during the three months ended March 31, 2025 was reduced by approximately 3% from the recovery of previously disclosed shipping delays during the three months ended March 31, 2024. Excluding this impact, the increase in net sales to external customers for the three months ended March 31, 2025 includes strong growth in process analytics and product inspection, partially offset by a decline in core-industrial products.
Segment profit decreased $9.3 million for the three months ended March 31, 2025 compared to the corresponding period in 2024. Segment profit during the three months ended March 31, 2025 includes lower sales volume from our previously disclosed shipping delay recovery in the prior year and higher expenses.
Swiss Operations (amounts in thousands)
| Three months ended March 31, | |||||||||||||||||
| 2025 | 2024 | %1) | |||||||||||||||
| Net sales to external customers | $ | 47,302 | $ | 54,251 | (13) | % | |||||||||||
| Net sales to other segments | 176,506 | 223,371 | (21) | % | |||||||||||||
| Segment net sales | 223,808 | 277,622 | (19) | % | |||||||||||||
| Segment cost of sales | 102,224 | 158,995 | (36) | % | |||||||||||||
| Segment period expense | 60,589 | 59,541 | 2 | % | |||||||||||||
| Segment profit | $ | 60,995 | $ | 59,086 | 3 | % | |||||||||||
1) Represents U.S. dollar growth.
Total net sales decreased 19% in U.S. dollars and 17% in local currency for the three months ended March 31, 2025 compared to the corresponding period in 2024. Net sales to external customers decreased 13% in U.S. dollars and 11% in local currency for the three months ended March 31, 2025 compared to the corresponding period in 2024. The growth in net sales to external customers during the three months ended March 31, 2025 was reduced by approximately 12% from the recovery of previously disclosed shipping delays during the three months ended March 31, 2024. Excluding this impact, the increase in net sales to external customers in local currency for the three
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months ended March 31, 2025 includes growth in industrial, especially product inspection, and food retailing products partially offset by a decline in laboratory products.
Segment profit increased $1.9 million for the three month period ended March 31, 2025 compared to the corresponding period in 2024. Segment profit during the three months ended March 31, 2025 includes favorable inter-segment pricing and benefits from our cost savings and margin expansion initiatives.
Western European Operations (amounts in thousands)
| Three months ended March 31, | |||||||||||||||||
| 2025 | 2024 | %1) | |||||||||||||||
| Net sales to external customers | $ | 190,369 | $ | 214,765 | (11) | % | |||||||||||
| Net sales to other segments | 45,087 | 47,738 | (6) | % | |||||||||||||
| Segment net sales | 235,456 | 262,503 | (10) | % | |||||||||||||
| Segment cost of sales | 104,067 | 123,977 | (16) | % | |||||||||||||
| Segment period expense | 88,344 | 88,215 | 0 | % | |||||||||||||
| Segment profit | $ | 43,045 | $ | 50,311 | (14) | % | |||||||||||
1) Represents U.S. dollar growth.
Total net sales decreased 10% in U.S. dollars and 8% in local currencies during the three months ended March 31, 2025 compared to the corresponding period in 2024. Net sales to external customers decreased 11% in U.S. dollars and 9% in local currencies during the three months ended March 31, 2025 compared to the corresponding period in 2024. The growth in net sales to external customers during the three months ended March 31, 2025 was reduced by approximately 9% from the recovery of previously disclosed shipping delays during the three months ended March 31, 2024. Excluding this impact, net sales to external customers in local currency for the three months ended March 31, 2025 includes modest growth in most categories, partially offset by a significant decline in food retailing related to the timing of customer project activity.
Segment profit decreased $7.3 million for the three month period ended March 31, 2025 compared to the corresponding period in 2024. Segment profit decreased during the three months ended March 31, 2025 primarily due to lower volume from our previously disclosed shipping delay recovery in the prior year, offset in part by benefits from our margin expansion initiatives and favorable business mix.
Chinese Operations (amounts in thousands)
| Three months ended March 31, | |||||||||||||||||
| 2025 | 2024 | %1) | |||||||||||||||
| Net sales to external customers | $ | 141,168 | $ | 143,198 | (1) | % | |||||||||||
| Net sales to other segments | 77,076 | 80,641 | (4) | % | |||||||||||||
| Segment net sales | 218,244 | 223,839 | (2) | % | |||||||||||||
| Segment cost of sales | 99,478 | 105,202 | (5) | % | |||||||||||||
| Segment period expense | 42,749 | 42,814 | — | % | |||||||||||||
| Segment profit | $ | 76,017 | $ | 75,823 | — | % | |||||||||||
1) Represents U.S. dollar growth.
Total net sales decreased 2% in U.S. dollars and 1% in local currency for the three months ended March 31, 2025 compared to the corresponding period in 2024. Net sales to external customers decreased 1% in U.S. dollars and were flat in local currency for the three months ended March 31, 2025 compared to the corresponding period in 2024. The growth in net sales to external customers during the three months ended March 31, 2025 was reduced by approximately 3% from the recovery of previously disclosed shipping delays during the three months ended March 31, 2024. Excluding this impact, the increase in net sales to external customers in local currency for the three
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months ended March 31, 2025 includes growth in laboratory products, while industrial products were flat compared to the corresponding prior year period.
Segment profit increased $0.2 million for the three month period ended March 31, 2025 compared to the corresponding period in 2024. Segment profit for the three month period ended March 31, 2025 includes benefits from our cost savings initiatives, offset in part by unfavorable currency and lower sales volume.
Other (amounts in thousands)
| Three months ended March 31, | |||||||||||||||||
| 2025 | 2024 | %1) | |||||||||||||||
| Net sales to external customers | $ | 159,147 | $ | 167,612 | (5) | % | |||||||||||
| Net sales to other segments | 8,166 | 3,331 | 145 | % | |||||||||||||
| Segment net sales | 167,313 | 170,943 | (2) | % | |||||||||||||
| Segment cost of sales | 87,470 | 94,811 | (8) | % | |||||||||||||
| Segment period expense | 55,352 | 50,950 | 9 | % | |||||||||||||
| Segment profit | $ | 24,491 | $ | 25,182 | (3) | % | |||||||||||
1) Represents U.S. dollar growth.
Total net sales decreased 2% in U.S. dollars and increased 2% in local currencies during the three months ended March 31, 2025 compared to the corresponding period in 2024. Net sales to external customers decreased 5% in U.S. dollars and 1% in local currency for the three months ended March 31, 2025 compared to the corresponding period in 2024. The growth in net sales to external customers during the three months ended March 31, 2025 was reduced by approximately 9% from the recovery of previously disclosed shipping delays during the three months ended March 31, 2024. Excluding this impact, the increase in net sales to external customers in local currency for the three months ended March 31, 2025 includes strong growth in laboratory products, as well as product inspection.
Segment profit decreased $0.7 million for the three months ended March 31, 2025 compared to the corresponding period in 2024. The decrease in segment profit is primarily due to lower volume from our previously disclosed shipping delay recovery in the prior year and unfavorable currency, offset in part by benefits from our margin expansion initiatives.
Liquidity and Capital Resources
Liquidity is our ability to generate sufficient cash flows from operating activities to meet our obligations and commitments. In addition, liquidity includes available borrowings under our Credit Agreement, the ability to obtain appropriate financing and our cash and cash equivalent balances. Currently, our liquidity needs are primarily driven by working capital requirements, capital expenditures, share repurchases and acquisitions. Global market conditions can be uncertain, and our ability to generate cash flows could be reduced by a deterioration in global markets.
We currently believe that cash flows from operating activities, together with liquidity available under our Credit Agreement, local working capital facilities, and cash balances, will be sufficient to fund currently anticipated working capital needs and spending requirements for at least the foreseeable future.
Cash provided by operating activities totaled $194.4 million during the three months ended March 31, 2025, compared to $190.0 million in the corresponding period in 2024. The increase for the three months ended March 31, 2025 compared to the prior year is primarily related to favorable working capital, offset in part by higher cash incentive payments of approximately $36 million related to prior year performance.
Capital expenditures are made primarily for investments in information systems and technology, machinery, equipment and the purchase and expansion of facilities. Our capital expenditures totaled $17.3 million for the three months ended March 31, 2025 compared to $17.4 million in the corresponding period in 2024.
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We continue to explore potential acquisitions. In connection with any acquisition, we may incur additional indebtedness.
Cash flows used in financing activities are primarily comprised of share repurchases. In accordance with our share repurchase program, we spent $218.7 million and $212.5 million on the repurchase of 170,957 shares and 173,700 shares, during the three months ended March 31, 2025 and 2024, respectively.
Senior Notes and Credit Facility Agreement
Our debt consisted of the following at March 31, 2025:
| U.S. Dollar | Other Principal Trading Currencies | Total | |||||||||||||||
| 4.24% $125 million 10-year Senior Notes due June 25, 2025 | 125,000 | — | 125,000 | ||||||||||||||
| 3.91% $75 million 10-year Senior Notes due June 25, 2029 | 75,000 | — | 75,000 | ||||||||||||||
| 5.45% $150 million 10-year Senior Notes due March 1, 2033 | 150,000 | — | 150,000 | ||||||||||||||
| 2.83% $125 million 12-year Senior Notes due July 22, 2033 | 125,000 | — | 125,000 | ||||||||||||||
| 3.19% $50 million 15-year Senior Notes due January 24, 2035 | 50,000 | — | 50,000 | ||||||||||||||
| 2.81% $150 million 15-year Senior Notes due March 17, 2037 | 150,000 | — | 150,000 | ||||||||||||||
| 2.91% $150 million 15-year Senior Notes due September 1, 2037 | 150,000 | — | 150,000 | ||||||||||||||
| 1.47% Euro 125 million 15-year Senior Notes due June 17, 2030 | — | 134,790 | 134,790 | ||||||||||||||
| 1.30% Euro 135 million 15-year Senior Notes due November 6, 2034 | — | 145,573 | 145,573 | ||||||||||||||
| 1.06% Euro 125 million 15-year Senior Notes due March 19, 2036 | — | 134,790 | 134,790 | ||||||||||||||
| 3.80% Euro 100 million 10 1/2-year Senior Notes due July 9, 2035 | — | 107,832 | 107,832 | ||||||||||||||
| Senior notes debt issuance costs, net | (2,270) | (1,909) | (4,179) | ||||||||||||||
| Total Senior Notes | 822,730 | 521,076 | 1,343,806 | ||||||||||||||
$1.35 billion Credit Agreement, interest at benchmark plus 87.5 basis points (a) | 340,358 | 325,345 | 665,703 | ||||||||||||||
| Other local arrangements | 8,620 | 55,966 | 64,586 | ||||||||||||||
| Total debt | 1,171,708 | 902,387 | 2,074,095 | ||||||||||||||
| Less: current portion | (127,101) | (55,754) | (182,855) | ||||||||||||||
| Total long-term debt | $ | 1,044,607 | $ | 846,633 | $ | 1,891,240 | |||||||||||
(a) The benchmark interest rate is determined by the borrowing currency. The benchmark rates by borrowing currency are as follows: SOFR for U.S. dollars (plus a 10 basis points spread adjustment), SARON for Swiss franc, EURIBOR for Euro and SONIA for Great British pounds.
On May 30, 2024, we entered into a $1.35 billion Credit Agreement (the Credit Agreement), which amended our $1.25 billion Amended and Restated Credit Agreement (the Prior Credit Agreement), that is further described in Note 7 of our consolidated financial statements.
As of March 31, 2025, approximately $679.8 million of additional borrowings was available under our Credit Agreement, and we maintained $64.3 million of cash and cash equivalents.
Changes in exchange rates between the currencies in which we generate cash flows and the currencies in which our borrowings are denominated affect our liquidity. In addition, because we borrow in a variety of currencies, our debt balances fluctuate due to changes in exchange rates. Further, we do not have any downgrade triggers relating to ratings from rating agencies that would accelerate the maturity dates of our debt. We were in compliance with our debt covenants as of March 31, 2025.
In January 2025, the Company entered into an agreement to issue and sell EUR 100 million 10 1/2-year Senior Notes with a fixed interest rate of 3.8% (3.8% Euro Senior Notes) in a private placement, which will mature in July 2035. The 3.8% Euro Senior Notes are unsecured obligations
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of the Company and the terms are consistent with the previous Notes as disclosed in Note 10 to the Company's consolidated financial statements for the year ended December 31, 2024. The Company used the proceeds from the sale of the Notes to refinance existing indebtedness and for other general corporate purposes.
Other Local Arrangements
In 2018, two of the Company's non-U.S. pension plans issued loans totaling $39.6 million (Swiss franc 38 million) to a wholly owned subsidiary of the Company. The loans have the same terms and conditions which include an interest rate of SARON plus 87.5 basis points. The loans were renewed for one year in April 2025.
Share Repurchase Program
We have $1.5 billion of remaining availability for our share repurchase program as of March 31, 2025. The share repurchases are expected to be funded from cash generated from operating activities, borrowings, and cash balances. Repurchases will be made through open market transactions, and the amount and timing of purchases will depend on business and market conditions, the stock price, trading restrictions, the level of acquisition activity, and other factors.
We have purchased 32.5 million common shares at an average price per share of $307.74 since the inception of the program in 2004 through March 31, 2025. During the three months ended March 31, 2025 and 2024, we spent $218.7 million and $212.5 million on the repurchase of 170,957 shares and 173,700 shares at an average price per share of $1,279.54 and $1,223.35, respectively. We reissued 4,282 shares and 4,898 shares held in treasury for the exercise of stock options and restricted stock units during the three months ended March 31, 2025 and 2024, respectively. In addition, the Company incurred $2.0 million and $2.1 million of excise tax during the three months ended March 31, 2025 and 2024, respectively, related to the Inflation Reduction Act which is reflected as a reduction in shareholders' equity in the Company's consolidated financial statements.
Effect of Currency on Results of Operations
Our earnings are affected by changing exchange rates. We are most sensitive to changes in the exchange rates between the Swiss franc, euro, Chinese renminbi, and U.S. dollar. We have more Swiss franc expenses than we do Swiss franc sales because we develop and manufacture products in Switzerland that we sell globally, and have a number of corporate functions located in Switzerland. When the Swiss franc strengthens against our other trading currencies, particularly the U.S. dollar and euro, our earnings decrease. We also have significantly more sales in the euro than we do expenses. When the euro weakens against the U.S. dollar and Swiss franc, our earnings also decrease. We estimate a 1% strengthening of the Swiss franc against the euro would reduce our earnings before tax by approximately $2.4 million to $2.7 million annually.
We also conduct business in many geographies throughout the world, including Asia Pacific, the United Kingdom, Eastern Europe, Latin America, and Canada. Fluctuations in these currency exchange rates against the U.S. dollar can also affect our operating results. The most significant of these currency exposures is the Chinese renminbi. The impact on our earnings before tax of the Chinese renminbi weakening 1% against the U.S. dollar is a reduction of approximately $2.2 million to $2.5 million annually.
In addition to the effects of exchange rate movements on operating profits, our debt levels can fluctuate due to changes in exchange rates, particularly between the U.S. dollar, the Swiss franc, and euro. Based on our outstanding debt at March 31, 2025, we estimate that a 5% weakening of the U.S. dollar against the currencies in which our debt is denominated would result in an increase of approximately $47.6 million in the reported U.S. dollar value of our debt.
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Forward-Looking Statements Disclaimer
You should not rely on forward-looking statements to predict our actual results. Our actual results or performance may be materially different than reflected in forward-looking statements because of various risks and uncertainties, including statements about expected revenue growth, inflation, ongoing developments related to global trade disputes/tariffs, and the conflicts in Ukraine and the Middle East. You can identify forward-looking statements by terminology such as “may,” “will,” “could,” “would,” “should,” “expect,” “plan,” “anticipate,” “intend,” “believe,” “estimate,” “predict,” “potential,” or “continue.”
We make forward-looking statements about future events or our future financial performance, including earnings and sales growth, earnings per share, strategic plans and contingency plans, growth opportunities or economic downturns, our ability to respond to changes in market conditions, planned research and development efforts and product introductions, adequacy of facilities, access to and the costs of raw materials, shipping and supplier costs, gross margins, customer demand, our competitive position, pricing, capital expenditures, cash flow, tax-related matters, the impact of foreign currencies, compliance with laws, effects of acquisitions, the impact of inflation, ongoing developments related to global trade disputes/tariffs, and the conflicts in Ukraine and the Middle East on our business.
Our forward-looking statements may not be accurate or complete, and we do not intend to update or revise them in light of actual results. New risks also periodically arise. Please consider the risks and factors that could cause our results to differ materially from what is described in our forward-looking statements, including ongoing developments related to global trade disputes/tariffs, inflation, and the ongoing conflicts in Ukraine and the Middle East. See in particular “Factors Affecting Our Future Operating Results” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, 2024 and other reports filed with the SEC from time to time.
Item 3.Quantitative and Qualitative Disclosures About Market Risk
As of March 31, 2025, there was no material change in the information provided under Item 7A in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024.
Item 4.Controls and Procedures
Under the supervision and with the participation of our management, including the Chief Executive Officer and Chief Financial Officer we have evaluated the effectiveness of our disclosure controls and procedures as required by Exchange Act Rule 13a-15(b) as of the end of the period covered by this report. Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that these disclosure controls and procedures are effective. There were no changes in our internal control over financial reporting during the quarter ended March 31, 2025 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
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PART II. OTHER INFORMATION
Item 1.Legal Proceedings. None
Item 1A.Risk Factors.
For the three months ended March 31, 2025 there were no material changes from risk factors disclosed in Part I, Item 1A of the Company’s Annual Report on Form 10-K for the year ended December 31, 2024.
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds.
Issuer Purchases of Equity Securities
| (a) | (b) | (c) | (d) | |||||||||||
| Total Number of Shares Purchased | Average Price Paid per Share | Total Number of Shares Purchased as Part of Publicly Announced Program | Approximate Dollar Value (in thousands) of Shares that may yet be Purchased under the Program | |||||||||||
| January 1 to January 31, 2025 | 55,530 | $ | 1,290.18 | 55,530 | $ | 1,636,790 | ||||||||
| February 1 to February 28, 2025 | 54,266 | $ | 1,320.24 | 54,266 | $ | 1,565,145 | ||||||||
| March 1 to March 31, 2025 | 61,161 | $ | 1,233.76 | 61,161 | $ | 1,489,685 | ||||||||
| Total | 170,957 | $ | 1,279.54 | 170,957 | $ | 1,489,685 | ||||||||
The Company has $1.5 billion of remaining availability for its share repurchase program as of March 31, 2025. The Company has purchased 32.5 million shares at an average price per share of $307.74 since the inception of the program through March 31, 2025.
During the three months ended March 31, 2025 and 2024, the Company spent $218.7 million and $212.5 million on the repurchase of 170,957 and 173,700 shares at an average price per share of $1,279.54 and $1,223.35, respectively. The Company reissued 4,282 shares and 4,898 shares held in treasury for the exercise of stock options and restricted stock units for the three months ended March 31, 2025 and 2024, respectively. In addition, the Company incurred $2.0 million and $2.1 million of excise tax during the three months ended March 31, 2025 and 2024, respectively, related to the Inflation Reduction Act which is reflected as a reduction in shareholders' equity in the Company's consolidated financial statements.
Item 3. Defaults Upon Senior Securities. None
Item 5.Other information. None
Item 6.Exhibits. See Exhibit Index.
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EXHIBIT INDEX
| Exhibit No. | Description | ||||||||||
| 101.INS* | XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document | ||||||||||
| 101.SCH* | XBRL Taxonomy Extension Schema Document | ||||||||||
| 101.CAL* | XBRL Taxonomy Extension Calculation Linkbase Document | ||||||||||
| 101.LAB* | XBRL Taxonomy Extension Label Linkbase Document | ||||||||||
| 101.PRE* | XBRL Taxonomy Extension Presentation Linkbase Document | ||||||||||
| 101.DEF* | XBRL Taxonomy Extension Definition Linkbase Document | ||||||||||
_______________________
* Filed herewith
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| Mettler-Toledo International Inc. | ||||||||||||||||||||
| Date: | May 2, 2025 | By: | /s/Shawn P. Vadala | |||||||||||||||||
| Shawn P. Vadala | ||||||||||||||||||||
| Chief Financial Officer | ||||||||||||||||||||
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