RPM INTERNATIONAL INC/DE/ false 0000110621 0000110621 2024-07-25 2024-07-25

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) July 25, 2024

 

 

RPM INTERNATIONAL INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   1-14187   02-0642224

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

2628 Pearl Road, Medina, Ohio   44256
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (330) 273-5090

(Former name or former address, if changed since last report.)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

 

Title of each class

 

Trading
Symbol(s)

 

Name of each exchange

on which registered

Common Stock, par value $0.01   RPM   New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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. ☐

 

 

 


Item 2.02

Results of Operations and Financial Condition.

On July 25, 2024, the Company issued a press release announcing its year-end results for fiscal 2024, which provided detail not included in previously issued reports. A copy of the press release is furnished with this Current Report on Form 8-K as Exhibit 99.1.

 

Item 9.01

Exhibits.

 

Exhibit Number

  

Description

99.1    Press Release of the Company, dated July 25, 2024, announcing the Company’s year-end results.
104    Cover Page Interactive Data File (embedded within the Inline XBRL document)

 


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 hereunto duly authorized.

 

      RPM International Inc.
      (Registrant)
Date July 25, 2024    
     

/s/ Edward W. Moore

     

Edward W. Moore

Senior Vice President, General Counsel and

Chief Compliance Officer

Exhibit 99.1

 

LOGO

RPM Reports Record Fiscal 2024 Fourth-Quarter and Full-Year Results

 

   

Fourth-quarter net income of $180.6 million, diluted EPS of $1.40, and record EBIT of $258.0 million

 

   

Record fourth-quarter adjusted diluted EPS of $1.56 increased 14.7% over prior year and record adjusted EBIT increased 6.6% to $285.6 million

 

   

Positive organic sales growth more than offset by unfavorable F/X and divestitures, leading to fourth-quarter net sales of $2.01 billion, down 0.4% from the prior year

 

   

Record fiscal 2024 net sales of $7.34 billion, up 1.1% from the prior year

 

   

Record fiscal 2024 net income of $588.4 million, record diluted EPS of $4.56, and record EBIT of $860.8 million

 

   

Record fiscal 2024 adjusted diluted EPS of $4.94 increased 14.9% over prior year and record adjusted EBIT increased 11.9% to $941.6 million

 

   

Record fiscal 2024 cash flow from operating activities of $1.12 billion, up $545.2 million over prior year

 

   

Fiscal 2025 first-quarter outlook calls for approximately flat sales and adjusted EBIT growth of mid-single digits

 

   

Fiscal full-year 2025 outlook calls for revenue growth of low single digits and adjusted EBIT growth of mid-single-digits to low-double-digits

MEDINA, OH – July 25, 2024 – RPM International Inc. (NYSE: RPM), a world leader in specialty coatings, sealants and building materials, today reported record financial results for its fiscal 2024 fourth quarter and full year ended May 31, 2024.

“We achieved record adjusted EBIT for the 10th consecutive quarter due to our strategic balance and our ability to leverage MAP 2025 operating improvement initiatives to increase profitability,” said Frank C. Sullivan, RPM chairman and CEO. “Construction Products Group captured growth opportunities with its differentiated turnkey roofing offerings and wall systems, while Consumer generated record adjusted EBIT, despite continued DIY softness, due to its MAP 2025 initiatives and ability to win market share. Although Performance Coatings Group and Specialty Products Group faced headwinds, we still generated positive organic sales growth on a consolidated basis.”

Sullivan continued, “For the full fiscal year, we achieved record sales, profitability and operating cash flow as a result of good execution on factors we could control, including structural margin and working capital improvements. Our adjusted EBIT finished in the guidance range we provided 12 months ago as our teams nimbly captured growth opportunities in markets that were more challenging than expected and focused on initiatives that resulted in improved profitability.”

 


RPM Reports Results for Fiscal 2024 4th Quarter and Full Year

July 25, 2024

Page 2

 

Fourth-Quarter 2024 Consolidated Results

Consolidated

 

     Three Months Ended                
$ in 000s except per share data    May 31,      May 31,         
     2024      2023      $ Change      % Change  

Net Sales

   $ 2,008,163      $ 2,016,210      $ (8,047      (0.4 %) 

Net Income Attributable to RPM Stockholders

     180,611        151,360        29,251        19.3

Diluted Earnings Per Share (EPS)

     1.40        1.18        0.22        18.6

Income Before Income Taxes (IBT)

     239,278        206,639        32,639        15.8

Earnings Before Interest and Taxes (EBIT)

     257,973        236,431        21,542        9.1

Adjusted EBIT(1)

     285,550        267,787        17,763        6.6

Adjusted Diluted EPS(1)

     1.56        1.36        0.20        14.7

 

(1)

Excludes certain items that are not indicative of RPM’s ongoing operations. See tables below titled Supplemental Segment Information and Reconciliation of Reported to Adjusted Amounts for details.

Positive organic growth, including slightly positive pricing, was more than offset by foreign currency translation headwinds and divestitures, resulting in an overall sales decline. Volume growth was strongest in businesses that were positioned to serve high-performance new building projects and renovations. Market share gains also contributed to volumes. This was offset by weakness in the disaster restoration business, unfavorable timing of project completions, and lower DIY consumer takeaway at retail stores.

Geographically, sales increased slightly in North America, while emerging markets generally declined due to foreign currency translation headwinds and challenging comparisons. European sales also declined due to foreign currency translation headwinds, divestitures and initiatives to focus on higher-margin business.

Sales included a 0.4% organic increase, a 0.1% decline from divestitures net of acquisitions, and a 0.7% decline from foreign currency translation.

Selling, general and administrative expenses increased due to incentives to sell higher-margin products and services, investments to accelerate long-term growth, and inflation in compensation and benefits. Several MAP 2025-enabled initiatives to streamline the selling, general and administrative expense structure were implemented during the fourth quarter of fiscal 2024.

Fiscal 2024 fourth-quarter adjusted EBIT was a record, driven by MAP 2025 initiatives, including the commodity cycle recovery, positive mix from shifting toward higher margin products and services, and improved fixed-cost leverage at businesses with volume growth. In Europe, although sales declined, a focused strategy to leverage MAP 2025 initiatives improved profitability in the region.


RPM Reports Results for Fiscal 2024 4th Quarter and Full Year

July 25, 2024

Page 3

 

Fourth-Quarter 2024 Segment Sales and Earnings

Construction Products Group

 

     Three Months Ended                
$ in 000s    May 31,      May 31,         
     2024      2023      $ Change      % Change  

Net Sales

   $ 762,174      $ 714,762      $ 47,412        6.6

Income Before Income Taxes

     131,429        113,291        18,138        16.0

EBIT

     131,980        113,782        18,198        16.0

Adjusted EBIT(1)

     138,506        120,962        17,544        14.5

 

(1)

Excludes certain items that are not indicative of RPM’s ongoing operations. See table below titled Supplemental Segment Information for details.

CPG fourth-quarter sales were a record with broad-based strength led by turnkey roofing systems, wall systems and products serving infrastructure-related projects, including those that lower the carbon footprint of projects. There was strength in both new construction projects and renovations.

Sales included 6.6% organic growth, 0.5% growth from acquisitions, and a 0.5% decline from foreign currency translation.

Record fourth-quarter adjusted EBIT was driven by improved fixed-cost leverage from volume growth, MAP 2025 benefits and favorable mix. Variable compensation increased as a result of improved financial performance.

Performance Coatings Group

 

     Three Months Ended                
$ in 000s    May 31,      May 31,         
     2024      2023      $ Change      % Change  

Net Sales

   $ 365,555      $ 391,640      $ (26,085      (6.7 %) 

Income Before Income Taxes

     46,589        53,417        (6,828      (12.8 %) 

EBIT

     45,700        52,844        (7,144      (13.5 %) 

Adjusted EBIT(1)

     48,529        55,250        (6,721      (12.2 %) 

 

(1)

Excludes certain items that are not indicative of RPM’s ongoing operations. See table below titled Supplemental Segment Information for details.

PCG sales declined as a result of challenging comparisons in the prior-year period and the unfavorable timing of project completions, as well as pockets of weakness in Europe. Foreign currency translation and the prior divestiture of a non-core European service business also contributed to the sales decline. The flooring business generated positive growth in the U.S., despite a challenging comparison.

Sales included a 4.0% organic decline, a 1.3% decline from divestitures, and a 1.4% decline from foreign currency translation.

The fourth-quarter adjusted EBIT decline was driven by the lower sales and reduced fixed-cost leverage from lower volumes, partially offset by MAP 2025 benefits.


RPM Reports Results for Fiscal 2024 4th Quarter and Full Year

July 25, 2024

Page 4

 

Specialty Products Group

 

     Three Months Ended               
$ in 000s    May 31,      May 31,         
     2024      2023      $ Change     % Change  

Net Sales

   $ 177,975      $ 193,420      $ (15,445     (8.0 %) 

Income Before Income Taxes

     7,439        8,481        (1,042     (12.3 %) 

EBIT

     7,528        8,436        (908     (10.8 %) 

Adjusted EBIT(1)

     10,591        16,314        (5,723     (35.1 %) 

 

(1)

Excludes certain items that are not indicative of RPM’s ongoing operations. See table below titled Supplemental Segment Information for details.

SPG’s fourth-quarter sales decline was driven by challenging comparisons in the prior-year period for the disaster restoration business. Additionally, specialty residential OEM end markets remained soft during the quarter.

Sales included an 8.1% organic decline and 0.1% growth from foreign currency translation.

Adjusted EBIT was negatively impacted by the sales decline and under absorption from lower volumes.

Consumer Group

 

     Three Months Ended               
$ in 000s    May 31,      May 31,         
     2024      2023      $ Change     % Change  

Net Sales

   $ 702,459      $ 716,388      $ (13,929     (1.9 %) 

Income Before Income Taxes

     113,146        99,449        13,697       13.8

EBIT

     113,204        102,866        10,338       10.0

Adjusted EBIT(1)

     118,168        104,651        13,517       12.9

 

(1)

Excludes certain items that are not indicative of RPM’s ongoing operations. See table below titled Supplemental Segment Information for details.

The Consumer Group’s fourth-quarter sales decline was driven by weaker DIY takeaway at retail stores and the rationalization of lower-margin products. Market share gains, aided by new products, and growth initiatives in international markets helped offset the overall sales decline.

Sales included a 1.2% organic decline and a 0.7% decline from foreign currency translation.

Record fourth-quarter adjusted EBIT was driven by MAP 2025 benefits and the rationalization of lower margin products, partially offset by unfavorable fixed-cost absorption from lower volumes, and compensation and benefits inflation.


RPM Reports Results for Fiscal 2024 4th Quarter and Full Year

July 25, 2024

Page 5

 

Fiscal Year 2024 Consolidated Results

Consolidated

 

     Year Ended                
$ in 000s except per share data    May 31,      May 31,         
     2024      2023      $ Change      % Change  

Net Sales

   $ 7,335,277      $ 7,256,414      $ 78,863        1.1

Net Income Attributable to RPM Stockholders

     588,397        478,691        109,706        22.9

Diluted Earnings Per Share (EPS)

     4.56        3.72        0.84        22.6

Income Before Income Taxes (IBT)

     787,837        649,382        138,455        21.3

Earnings Before Interest and Taxes (EBIT)

     860,832        758,649        102,183        13.5

Adjusted EBIT(1)

     941,597        841,632        99,965        11.9

Adjusted Diluted EPS(1)

     4.94        4.30        0.64        14.9

 

(1)

Excludes certain items that are not indicative of RPM’s ongoing operations. See tables below titled Supplemental Segment Information and Reconciliation of Reported to Adjusted Amounts for details.

Fiscal year 2024 sales were a record, driven by strength in CPG and PCG, which have positioned themselves to provide engineered solutions for infrastructure and high-performance building projects, including reshoring projects. Partially offsetting this growth was the Consumer Group, which experienced soft DIY demand and SPG, which faced weak demand, particularly in disaster restoration and specialty residential OEM markets.

Record adjusted EBIT was driven by MAP 2025 benefits, including the commodity cycle, better mix and improved fixed-cost leverage at businesses that generated volume growth. The record adjusted EBIT was achieved despite an increase in selling, general and administrative expenses from incentives to sell higher-margin products and services; investments to accelerate long-term growth; and inflation in compensation and benefits.

Cash Flow and Financial Position

During fiscal 2024:

 

   

Cash provided by operating activities was $1.12 billion compared to $577.1 million in the prior year, with the increase driven by improved profitability and working capital efficiency, both of which were enabled by MAP 2025 initiatives.

 

   

Capital expenditures were $214.0 million compared to $254.4 million during the prior year.

 

   

The company returned $286.9 million to stockholders through cash dividends and share repurchases.

As of May 31, 2024:

 

   

Total debt was $2.13 billion compared to $2.68 billion a year ago, with the $556.7 million reduction driven by improved cash flow being used to repay higher-cost debt.

 

   

Total liquidity, including cash and committed revolving credit facilities, was $1.36 billion, compared to $1.03 billion a year ago.


RPM Reports Results for Fiscal 2024 4th Quarter and Full Year

July 25, 2024

Page 6

 

Business Outlook

“As we enter fiscal year 2025, we remain focused on things we can control in a mixed economic environment. These include outgrowing our markets, improving operating cash flow, and leveraging the power of RPM through MAP 2025 initiatives. The structural improvements we are making through MAP 2025 are helping us navigate the current economic landscape, and their impact will be even more evident when end markets improve.”

The company expects the following in the fiscal 2025 first quarter:

 

   

Consolidated sales to be approximately flat compared to prior-year record results.

 

   

CPG sales to increase in the low-single-digit percentage range compared to prior-year record results.

 

   

PCG sales to be flat compared to prior-year record results.

 

   

SPG sales to decrease in the low-single-digit percentage range compared to prior-year results.

 

   

Consumer Group sales to decrease in the low-single-digit percentage range compared to prior-year record results.

 

   

Consolidated adjusted EBIT to increase in the mid-single-digit percentage range compared to prior-year record results.

The company expects the following in the full-year fiscal 2025:

 

   

Consolidated sales to increase in the low-single-digit percentage range compared to prior-year record results.

 

   

Consolidated adjusted EBIT to increase in the mid-single to low-double-digit percentage range compared to prior-year record results.

Earnings Webcast and Conference Call Information

Management will host a conference call to discuss these results beginning at 10:00 a.m. ET today. The call can be accessed via webcast at www.RPMinc.com/Investors/Presentations-Webcasts or by dialing 1-844-481-2915 or 1-412-317-0708 for international callers and asking to join the RPM International call. Participants are asked to call the assigned number approximately 10 minutes before the conference call begins. The call, which will last approximately one hour, will be open to the public, but only financial analysts will be permitted to ask questions. The media and all other participants will be in a listen-only mode.

For those unable to listen to the live call, a replay will be available from July 25, 2024, until August 1, 2024. The replay can be accessed by dialing 1-877-344-7529 or 1-412-317-0088 for international callers. The access code is 6170685. The call also will be available for replay and as a written transcript via the RPM website at www.RPMinc.com.


RPM Reports Results for Fiscal 2024 4th Quarter and Full Year

July 25, 2024

Page 7

 

About RPM

RPM International Inc. owns subsidiaries that are world leaders in specialty coatings, sealants, building materials and related services. The company operates across four reportable segments: consumer, construction products, performance coatings and specialty products. RPM has a diverse portfolio of market-leading brands, including Rust-Oleum, DAP, Zinsser, Varathane, DayGlo, Legend Brands, Stonhard, Carboline, Tremco and Dryvit. From homes and workplaces, to infrastructure and precious landmarks, RPM’s brands are trusted by consumers and professionals alike to help build a better world. The company is ranked on the Fortune 500® and employs approximately 17,300 individuals worldwide. Visit www.RPMinc.com to learn more.

For more information, contact Matt Schlarb, Vice President – Investor Relations & Sustainability, at 330-220-6064 or mschlarb@rpminc.com.

# # #

From Fortune ©2024 Fortune Media IP Limited. All rights reserved. Used under license. Fortune and Fortune 500 are registered trademarks of Fortune Media IP Limited and are used under license. Fortune and Fortune Media IP Limited are not affiliated with, and do not endorse the products or services of RPM International Inc.

Use of Non-GAAP Financial Information

To supplement the financial information presented in accordance with Generally Accepted Accounting Principles in the United States (“GAAP”) in this earnings release, we use EBIT, adjusted EBIT and adjusted earnings per share, which are all non-GAAP financial measures. EBIT is defined as earnings (loss) before interest and taxes, with adjusted EBIT and adjusted earnings per share provided for the purpose of adjusting for one-off items impacting revenues and/or expenses that are not considered by management to be indicative of ongoing operations. We evaluate the profit performance of our segments based on income before income taxes, but also look to EBIT as a performance evaluation measure because interest income (expense), net is essentially related to corporate functions, as opposed to segment operations. For that reason, we believe EBIT is also useful to investors as a metric in their investment decisions. EBIT should not be considered an alternative to, or more meaningful than, income before income taxes as determined in accordance with GAAP, since EBIT omits the impact of interest and investment income or expense in determining operating performance, which represent items necessary to our continued operations, given our level of indebtedness. Nonetheless, EBIT is a key measure expected by and useful to our fixed income investors, rating agencies and the banking community all of whom believe, and we concur, that this measure is critical to the capital markets’ analysis of our segments’ core operating performance. We also evaluate EBIT because it is clear that movements in EBIT impact our ability to attract financing. Our underwriters and bankers consistently require inclusion of this measure in offering memoranda in conjunction with any debt underwriting or bank financing. EBIT may not be indicative of our historical operating results, nor is it meant to be predictive of potential future results. See the financial statement section of this earnings release for a reconciliation of EBIT and adjusted EBIT to income before income taxes, and adjusted earnings per share to earnings per share. We have not provided a reconciliation of our first-quarter fiscal 2025 or full-year fiscal 2025 adjusted EBIT guidance because material terms that impact such measure are not in our control and/or cannot be reasonably predicted, and therefore a reconciliation of such measure is not available without unreasonable effort.

Forward-Looking Statements

This press release contains “forward-looking statements” relating to our business. These forward-looking statements, or other statements made by us, are made based on our expectations and beliefs concerning future events impacting us and are subject to uncertainties and factors (including those specified below), which are difficult to predict and, in many instances, are beyond our control. As a result, our actual results could differ materially from those expressed in or implied by any such forward-looking statements. These uncertainties and factors include (a) global markets and general economic conditions, including uncertainties surrounding the volatility in financial markets, the availability of capital, and the viability of banks and other financial institutions; (b) the prices, supply and availability of raw materials, including assorted pigments, resins,


RPM Reports Results for Fiscal 2024 4th Quarter and Full Year

July 25, 2024

Page 8

 

solvents, and other natural gas- and oil-based materials; packaging, including plastic and metal containers; and transportation services, including fuel surcharges; (c) continued growth in demand for our products; (d) legal, environmental and litigation risks inherent in our businesses and risks related to the adequacy of our insurance coverage for such matters; (e) the effect of changes in interest rates; (f) the effect of fluctuations in currency exchange rates upon our foreign operations; (g) the effect of non-currency risks of investing in and conducting operations in foreign countries, including those relating to domestic and international political, social, economic and regulatory factors; (h) risks and uncertainties associated with our ongoing acquisition and divestiture activities; (i) the timing of and the realization of anticipated cost savings from restructuring initiatives and the ability to identify additional cost savings opportunities; (j) risks related to the adequacy of our contingent liability reserves; (k) risks relating to a public health crisis similar to the Covid pandemic; (l) risks related to acts of war similar to the Russian invasion of Ukraine; (m) risks related to the transition or physical impacts of climate change and other natural disasters or meeting sustainability-related voluntary goals or regulatory requirements; (n) risks related to our use of technology, artificial intelligence, data breaches and data privacy violations; and (o) other risks detailed in our filings with the Securities and Exchange Commission, including the risk factors set forth in our Form 10-K for the year ended May 31, 2023, as the same may be updated from time to time. We do not undertake any obligation to publicly update or revise any forward-looking statements to reflect future events, information or circumstances that arise after the filing date of this release.


RPM Reports Results for Fiscal 2024 4th Quarter and Full Year

July 25, 2024

Page 9

 

CONSOLIDATED STATEMENTS OF INCOME

IN THOUSANDS, EXCEPT PER SHARE DATA

(Unaudited)

 

     Three Months Ended     Year Ended  
     May 31,     May 31,     May 31,     May 31,  
     2024     2023     2024     2023  

Net Sales

   $ 2,008,163     $ 2,016,210     $ 7,335,277     $ 7,256,414  

Cost of Sales

     1,177,583       1,241,062       4,320,688       4,508,370  
  

 

 

   

 

 

   

 

 

   

 

 

 

Gross Profit

     830,580       775,148       3,014,589       2,748,044  

Selling, General & Administrative Expenses

     554,504       530,071       2,113,585       1,956,040  

Restructuring Expense

     15,912       8,685       30,008       15,465  

Goodwill Impairment

     —        —        —        36,745  

Interest Expense

     27,276       33,630       117,969       119,015  

Investment (Income), Net

     (8,581     (3,838     (44,974     (9,748

(Gain) on Sales of Assets and Business, Net

     —        (2,751     —        (28,632

Other Expense, Net

     2,191       2,712       10,164       9,777  
  

 

 

   

 

 

   

 

 

   

 

 

 

Income Before Income Taxes

     239,278       206,639       787,837       649,382  

Provision for Income Taxes

     58,442       54,968       198,395       169,651  
  

 

 

   

 

 

   

 

 

   

 

 

 

Net Income

     180,836       151,671       589,442       479,731  

Less: Net Income Attributable to Noncontrolling Interests

     225       311       1,045       1,040  
  

 

 

   

 

 

   

 

 

   

 

 

 

Net Income Attributable to RPM International Inc. Stockholders

   $ 180,611     $ 151,360     $ 588,397     $ 478,691  
  

 

 

   

 

 

   

 

 

   

 

 

 

Earnings per share of common stock attributable to RPM International Inc. Stockholders:

        

Basic

   $ 1.41     $ 1.18     $ 4.58     $ 3.74  
  

 

 

   

 

 

   

 

 

   

 

 

 

Diluted

   $ 1.40     $ 1.18     $ 4.56     $ 3.72  
  

 

 

   

 

 

   

 

 

   

 

 

 

Average shares of common stock outstanding - basic

     127,666       127,345       127,767       127,507  
  

 

 

   

 

 

   

 

 

   

 

 

 

Average shares of common stock outstanding - diluted

     128,331       128,720       128,340       128,816  
  

 

 

   

 

 

   

 

 

   

 

 

 


RPM Reports Results for Fiscal 2024 4th Quarter and Full Year

July 25, 2024

Page 10

 

SUPPLEMENTAL SEGMENT INFORMATION

IN THOUSANDS

(Unaudited)

 

     Three Months Ended     Year Ended  
     May 31,     May 31,     May 31,     May 31,  
     2024     2023     2024     2023  

Net Sales:

        

CPG Segment

   $ 762,174     $ 714,762     $ 2,702,466     $ 2,508,805  

PCG Segment

     365,555       391,640       1,462,460       1,433,634  

SPG Segment

     177,975       193,420       712,402       799,205  

Consumer Segment

     702,459       716,388       2,457,949       2,514,770  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

   $ 2,008,163     $ 2,016,210     $ 7,335,277     $ 7,256,414  
  

 

 

   

 

 

   

 

 

   

 

 

 

Income Before Income Taxes:

        

CPG Segment

        

Income Before Income Taxes (a)

   $ 131,429     $ 113,291     $ 385,339     $ 300,971  

Interest (Expense), Net (b)

     (551     (491     (5,170     (8,580
  

 

 

   

 

 

   

 

 

   

 

 

 

EBIT (c)

     131,980       113,782       390,509       309,551  

MAP initiatives (d)

     6,526       7,180       12,694       11,236  
  

 

 

   

 

 

   

 

 

   

 

 

 

Adjusted EBIT

   $ 138,506     $ 120,962     $ 403,203     $ 320,787  
  

 

 

   

 

 

   

 

 

   

 

 

 

PCG Segment

        

Income Before Income Taxes (a)

   $ 46,589     $ 53,417     $ 199,951     $ 142,469  

Interest Income, Net (b)

     889       573       4,642       1,630  
  

 

 

   

 

 

   

 

 

   

 

 

 

EBIT (c)

     45,700       52,844       195,309       140,839  

MAP initiatives (d)

     2,829       2,406       20,233       44,740  
  

 

 

   

 

 

   

 

 

   

 

 

 

Adjusted EBIT

   $ 48,529     $ 55,250     $ 215,542     $ 185,579  
  

 

 

   

 

 

   

 

 

   

 

 

 

SPG Segment

        

Income Before Income Taxes (a)

   $ 7,439     $ 8,481     $ 43,784     $ 103,279  

Interest (Expense) Income, Net (b)

     (89     45       204       68  
  

 

 

   

 

 

   

 

 

   

 

 

 

EBIT (c)

     7,528       8,436       43,580       103,211  

MAP initiatives (d)

     3,063       7,878       11,179       15,271  

(Gain) on sale of assets and a business, net (e)

     —        —        (1,206     (25,774

Legal contingency adjustment on a divested business (g)

     —        —        3,953       —   
  

 

 

   

 

 

   

 

 

   

 

 

 

Adjusted EBIT

   $ 10,591     $ 16,314     $ 57,506     $ 92,708  
  

 

 

   

 

 

   

 

 

   

 

 

 

Consumer Segment

        

Income Before Income Taxes (a)

   $ 113,146     $ 99,449     $ 408,200     $ 378,157  

Interest (Expense) Income, Net (b)

     (58     (3,417     2,561       (3,372
  

 

 

   

 

 

   

 

 

   

 

 

 

EBIT (c)

     113,204       102,866       405,639       381,529  

MAP initiatives (d)

     8,591       1,785       9,840       2,699  

(Gain) on sale of assets and a business, net (e)

     (3,627     —        (3,627     —   

Business interruption insurance recovery (f)

     —        —        (11,128     (20,000
  

 

 

   

 

 

   

 

 

   

 

 

 

Adjusted EBIT

   $ 118,168     $ 104,651     $ 400,724     $ 364,228  
  

 

 

   

 

 

   

 

 

   

 

 

 

Corporate/Other

        

(Loss) Before Income Taxes (a)

   $ (59,325   $ (67,999   $ (249,437   $ (275,494

Interest (Expense), Net (b)

     (18,886     (26,502     (75,232     (99,013
  

 

 

   

 

 

   

 

 

   

 

 

 

EBIT (c)

     (40,439     (41,497     (174,205     (176,481

MAP initiatives (d)

     10,195       12,107       38,827       54,811  
  

 

 

   

 

 

   

 

 

   

 

 

 

Adjusted EBIT

   $ (30,244   $ (29,390   $ (135,378   $ (121,670
  

 

 

   

 

 

   

 

 

   

 

 

 

TOTAL CONSOLIDATED

        

Income Before Income Taxes (a)

   $ 239,278     $ 206,639     $ 787,837     $ 649,382  

Interest (Expense)

     (27,276     (33,630     (117,969     (119,015

Investment Income, Net

     8,581       3,838       44,974       9,748  
  

 

 

   

 

 

   

 

 

   

 

 

 

EBIT (c)

     257,973       236,431       860,832       758,649  

MAP initiatives (d)

     31,204       31,356       92,773       128,757  

(Gain) on sale of assets and a business, net (e)

     (3,627     —        (4,833     (25,774

Business interruption insurance recovery (f)

     —        —        (11,128     (20,000

Legal contingency adjustment on a divested business (g)

     —        —        3,953       —   
  

 

 

   

 

 

   

 

 

   

 

 

 

Adjusted EBIT

   $ 285,550     $ 267,787     $ 941,597     $ 841,632  
  

 

 

   

 

 

   

 

 

   

 

 

 

 

(a)

The presentation includes a reconciliation of Income (Loss) Before Income Taxes, a measure defined by Generally Accepted Accounting Principles in the United States (GAAP), to EBIT and Adjusted EBIT.

(b)

Interest Income (Expense), Net includes the combination of Interest Income (Expense) and Investment Income (Expense), Net.

(c)

EBIT is defined as earnings (loss) before interest and taxes, with Adjusted EBIT provided for the purpose of adjusting for items impacting earnings that are not considered by management to be indicative of ongoing operations. We evaluate the profit performance of our segments based on income before income taxes, but also look to EBIT, or adjusted EBIT, as a performance evaluation measure because Interest Income (Expense), Net is essentially related to corporate functions, as opposed to segment operations. For that reason, we believe EBIT is also useful to investors as a metric in their investment decisions. EBIT should not be considered an alternative to, or more meaningful than, income before income taxes as determined in accordance with GAAP, since EBIT omits the impact of interest and investment income or expense in determining operating performance, which represent items necessary to our continued operations, given our level of indebtedness. Nonetheless, EBIT is a key measure expected by and useful to our fixed income investors, rating agencies and the banking community all of whom believe, and we concur, that this measure is critical to the capital markets’ analysis of our segments’ core operating performance. We also evaluate EBIT because it is clear that movements in EBIT impact our ability to attract financing. Our underwriters and bankers consistently require inclusion of this measure in offering memoranda in conjunction with any debt underwriting or bank financing. EBIT may not be indicative of our historical operating results, nor is it meant to be predictive of potential future results.


RPM Reports Results for Fiscal 2024 4th Quarter and Full Year

July 25, 2024

Page 11

 

(d)

Reflects restructuring and other charges, which have been incurred in relation to our Margin Acceleration Plan (“MAP to Growth”) and our Margin Achievement Plan (“MAP 2025”), together MAP initiatives, as follows:

 

   

Restructuring and other related expense, net: Includes charges incurred related to headcount reductions, facility closures and asset impairments recorded in “Restructuring Expense” on the Consolidated Statements of Income. Restructuring Expense totaled $15.9 million and $8.7 million for the quarters ended May 31, 2024 and May 31, 2023 respectively, and $30.0 million and $15.5 million for the year ended May 31, 2024 and May 31, 2023 respectively. Other related expenses include inventory write-offs in connection with restructuring activities recorded in “Cost of Sales” and accelerated depreciation and amortization recorded within “Cost of Sales” or “Selling, General, & Administrative Expenses (“SG&A”)” depending on the nature of the expense as well as the increase in our allowance for doubtful accounts as a result of the divestiture of the non-core Universal Sealant’s Bridgecare service business within our PCG segment. The charges in fiscal 2023 were partially offset by the gain on the sale of one our closed facilities in SPG.

 

   

Exited product lines: Reflects the sale of inventory that had previously been reserved for as a result of prior product line rationalization initiatives at PCG partially offset by inventory write-offs related to the discontinuation of certain product lines within our SPG segment. In the prior year these adjustments reflect prepaid asset and inventory write-offs related to the discontinuation of certain product lines within our PCG and SPG segments. In both years, these amounts resulted from ongoing product line rationalization efforts in connection with our MAP initiatives and were recorded within “Cost of Sales”.

 

   

ERP consolidation plan: Includes expenses incurred as a result of our stated goals to consolidate over 75 ERP systems across the organization to four ERP platforms, one per segment, as part of our overall MAP strategy as well as costs incurred for other decision support tools to facilitate our commercial initiatives related to MAP 2025 which have been incurred in our CPG, PCG, SPG and Corporate/Other segments and have been recorded within “SG&A”.

 

   

Professional fees: Includes expenses incurred to consolidate accounting locations, costs incurred to implement technologies and processes to drive improved sales mix and salesforce effectiveness and cost incurred to implement new global manufacturing methodologies with the goal of improving operating efficiency incurred within our CPG, PCG, SPG, and Corporate/Other segments and recorded within “SG&A”. All of this spend is in support of stated MAP goals with the most significant expense incurred within our Corporate/Other segment.

 

   

Goodwill impairment: Relates to an impairment charge at our Universal Sealants (“USL”) reporting unit as a result of a decision to exit the services portion of that business which has been recorded in “Goodwill Impairment” in the third quarter of fiscal 2023.

Included below is a reconciliation of the TOTAL CONSOLIDATED MAP initiatives.

 

     Three Months Ended      Year Ended  
     May 31,      May 31,      May 31,      May 31,  
     2024      2023      2024      2023  

Restructuring and other related expense, net

   $ 18,845      $ 6,914      $ 45,444      $ 15,573  

Exited product line

     —         8,217        (248      8,217  

ERP consolidation plan

     2,695        2,536        11,426        7,021  

Professional fees

     9,664        13,689        36,151        61,201  

Goodwill Impairment

     —         —         —         36,745  
  

 

 

    

 

 

    

 

 

    

 

 

 

MAP initiatives

   $ 31,204      $ 31,356      $ 92,773      $ 128,757  
  

 

 

    

 

 

    

 

 

    

 

 

 

 

(e)

The current year adjustment reflects the gain associated with post-closing adjustments for the sale of the furniture warranty business in the SPG segment as well as the sale of a property within our Consumer segment which have been recorded in “SG&A”. The prior year balance reflects the gains associated with the sale of the furniture warranty business and the sale and leaseback of a facility in the SPG segment recorded within “Gain on Sales of Assets and Business, Net”.

(f)

Business interruption insurance recovery at our Consumer segment related to lost sales and incremental costs incurred during fiscal 2021 and 2022 as a result of an explosion at the plant of a significant alkyd resin supplier, which has been recorded in “SG&A”.

(g)

Represents incremental expense related to an adverse legal ruling from a case associated with a business that was divested in the prior year. We strongly disagree with the legal ruling and have filed an appeal.


RPM Reports Results for Fiscal 2024 4th Quarter and Full Year

July 25, 2024

Page 12

 

SUPPLEMENTAL INFORMATION

RECONCILIATION OF “REPORTED” TO “ADJUSTED” AMOUNTS

(Unaudited)

 

     Three Months Ended      Year Ended  
     May 31,      May 31,      May 31,      May 31,  
     2024      2023      2024      2023  

Reconciliation of Reported Earnings per Diluted Share to Adjusted Earnings per Diluted Share (All amounts presented after-tax):

           

Reported Earnings per Diluted Share

   $ 1.40      $ 1.18      $ 4.56      $ 3.72  

MAP initiatives (d)

     0.19        0.19        0.56        0.83  

(Gain) on sales of assets and business, net (e)

     (0.02      —         (0.03      (0.14

Business interruption insurance recovery (f)

     —         —         (0.07      (0.12

Legal contingency adjustment on a divested business (g)

     —         —         0.02        —   

Income tax adjustment (h)

     —         —         0.02        —   

Investment returns (I)

     (0.01      (0.01      (0.12      0.01  
  

 

 

    

 

 

    

 

 

    

 

 

 

Adjusted Earnings per Diluted Share (j)

   $ 1.56      $ 1.36      $ 4.94      $ 4.30  
  

 

 

    

 

 

    

 

 

    

 

 

 

 

(d)

Reflects restructuring and other charges, which have been incurred in relation to our Margin Acceleration Plan (“MAP to Growth”) and our Margin Achievement Plan (“MAP 2025”), together MAP initiatives, as follows:

 

   

Restructuring and other related expense, net: Includes charges incurred related to headcount reductions, facility closures and asset impairments recorded in “Restructuring Expense” on the Consolidated Statements of Income. Restructuring Expense totaled $15.9 million and $8.7 million for the quarters ended May 31, 2024 and May 31, 2023 respectively, and $30.0 million and $15.5 million for the year ended May 31, 2024 and May 31, 2023 respectively. Other related expenses include inventory write-offs in connection with restructuring activities recorded in “Cost of Sales” and accelerated depreciation and amortization recorded within “Cost of Sales” or “Selling, General, & Administrative Expenses (“SG&A”)” depending on the nature of the expense as well as the increase in our allowance for doubtful accounts as a result of the divestiture of the non-core Universal Sealant’s Bridgecare service business within our PCG segment. The charges in fiscal 2023 were partially offset by the gain on the sale of one our closed facilities in SPG.

 

   

Exited product lines: Reflects the sale of inventory that had previously been reserved for as a result of prior product line rationalization initiatives at PCG partially offset by inventory write-offs related to the discontinuation of certain product lines within our SPG segment. In the prior year these adjustments reflect prepaid asset and inventory write-offs related to the discontinuation of certain product lines within our PCG and SPG segments. In both years, these amounts resulted from ongoing product line rationalization efforts in connection with our MAP initiatives and were recorded within “Cost of Sales”.

 

   

ERP consolidation plan: Includes expenses incurred as a result of our stated goals to consolidate over 75 ERP systems across the organization to four ERP platforms, one per segment, as part of our overall MAP strategy as well as costs incurred for other decision support tools to facilitate our commercial initiatives related to MAP 2025 which have been incurred in our CPG, PCG, SPG and Corporate/Other segments and have been recorded within “SG&A”.

 

   

Professional fees: Includes expenses incurred to consolidate accounting locations, costs incurred to implement technologies and processes to drive improved sales mix and salesforce effectiveness and cost incurred to implement new global manufacturing methodologies with the goal of improving operating efficiency incurred within our CPG, PCG, SPG, and Corporate/Other segments and recorded within “SG&A”. All of this spend is in support of stated MAP goals with the most significant expense incurred within our Corporate/Other segment.

 

   

Goodwill impairment: Relates to an impairment charge at our Universal Sealants (“USL”) reporting unit as a result of a decision to exit the services portion of that business which has been recorded in “Goodwill Impairment” in the third quarter of fiscal 2023.

 

(e)

The current year adjustment reflects the gain associated with post-closing adjustments for the sale of the furniture warranty business in the SPG segment as well as the sale of a property within our Consumer segment which have been recorded in “SG&A”. The prior year balance reflects the gains associated with the sale of the furniture warranty business and the sale and leaseback of a facility in the SPG segment recorded within “Gain on Sales of Assets and Business, Net”.

(f)

Business interruption insurance recovery at our Consumer segment related to lost sales and incremental costs incurred during fiscal 2021 and 2022 as a result of an explosion at the plant of a significant alkyd resin supplier, which has been recorded in “SG&A”.

(g)

Represents incremental expense related to an adverse legal ruling from a case associated with a business that was divested in the prior year. We strongly disagree with the legal ruling and have filed an appeal.

(h)

Adjustment to income taxes associated with the prior year sale of the furniture warranty business.

(i)

Investment returns include realized net gains and losses on sales of investments and unrealized net gains and losses on equity securities, which are adjusted due to their inherent volatility. Management does not consider these gains and losses, which cannot be predicted with any level of certainty, to be reflective of the Company’s core business operations.

(j)

Adjusted Diluted EPS is provided for the purpose of adjusting diluted earnings per share for items impacting earnings that are not considered by management to be indicative of ongoing operations.


RPM Reports Results for Fiscal 2024 4th Quarter and Full Year

July 25, 2024

Page 13

 

CONSOLIDATED BALANCE SHEETS

IN THOUSANDS

(Unaudited)

 

     May 31, 2024     May 31, 2023  

Assets

    

Current Assets

    

Cash and cash equivalents

   $ 237,379     $ 215,787  

Trade accounts receivable

     1,468,208       1,552,522  

Allowance for doubtful accounts

     (48,763     (49,482
  

 

 

   

 

 

 

Net trade accounts receivable

     1,419,445       1,503,040  

Inventories

     956,465       1,135,496  

Prepaid expenses and other current assets

     282,059       329,845  
  

 

 

   

 

 

 

Total current assets

     2,895,348       3,184,168  
  

 

 

   

 

 

 

Property, Plant and Equipment, at Cost

     2,515,847       2,332,916  

Allowance for depreciation

     (1,184,784     (1,093,440
  

 

 

   

 

 

 

Property, plant and equipment, net

     1,331,063       1,239,476  
  

 

 

   

 

 

 

Other Assets

    

Goodwill

     1,308,911       1,293,588  

Other intangible assets, net of amortization

     512,972       554,991  

Operating lease right-of-use assets

     331,555       329,582  

Deferred income taxes

     33,522       15,470  

Other

     173,172       164,729  
  

 

 

   

 

 

 

Total other assets

     2,360,132       2,358,360  
  

 

 

   

 

 

 

Total Assets

   $ 6,586,543     $ 6,782,004  
  

 

 

   

 

 

 

Liabilities and Stockholders’ Equity

    

Current Liabilities

    

Accounts payable

   $ 649,650     $ 680,938  

Current portion of long-term debt

     136,213       178,588  

Accrued compensation and benefits

     297,249       257,328  

Accrued losses

     32,518       26,470  

Other accrued liabilities

     350,434       347,477  
  

 

 

   

 

 

 

Total current liabilities

     1,466,064       1,490,801  
  

 

 

   

 

 

 

Long-Term Liabilities

    

Long-term debt, less current maturities

     1,990,935       2,505,221  

Operating lease liabilities

     281,281       285,524  

Other long-term liabilities

     214,816       267,111  

Deferred income taxes

     121,222       90,347  
  

 

 

   

 

 

 

Total long-term liabilities

     2,608,254       3,148,203  
  

 

 

   

 

 

 

Total liabilities

     4,074,318       4,639,004  
  

 

 

   

 

 

 

Stockholders’ Equity

    

Preferred stock; none issued

     —        —   

Common stock (outstanding 128,629; 128,766)

     1,286       1,288  

Paid-in capital

     1,150,751       1,124,825  

Treasury stock, at cost

     (864,502     (784,463

Accumulated other comprehensive (loss)

     (537,290     (604,935

Retained earnings

     2,760,639       2,404,125  
  

 

 

   

 

 

 

Total RPM International Inc. stockholders’ equity

     2,510,884       2,140,840  

Noncontrolling interest

     1,341       2,160  
  

 

 

   

 

 

 

Total equity

     2,512,225       2,143,000  
  

 

 

   

 

 

 

Total Liabilities and Stockholders’ Equity

   $ 6,586,543     $ 6,782,004  
  

 

 

   

 

 

 


RPM Reports Results for Fiscal 2024 4th Quarter and Full Year

July 25, 2024

Page 14

 

CONSOLIDATED STATEMENTS OF CASH FLOWS

IN THOUSANDS

(Unaudited)

 

     Year Ended  
     May 31,     May 31,  
     2024     2023  

Cash Flows From Operating Activities:

    

Net income

   $ 589,442     $ 479,731  

Adjustments to reconcile net income to net cash provided by operating activities:

    

Depreciation and amortization

     171,251       154,949  

Goodwill Impairment

     —        36,745  

Deferred income taxes

     (5,638     6,236  

Stock-based compensation expense

     25,925       28,673  

Net (gain) loss on marketable securities

     (19,914     2,086  

Net (gain) on sales of assets and businesses

     (971     (28,632

Other

     2,226       1,683  

Changes in assets and liabilities, net of effect from purchases and sales of businesses:

    

Decrease (increase) in receivables

     82,895       (94,585

Decrease in inventory

     179,843       66,805  

Decrease in prepaid expenses and other current and long-term assets

     23,426       1,364  

(Decrease) in accounts payable

     (24,439     (116,053

Increase (decrease) in accrued compensation and benefits

     39,891       (2,643

Increase in accrued losses

     5,958       2,231  

Increase in other accrued liabilities

     52,410       38,515  
  

 

 

   

 

 

 

Cash Provided By Operating Activities

     1,122,305       577,105  
  

 

 

   

 

 

 

Cash Flows From Investing Activities:

    

Capital expenditures

     (213,970     (254,435

Acquisition of businesses, net of cash acquired

     (15,549     (47,542

Purchase of marketable securities

     (32,981     (18,674

Proceeds from sales of marketable securities

     46,689       12,731  

Proceeds from sales of assets and businesses

     6,921       58,288  

Other

     2,450       (72
  

 

 

   

 

 

 

Cash (Used For) Investing Activities

     (206,440     (249,704
  

 

 

   

 

 

 

Cash Flows From Financing Activities:

    

Additions to long-term and short-term debt

     —        341,720  

Reductions of long-term and short-term debt

     (575,408     (355,463

Cash dividends

     (231,883     (213,912

Repurchases of common stock

     (54,978     (50,000

Shares of common stock returned for taxes

     (24,548     (17,047

Payments of acquisition-related contingent consideration

     (1,142     (3,765

Other

     (2,075     (2,689
  

 

 

   

 

 

 

Cash (Used For) Financing Activities

     (890,034     (301,156
  

 

 

   

 

 

 

Effect of Exchange Rate Changes on Cash and Cash Equivalents

     (4,239     (12,130
  

 

 

   

 

 

 

Net Change in Cash and Cash Equivalents

     21,592       14,115  

Cash and Cash Equivalents at Beginning of Period

     215,787       201,672  
  

 

 

   

 

 

 

Cash and Cash Equivalents at End of Period

   $ 237,379     $ 215,787  
  

 

 

   

 

 

 
v3.24.2
Document and Entity Information
Jul. 25, 2024
Cover [Abstract]  
Entity Registrant Name RPM INTERNATIONAL INC/DE/
Amendment Flag false
Entity Central Index Key 0000110621
Document Type 8-K
Document Period End Date Jul. 25, 2024
Entity Incorporation State Country Code DE
Entity File Number 1-14187
Entity Tax Identification Number 02-0642224
Entity Address, Address Line One 2628 Pearl Road
Entity Address, City or Town Medina
Entity Address, State or Province OH
Entity Address, Postal Zip Code 44256
City Area Code (330)
Local Phone Number 273-5090
Written Communications false
Soliciting Material false
Pre Commencement Tender Offer false
Pre Commencement Issuer Tender Offer false
Security 12b Title Common Stock, par value $0.01
Trading Symbol RPM
Security Exchange Name NYSE
Entity Emerging Growth Company false

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