BMI Badger Meter Inc

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)	October 17, 2024

 

Badger Meter, Inc.

(Exact name of registrant as specified in its charter)

Wisconsin		1-6706		39-0143280
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

4545 W. Brown Deer Rd., Milwaukee, Wisconsin 53223

(Address of principal executive offices, including zip code)

(414) 355-0400

(Registrant's telephone number, including area code)

Not Applicable

(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:

☐ 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	BMI	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. ☐

 

 

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Item 2.02	Results of Operations and Financial Condition .

 

On October 17, 2024, Badger Meter, Inc. (the “Company”) issued a press release announcing its financial results for the third quarter ended September 30, 2024.

A copy of the press release issued by the Company announcing the foregoing is furnished herewith as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits .

(a) Not applicable.

(b) Not applicable.

(c) Not applicable.

	(d)	Exhibits . The exhibit furnished herewith is as listed in the accompanying Exhibit Index.

EXHIBIT INDEX

Exhibit No.		Description
(99.1)		Badger Meter, Inc. Press Release, dated October 17, 2024.

 

SIGNATURES

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.
 

	BADGER METER, INC.
Date: October 17, 2024	By:	/s/ Robert A. Wrocklage
		Robert A. Wrocklage
		Senior Vice President – Chief Financial Officer

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Exhibit 99.1

 

BADGER METER REPORTS THIRD QUARTER 2024 FINANCIAL RESULTS

 

Milwaukee, WI, October 17, 2024 - Badger Meter, Inc. (NYSE: BMI) today reported results for the third quarter ended September 30, 2024.

 

Third Quarter 2024 Highlights

 

“We were pleased with our third quarter financial performance delivering strong sales growth, record operating profit margins and robust cash flow generation. Sales in the quarter continued to benefit from solid demand for our tailorable water management solutions. Notably, we achieved record operating profit margins of 19.5%, the result of favorable sales mix, price/cost management, strong operating execution and continued selling, engineering and administration (SEA) expense leverage,” said Kenneth C. Bockhorst, Chairman, President and Chief Executive Officer. “I greatly appreciate the efforts of our employees across the globe in serving our customers.”

Third Quarter Operating Results

Utility water sales increased 14% year-over-year against a difficult prior year comparison reflecting continued solid adoption across the BlueEdge™ suite of solutions by utility customers. This included increased sales of meters, water quality, pressure and other sensors coupled with ORION® communication endpoints and BEACON® Software as a Service (SaaS).

Sales of flow instrumentation products were flat year-over-year with modest growth in the water-focused end markets generally offsetting declines across the array of de-emphasized applications, globally.

Operating earnings increased 29% year-over-year, with operating profit margins reaching a record 19.5% in the third quarter of 2024, a 260-basis point improvement from the prior year’s 16.9%.

Gross margin dollars increased 15% year-over-year, and gross margin as a percent of sales was 40.2%, an increase of 110 basis points over the comparable prior year period. The gross margin improvement reflects the continued benefits of positive structural sales mix, including strong AMI and software-related sales, as well as ongoing price/cost benefit and solid operating execution.

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SEA expenses in the third quarter of 2024 were $43.3 million, $2.0 million higher than the comparable prior year quarter with higher headcount and personnel-related costs. SEA as a percent of sales improved 140 basis points to 20.8% from 22.2% in the comparable prior year quarter as a result of the strong sales.

The tax rate for the third quarter of 2024 was 25.3% compared to 20.3% in the prior year comparable period which included a discrete favorable income tax benefit related to equity compensation transactions. As a result of the above, combined with increased interest income year-over-year, EPS was $1.08, an increase of 23% compared to $0.88 in the comparable prior year period.

Outlook

Bockhorst continued, “As we prepare to close out the year, we remain focused on capitalizing on the durable macro trends benefiting the water industry. By leveraging BlueEdge - our suite of tailorable end-to-end smart water offerings – our expanding customer base is realizing the efficiency, resiliency and sustainability benefits required to best meet their unique water resource management needs.

Taking into account our normalizing backlog, strong bid funnel and constructive order rates, we anticipate delivering high single-digit sales growth rates over the cycle, noting the prevailing unevenness common in the industry. We continue to strive for modest operating profit margin expansion year-over-year, driven by favorable structural sales mix, value-based price/cost management and SEA leverage.

Specific to the fourth quarter, similar to prior years we expect sequentially fewer total operating days given the holiday-shortened activity levels at our customers. Additionally, evolving hurricane recovery activities have the potential to delay Southeast U.S. utility projects in the near term.

Finally, we anticipate continued robust cash flow, with ample cash and credit availability, giving us the financial flexibility to execute our capital allocation priorities as reflected in the recent 26% annual dividend increase.”

Bockhorst concluded, “Our ongoing success is built on our steadfast culture of continuous improvement, enabling our team to execute for customers and drive outperformance for Badger Meter. I remain excited about our ability to deliver shareholder value while we preserve and protect the world’s most precious resource."

 

Conference Call and Webcast Information

Badger Meter management will hold a conference call to discuss the Company’s third quarter 2024 results today, Thursday October 17, 2024 at 10:00 AM Central / 11:00 AM Eastern time. The listen-only webcast and related presentation can be accessed via the Investor section of our website. Participants can register to take part in the call using this online registration link: https://www.netroadshow.com/events/login?show=e2388dc6&confId=71869

 

 

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Safe Harbor Statement

Certain statements contained in this news release, as well as other information provided from time to time by Badger Meter, Inc. (the “Company”) or its employees, may contain forward-looking statements that involve risks and uncertainties that could cause actual results to differ materially from those statements. The Company’s results are subject to general economic conditions, variation in demand from customers, continued market acceptance of new products, the successful integration of acquisitions, competitive pricing and operating efficiencies, supply chain risk, material and labor cost increases, tax reform and foreign currency risk. See the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission for further information regarding risk factors, which are incorporated herein by reference. Badger Meter disclaims any obligation to publicly update or revise any forward-looking statements as a result of new information, future events or any other reason.

 

About Badger Meter

With more than a century of water technology innovation, Badger Meter is a global provider of industry leading water solutions encompassing flow measurement, quality and other system parameters. These offerings provide our customers with the data and analytics essential to optimize their operations and contribute to the sustainable use and protection of the world’s most precious resource. For more information, visit www.badgermeter.com.

 

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BADGER METER, INC.
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
(in thousands, except share and earnings per share data)
		Three Months Ended September 30,								Nine Months Ended September 30,
		2024				2023				2024				2023
		(Unaudited)				(Unaudited)				(Unaudited)				(Unaudited)
Net sales		$	208,438			$	186,193			$	621,376			$	521,152
Cost of sales			124,560				113,470				374,952				316,179
Gross margin			83,878				72,723				246,424				204,973
Selling, engineering and administration			43,255				41,301				127,711				119,003
Operating earnings			40,623				31,422				118,713				85,970
Interest income, net			(2,301	)			(1,200	)			(5,689	)			(2,649	)
Other pension and postretirement costs			13				32				37				97
Earnings before income taxes			42,911				32,590				124,365				88,522
Provision for income taxes			10,873				6,621				30,140				20,645
Net earnings		$	32,038			$	25,969			$	94,225			$	67,877
Earnings per share:
Basic		$	1.09			$	0.89			$	3.21			$	2.32
Diluted		$	1.08			$	0.88			$	3.19			$	2.30
Shares used in computation of earnings per share:
Basic			29,369,923				29,294,886				29,351,688				29,275,445
Diluted			29,547,928				29,473,374				29,524,993				29,448,475

 

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BADGER METER, INC.
CONSOLIDATED CONDENSED BALANCE SHEETS
(in thousands)
Assets	September 30,				December 31,
	2024				2023
	(Unaudited)
Cash and cash equivalents	$	258,955			$	191,782
Receivables		93,427				83,507
Inventories		158,517				153,674
Other current assets		18,397				13,214
Total current assets		529,296				442,177
Net property, plant and equipment		73,279				73,878
Intangible assets, at cost less accumulated amortization		48,957				53,737
Other long-term assets		36,328				33,964
Goodwill		115,001				113,163
Total assets	$	802,861			$	716,919
Liabilities and Shareholders' Equity
Payables	$	77,381			$	81,807
Accrued compensation and employee benefits		29,756				29,871
Other current liabilities		22,026				20,270
Total current liabilities		129,163				131,948
Deferred income taxes		5,108				5,061
Long-term employee benefits and other		77,405				63,428
Shareholders' equity		591,185				516,482
Total liabilities and shareholders' equity	$	802,861			$	716,919

 

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BADGER METER, INC.
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
(in thousands)
	Three Months Ended September 30,								Nine Months Ended September 30,
	2024				2023				2024				2023
	(Unaudited)				(Unaudited)				(Unaudited)				(Unaudited)
Operating activities:
Net earnings	$	32,038			$	25,969			$	94,225			$	67,877
Adjustments to reconcile net earnings to net cash provided by operations:
Depreciation		2,589				2,662				8,330				8,100
Amortization		5,427				4,404				15,787				12,820
Deferred income taxes		-				(25	)			-				(401	)
Noncurrent employee benefits		9				(52	)			(12	)			(274	)
Stock-based compensation expense		1,314				1,356				4,595				3,963
Changes in:
Receivables		13,403				(5,352	)			(9,814	)			(11,855	)
Inventories		3,889				(3,875	)			(3,367	)			(27,628	)
Payables		(18,581	)			4,178				(5,242	)			12,282
Prepaid expenses and other assets		717				(2,299	)			(7,772	)			(7,279	)
Other liabilities		4,283				4,467				6,237				14,567
Total adjustments		13,050				5,464				8,742				4,295
Net cash provided by operations		45,088				31,433				102,967				72,172
Investing activities:
Property, plant and equipment expenditures		(3,132	)			(3,014	)			(8,149	)			(9,949	)
Acquisitions, net of cash acquired		-				-				(3,000	)			(17,127	)
Net cash used for investing activities		(3,132	)			(3,014	)			(11,149	)			(27,076	)
Financing activities:
Dividends paid		(9,986	)			(7,917	)			(25,862	)			(21,134	)
Proceeds from exercise of stock options		-				909				751				967
Net cash used for financing activities		(9,986	)			(7,008	)			(25,111	)			(20,167	)
Effect of foreign exchange rates on cash		773				(306	)			466				(71	)
Increase in cash and cash equivalents		32,743				21,105				67,173				24,858
Cash and cash equivalents - beginning of period		226,212				141,805				191,782				138,052
Cash and cash equivalents - end of period	$	258,955			$	162,910			$	258,955			$	162,910

 

 

Contacts

 

Karen Bauer

(414) 371-7276

kbauer@badgermeter.com

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v3.24.3

Document and Entity Information	Oct. 17, 2024
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Oct. 17, 2024
Entity Registrant Name	Badger Meter, Inc.
Entity Incorporation, State or Country Code	WI
Entity File Number	1-6706
Entity Tax Identification Number	39-0143280
Entity Address, Address Line One	4545 W. Brown Deer Rd.
Entity Address, City or Town	Milwaukee
Entity Address, State or Province	WI
Entity Address, Postal Zip Code	53223
City Area Code	414
Local Phone Number	355-0400
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Entity Central Index Key	0000009092
Title of 12(b) Security	Common Stock
Trading Symbol	BMI
Security Exchange Name	NYSE
Entity Information, Former Legal or Registered Name	Not Applicable

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