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Helius says it has re-engineered how Solana’s historical data is stored and retrieved, introducing a new archival backend and an RPC method that collapses today’s multi-call workflows into a single request.

CEO Mert Mumtaz framed the change in sweeping terms: “today, Solana changes forever… we’ve solved the biggest data/RPC problem that exists,” he wrote, arguing that the status quo—historical queries hitting Google Bigtable—has been “slow,” “expensive,” and “inflexible.”

What This Means For Solana
Mumtaz highlighted the practical pain point every Solana indexer or wallet developer knows: getting the “first tx for a Solana address without looping back endlessly” and pulling the “most recent 100 txs for an address” both require chaining calls and traversals that can balloon into “thousands of RPC calls.” “Not anymore,” Mumtaz said.

At the heart of the release is a Helius-exclusive RPC method, getTransactionsForAddress, backed by a distributed archival storage layer that the company claims is “1,000x faster, more flexible, and more scalable.” Functionally, the method merges today’s common two-step pattern—getSignaturesForAddress to enumerate signatures, then getTransaction to hydrate details—into one call that can return fully decoded transactions, with bidirectional time ordering and range filters by slot or timestamp.

Helius’ documentation spells out that it enables reverse search without back-traversal and supports pagination tuned for large, active accounts. The company also emphasizes that this is not a core Solana RPC addition; it’s a proprietary extension available on Helius nodes, priced at 100 credits per request on Developer plans and above.

Performance claims span both the new method and legacy endpoints, with Helius saying getBlock, getTransaction, and getSignaturesForAddress are now “10x faster,” while the archival system under the hood delivers the headline throughput improvements for historical queries.

The framing is squarely aimed at eliminating Bigtable-bound latency spikes and reducing call counts by “100x” alongside “10x lower latency” and “1000x less code.” Those assertions track with common developer complaints documented across Solana forums about slow historical hydration on busy addresses, but the hard numbers here are Helius’ own benchmarks.

The strategic context matters. Solana’s on-chain activity continues to skew toward high-throughput consumer and payments use cases, which punish inefficient data access patterns.

The launch landed the same day the first US spot Solana ETF went live on the NYSE—Bitwise’s BSOL. According to Bloomberg’s senior ETF analyst Eric Balchunas, BSOL recorded a volume of $56 million on day one. “BSOL’s $56m is the MOST of any launch this year.. More than XRPR, SSK, Ives and $MNU. And what’s amazing is it seeded with $220m. It could have invested seed on Day One, which would have resulted in $280m-ish, would be even more than ETHA’s debut. Strong start either way,” Balchunas wrote.

Another macro backdrop piece: Western Union announced plans to introduce a dollar-backed stablecoin, USDPT, on Solana, issued by Anchorage Digital Bank, with availability targeted for the first half of 2026.

At press time, SOL traded at $195.

Solana price remains below the 0.786 Fib, 1-week chart | Source: SOLUSDT on TradingView.com
Featured image created with DALL.E, chart from TradingView.com

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HBAR and LTC ETFs launched alongside BSOL, but with far smaller day-one volumes, $8M and $1M, respectively.

The new Bitwise Solana Staking ETF (BSOL) shocked the markets on Tuesday, recording $56 million in trading volume on its first day.

This milestone makes it the best ETF launch of 2025, not just in crypto but among more than 850 U.S. ETFs launched this year.

A Record-Breaking Debut
According to Bloomberg analyst Eric Balchunas, BSOL’s $56 million in first-day volume was the highest in 2025, beating the launches of about 850 other new funds, including the REX-Osprey XRP ETF (XRPR).

For comparison, on its first day, September 18, XRPR raised $37.7 million, with $24 million coming within its first hour and a half. Additionally, within five weeks, it had more than $100 million in assets under management. BSOL’s final figure outpaced XRPR’s debut returns by more than $18 million, and strong investor confidence was anticipated even before trading began. Balchunas had predicted it would hit $52 million on its opening day, which was only $4 million shy of the eventual amount.

Bitwise Asset Management launched BSOL on Nasdaq under the Securities Act of 1933. This gave investors direct access to SOL with staking rewards of about 7% and no management fees for a limited time.

The launch was part of a group of three new crypto funds. The other two were ETFs for Hedera (HBAR) and Litecoin (LTC), which saw first-day volumes of $8 million and $1 million, respectively.

These new funds reached the market thanks to an automatic legal provision that allowed their registrations to proceed without manual sign-off from the Securities and Exchange Commission (SEC), which was especially helpful because parts of the U.S. government are currently shut down.

You may also like:

First Spot ETFs for Solana, Litecoin, and HBAR Set to Debut Amid SEC Clarity

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Crypto ETF Boom: 155 Filings Across 35 Assets, Analyst Backs Index Funds

Meanwhile, Grayscale confirmed that its Solana Trust (GSOL) would convert into an ETF on October 29, further expanding investor options around the Solana ecosystem.

SOL Price Action and Market Outlook
Following BSOL’s debut, Solana’s market performance was mixed. As of this writing, the asset is trading at about $195, down 2.3% over the last 24 hours. However, it has risen 5.1% over the last week, suggesting that while the ETF news didn’t cause an immediate price jump, it may have contributed to positive mid-term sentiment toward the asset.

Some analysts say the strong ETF debut could spark interest from more institutional investors, helping keep prices stable in the short term. SOL has dropped 7.1% in the last 30 days, but it is up a modest 7.6% over the past year. Still, its daily trading volume of $7.7 billion and a market cap of $107 billion make it one of the more liquid and actively traded cryptocurrencies in the market.

, /PRNewswire/ -- Stepan Company (NYSE: SCL) today reported:

The Board of Directors of Stepan Company has approved an increase of $0.01 per share, or 2.6%, on the quarterly cash dividend on the Company's common stock. The dividend of $0.395 per share is payable on December 15, 2025, to common stockholders of record on November 28, 2025. The increase marks the 58th consecutive year in which the quarterly dividend on the Company's common stock has increased.

Corporate Profile
Stepan Company is a major manufacturer of specialty and intermediate chemicals used in a broad range of industries. Stepan is a leading merchant producer of surfactants, which are the key ingredients in consumer and industrial cleaning and disinfection products and in agricultural and oilfield solutions. The Company is also a leading supplier of polyurethane polyols used in the expanding thermal insulation market, and CASE (Coatings, Adhesives, Sealants, and Elastomers) industries.

Headquartered in Northbrook, Illinois, Stepan utilizes a network of modern production facilities located in North and South America, Europe and Asia.

The Company's common stock is traded on the New York Stock Exchange (NYSE) under the symbol SCL. For more information about Stepan Company please visit the Company online at www.stepan.com.

More information about Stepan's sustainability program can be found on the Sustainability page at www.stepan.com.

Certain information in this news release consists of forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements include statements about Stepan Company's plans, objectives, strategies, financial performance and outlook, trends, the amount and timing of future cash distributions, prospects or future events and involve known and unknown risks that are difficult to predict. As a result, Stepan Company's actual financial results, performance, achievements or prospects may differ materially from those expressed or implied by these forward-looking statements. In some cases, you can identify forward-looking statements by the use of words such as "may," "could," "expect," "intend," "plan," "seek," "anticipate," "believe," "estimate," "guidance," "predict," "potential," "continue," "likely," "will," "would," "should," "illustrative" and variations of these terms and similar expressions, or the negative of these terms or similar expressions. Such forward-looking statements are necessarily based upon estimates and assumptions that, while considered reasonable by Stepan Company and its management based on their knowledge and understanding of the business and industry, are inherently uncertain. These statements are not guarantees of future performance, and stockholders should not place undue reliance on forward-looking statements.

There are a number of risks, uncertainties and other important factors, many of which are beyond Stepan Company's control, that could cause actual results to differ materially from the forward-looking statements contained in this news release. Such risks, uncertainties and other important factors include, among other factors, the risks, uncertainties and factors described in Stepan Company's Form 10-K, Form 10-Q and Form 8-K reports and exhibits to those reports, and include (but are not limited to) risks and uncertainties related to accidents, unplanned production shutdowns or disruptions in manufacturing facilities; reduced demand due to customer product reformulations or new technologies; our inability to successfully develop or introduce new products; compliance with laws; our ability to identify suitable acquisition candidates and successfully complete and integrate acquisitions; global competition; volatility of raw material and energy costs and supply; disruptions in transportation or significant changes in transportation costs; downturns in certain industries and general economic downturns; international business risks, including currency exchange rate fluctuations, legal restrictions and taxes; unfavorable resolution of litigation against us; maintaining and protecting intellectual property rights; our ability to access capital markets; global political, military, security or other instability; costs related to expansion or other capital projects; interruption or breaches of information technology systems; our ability to retain executive management and key personnel; and our debt covenants.

These forward-looking statements are made only as of the date hereof, and Stepan Company undertakes no obligation to update or revise these forward-looking statements, whether as a result of new information, future events or otherwise.

SOURCE Stepan Company

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, /PRNewswire/ -- OGE Energy Corp. (NYSE: OGE), the parent company of Oklahoma Gas and Electric Company ("OG&E"), today reported earnings of $1.14 per diluted share during the three months that ended September 30, 2025, compared to $1.09 per diluted share in the third quarter 2024.

OG&E, a regulated electric company, contributed earnings of $1.20 per diluted share, compared to earnings of $1.12 per diluted share in the third quarter 2024.
Other operations, which includes the holding company, contributed a loss of $0.06 per diluted share, compared to a loss of $0.03 per diluted share in the third quarter 2024.

"Our third quarter results demonstrate the strength of our business and commitment of the team," stated Sean Trauschke, Chairman, President, and CEO of OGE Energy Corp. "With approximately 550 MW of new natural gas turbines under construction and more planned, we are proactively addressing the region's growing energy needs as we maintain some of the lowest rates in the nation for our customers."

Third Quarter 2025 results

OG&E  contributed net income of $242.9 million, or $1.20 per diluted share, in the third quarter compared to $225.0 million, or $1.12 per diluted share, in the same period 2024. The increase in net income was primarily due to increased recovery of capital investments, partially offset by higher operation and maintenance expense, income tax expense, and milder weather.

Other Operations  resulted in a loss of $11.6 million, or $0.06 per share, in the third quarter compared to a loss of $6.3 million, or $0.03 per diluted share, in the same period 2024. The increase in net loss was primarily due to higher interest expense, partially offset by higher income tax benefit.

OGE Energy's net income was $231.3 million or $1.14 per diluted share in the third quarter, compared to earnings of $218.7 million, or $1.09 per diluted share, in the same period 2024.

2025 Outlook 
OGE Energy's 2025 consolidated earnings guidance remains projected to be in the top half of its original 2025 earnings guidance range of $2.21 to $2.33 per average diluted share. This guidance assumes, among other things, normal weather for the remainder of the year. OG&E has significant seasonality in its earnings due to weather on a year-over-year basis. See OGE Energy's 2024 Form 10-K for other key factors and assumptions underlying its 2025 guidance.

Conference Call Webcast
OGE Energy Corp. will host an earnings and business update conference call on Wednesday, October 29, 2025, at 8 a.m. CDT. The conference will be available through the Investor Center at www.oge.com.

Some of the matters discussed in this news release may contain forward-looking statements that are subject to certain risks, uncertainties, and assumptions. Such forward-looking statements are intended to be identified in this document by the words "anticipate," "believe," "estimate," "expect," "forecast," "intend," "objective," "plan," "possible," "potential," "project," "target" and similar expressions. Actual results may vary materially. Factors that could cause actual results to differ materially from the forward-looking statements include, but are not limited to: general economic conditions, including the availability of credit, access to existing lines of credit, access to the commercial paper markets, actions of rating agencies and inflation rates, and their impact on capital expenditures; the ability of the Company to access the capital markets and obtain financing on favorable terms, as well as inflation rates and monetary fluctuations; the ability to obtain timely and sufficient rate relief to allow for recovery of items such as capital expenditures, fuel and purchased power costs, operating costs, transmission costs and deferred expenditures; prices and availability of electricity, coal and natural gas; competitive factors, including the extent and timing of the entry of additional competition in the markets served by the Company, potentially through deregulation; the impact on demand for the Company's services resulting from cost-competitive advances in technology, such as distributed electricity generation and customer energy efficiency programs; technological developments, changing markets and other factors that result in competitive disadvantages and create the potential for impairment of existing assets; factors affecting utility operations such as unusual weather conditions; catastrophic weather-related damage; unscheduled generation outages; unusual maintenance or repairs; unanticipated changes to fossil fuel, natural gas or coal supply costs or availability due to higher demand, shortages, transportation problems or other developments; environmental incidents; or electric transmission or gas pipeline system constraints; availability and prices of raw materials and equipment for current and future construction projects; the effect of retroactive pricing of transactions in the SPP markets, adjustments in market pricing mechanisms by the SPP or allocation of transmission upgrade costs; federal or state legislation and regulatory decisions and initiatives that affect cost and investment recovery, have an impact on rate structures or affect the speed and degree to which competition enters the Company's markets; environmental laws, safety laws or other regulations that may impact the cost of operations, restrict or change the way the Company's facilities are operated or result in stranded assets; the ability of the Company to meet future capacity requirements mandated by the SPP, which could be impacted by future load growth, environmental regulations, and the availability of resources; changes in accounting standards, rules or guidelines; the discontinuance of accounting principles for certain types of rate-regulated activities; the cost of protecting assets against, or damage due to, terrorism or cyberattacks, including the Company losing control of their assets and potential ransoms, and other catastrophic events; the availability, cost, coverage and terms of insurance; changes in the use, perception or regulation of generative artificial intelligence technologies, which could limit the Company's ability to utilize such technology, create risk of enhanced regulatory scrutiny, generate uncertainty around intellectual property ownership, licensing or use, or which could otherwise result in risk of damage to the Company's business, reputation or financial results; creditworthiness of suppliers, customers and other contractual parties, including large, new customers from emerging industries such as cryptocurrency; social attitudes regarding the electric utility and power industries; identification of suitable investment opportunities to enhance shareholder returns and achieve long-term financial objectives through business acquisitions and divestitures; increased pension and healthcare costs; national and global events that could adversely affect and/or exacerbate macroeconomic conditions, including inflationary pressures, interest rate fluctuations, supply chain disruptions, economic recessions, pandemic health events, tariffs and uncertainty surrounding continued hostilities or sustained military campaigns, and their collateral consequences; costs and other effects of legal and administrative proceedings, settlements, investigations, claims and matters, including, but not limited to those described in the Company's Form 10-Q for the quarter ended September 30, 2025; and other risk factors listed in the reports filed by the Company with the Securities and Exchange Commission, including those listed within the Company's most recent Form 10-K for the year ended December 31, 2024.

Note: Condensed Consolidated Statements of Income for OGE Energy Corp., Condensed Statements of Income and Comprehensive Income for Oklahoma Gas & Electric Company, and Financial and Statistical Data for Oklahoma Gas & Electric Company attached.

OGE ENERGY CORP.

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(Unaudited)

Three Months Ended

Nine Months Ended

September 30,

September 30,

(In millions, except per share data)

2025

2024

2025

2024

OPERATING REVENUES

Revenues from contracts with customers 

$                 1,028.4

$                    945.2

$                 2,489.2

$                 2,171.9

Other revenues 

16.6

20.2

45.1

52.9

Operating revenues 

1,045.0

965.4

2,534.3

2,224.8

FUEL, PURCHASED POWER AND DIRECT TRANSMISSION EXPENSE 

388.5

350.1

973.6

776.2

OPERATING EXPENSES

Other operation and maintenance 

143.3

131.4

392.2

394.2

Depreciation and amortization 

146.7

144.0

424.7

408.7

Taxes other than income 

25.2

26.7

82.6

82.6

Operating expenses 

315.2

302.1

899.5

885.5

OPERATING INCOME 

341.3

313.2

661.2

563.1

OTHER INCOME (EXPENSE)

Allowance for equity funds used during construction 

6.3

6.9

19.3

18.2

Other net periodic benefit income (expense)

(2.7)

1.7

(8.2)

5.0

Other income 

6.1

6.8

30.3

20.2

Other expense 

(4.6)

(4.7)

(14.3)

(15.8)

Net other income

5.1

10.7

27.1

27.6

INTEREST EXPENSE

Interest on long-term debt 

66.4

59.6

194.4

166.5

Allowance for borrowed funds used during construction 

(3.7)

(3.9)

(11.9)

(10.7)

Interest on short-term debt and other interest charges 

6.9

8.5

26.6

33.5

Interest expense 

69.6

64.2

209.1

189.3

INCOME BEFORE TAXES 

276.8

259.7

479.2

401.4

INCOME TAX EXPENSE 

45.5

41.0

77.7

61.8

NET INCOME 

$                    231.3

$                    218.7

$                    401.5

$                    339.6

BASIC AVERAGE COMMON SHARES OUTSTANDING 

201.5

200.9

201.3

200.7

DILUTED AVERAGE COMMON SHARES OUTSTANDING 

202.1

201.5

202.0

201.2

BASIC EARNINGS PER AVERAGE COMMON SHARE 

$                      1.15

$                      1.09

$                1.99

$                      1.69

DILUTED EARNINGS PER AVERAGE COMMON SHARE 

$                      1.14

$                      1.09

$                1.99

$                      1.69

OKLAHOMA GAS AND ELECTRIC COMPANY

CONDENSED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME

(Unaudited)

Three Months Ended

Nine Months Ended

September 30,

September 30,

(In millions)

2025

2024

2025

2024

OPERATING REVENUES

Revenues from contracts with customers 

$                 1,028.4

$                    945.2

$                 2,489.2

$                 2,171.9

Other revenues 

16.6

20.2

45.1

52.9

Operating revenues 

1,045.0

965.4

2,534.3

2,224.8

FUEL, PURCHASED POWER AND DIRECT TRANSMISSION EXPENSE 

388.5

350.1

973.6

776.2

OPERATING EXPENSES

Other operation and maintenance 

143.5

131.4

391.6

394.0

Depreciation and amortization 

146.7

144.0

424.7

408.7

Taxes other than income 

25.2

26.7

82.6

82.6

Operating expenses 

315.4

302.1

898.9

885.3

OPERATING INCOME 

341.1

313.2

661.8

563.3

OTHER INCOME (EXPENSE)

Allowance for equity funds used during construction 

6.3

6.9

19.3

18.2

Other net periodic benefit income (expense)

(2.7)

1.9

(7.8)

5.5

Other income 

4.2

3.4

13.6

8.6

Other expense 

(0.5)

(0.6)

(1.9)

(3.9)

Net other income 

7.3

11.6

23.2

28.4

INTEREST EXPENSE

Interest on long-term debt 

60.6

53.6

177.0

156.0

Allowance for borrowed funds used during construction 

(3.7)

(3.9)

(11.9)

(10.7)

Interest on short-term debt and other interest charges 

(2.7)

4.4

9.3

15.1

Interest expense 

54.2

54.1

174.4

160.4

INCOME BEFORE TAXES 

294.2

270.7

510.6

431.3

INCOME TAX EXPENSE 

51.3

45.7

89.0

71.8

NET INCOME 

$                    242.9

$                    225.0

$                    421.6

$                    359.5

Other comprehensive income, net of tax 

—

—

—

—

COMPREHENSIVE INCOME 

$                    242.9

$                    225.0

$                    421.6

$                    359.5

OKLAHOMA GAS AND ELECTRIC COMPANY

FINANCIAL AND STATISTICAL DATA

Three Months Ended

Nine Months Ended

September 30,

September 30,

(Dollars in millions)

2025

2024

2025

2024

Operating revenues by classification:

Residential 

$                    408.0

$                    422.8

$                    956.3

$                    898.1

Commercial 

319.1

288.8

753.8

626.1

Industrial 

81.6

79.0

204.0

190.0

Oilfield 

73.1

68.1

185.5

166.4

Public authorities and street light 

87.7

86.8

213.0

198.6

System sales revenues 

969.5

945.5

2,312.6

2,079.2

Provision for rate refund 

—

(43.5)

3.0

(43.5)

Integrated market 

23.6

19.2

71.2

51.3

Transmission 

38.8

36.6

120.7

114.7

Other 

13.1

7.6

26.8

23.1

Total operating revenues 

$                 1,045.0

$                    965.4

$                 2,534.3

$                 2,224.8

MWh sales by classification (In millions)

Residential 

3.1

3.2

7.7

7.8

Commercial 

3.5

3.2

9.3

7.8

Industrial 

1.1

1.1

3.1

3.2

Oilfield 

1.1

1.1

3.2

3.3

Public authorities and street light 

0.9

0.9

2.3

2.4

System sales 

9.7

9.5

25.6

24.5

Integrated market 

0.2

0.2

0.6

0.6

Total sales 

9.9

9.7

26.2

25.1

Number of customers 

910,464

904,900

910,464

904,900

Weighted-average cost of energy per kilowatt-hour (In cents)

Natural gas

3.190

2.142

3.704

2.453

Coal 

2.765

2.976

2.759

3.064

Total fuel

2.965

2.277

3.243

2.487

Total fuel and purchased power

3.732

3.448

3.549

2.953

Degree days (A)

Heating - Actual

—

—

2,056

1,812

Heating - Normal

19

19

2,158

2,155

Cooling - Actual

1,288

1,387

1,886

2,139

Cooling - Normal

1,265

1,268

1,828

1,831

(A) Degree days are calculated as follows: The high and low degrees of a particular day are added together and then averaged. If the calculated average is above 65 degrees, then the
difference between the calculated average and 65 is expressed as cooling degree days, with each degree of difference equaling one cooling degree day. If the calculated average is below 65
degrees, then the difference between the calculated average and 65 is expressed as heating degree days, with each degree of difference equaling one heating degree day. The daily
calculations are then totaled for the particular reporting period. The calculation of heating and cooling degree normal days is based on a 30-year average and weighted on a jurisdictional split.

SOURCE OGE Energy Corp.

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Third quarter 2025 earnings per share of $1.65, up 6% year-over-year
Inland marine third quarter impacted by lower utility, averaging in the mid-80% range for the quarter with improvement into the 85-90% range expected and already seen in the fourth quarterSteady market conditions in coastal marine with operating margins improving to around 20%Power generation revenue increased 24% sequentially and 56% year-over-year, helping to drive distribution and services margins to 11%Kirby repurchased 1,314,009 shares at an average price of $91.30 for $120.0 million in the third quarter and an additional 428,955 shares at an average price of $84.13 for $36 million so far in the fourth quarter
HOUSTON, Oct. 29, 2025 (GLOBE NEWSWIRE) -- Kirby Corporation (“Kirby”) (NYSE: KEX) today announced net earnings attributable to Kirby for the third quarter ended September 30, 2025, of $92.5 million or $1.65 per share, compared with earnings of $90.0 million, or $1.55 per share for the 2024 third quarter. Consolidated revenues for the 2025 third quarter were $871.2 million compared with $831.1 million reported for the 2024 third quarter.

David Grzebinski, Kirby’s Chief Executive Officer, commented, “Kirby’s third quarter performance reflects our ability to adapt and deliver results, with continued strength in coastal marine and power generation, and focused execution in the face of softer inland market conditions.”

“In inland marine, market conditions experienced near-term softness during the third quarter, primarily due to seasonally favorable weather, improved navigational conditions, a lighter feedstock mix for our refinery and chemical customers, and fewer barges undergoing maintenance across the industry. At the same time, general petrochemical customer activity remained muted with ongoing softness in the chemical industry. These factors contributed to our barge utilization averaging in the mid-80% range. On the pricing front, we observed temporary weakness in the spot market. Spot market rates declined in the low-to-mid single digits both sequentially and year-over-year while term contract renewals were flat when compared to the prior year. In the fourth quarter, we are already seeing market conditions improve and expect this trend to continue. We also continue to see constraints in long-term barge construction keeping new supply in check.”

“In coastal marine, market fundamentals remained strong during the third quarter. Barge utilization levels were in the mid to high-90% range, supported by consistent customer demand and tight industry supply. Pricing continued to meaningfully improve, with term contract renewals up in the mid-teens range year-over-year. The combination of strong demand and limited vessel availability contributed to operating margins reaching around 20% for the quarter.”

“In distribution and services, our teams performed well and delivered year-over-year growth in both revenue and operating income, with solid contributions across most of our end markets. In power generation, revenues increased 56% year-over-year as demand from data centers and prime power customers continued to show strength. As inbound orders accelerated, our backlog grew, and we secured more opportunities in backup and behind-the-meter power applications. In the commercial and industrial market, revenues increased 4% year-over-year, supported by consistent marine repair activity and continued improvement in on-highway service. In oil and gas, while revenues declined year-over-year due to softness in conventional activity, we achieved a 5% increase in operating income driven by strong execution, strategic cost management, and sustained execution in e-frac equipment. Overall, the segment continued to perform well, reflecting strength in power generation and our agility in responding to changing demand patterns, with total segment operating income advancing 40% year-over-year.”

Segment Results – Marine Transportation
Marine transportation revenues for the 2025 third quarter were $484.9 million compared with $486.1 million for the 2024 third quarter. Operating income for the 2025 third quarter was $88.6 million compared with $99.5 million for the 2024 third quarter. Segment operating margin for the 2025 third quarter was 18.3% compared with 20.5% for the 2024 third quarter.

In the inland market, 2025 third quarter average barge utilization was in the mid-80% range, down from 2024 third quarter. During the quarter, average spot market rates were down in the low-to-mid single digits sequentially and compared to the 2024 third quarter. Term contracts that renewed in the third quarter were flat on average compared to a year ago. The inland market represented approximately 80% of segment revenues in the third quarter of 2025. Inland’s operating margin was in the high teens range for the quarter.

In coastal, market conditions were strong during the quarter, with Kirby’s barge utilization in the mid to high-90% range. Term contracts that renewed in the third quarter increased in the mid-teens range on average compared to a year ago. Coastal revenues increased 13% year-over-year driven by increased pricing. Coastal represented approximately 20% of marine transportation segment revenues during the third quarter and had an operating margin around 20%.

Segment Results – Distribution and Services
Distribution and services revenues for the 2025 third quarter were $386.2 million compared with $345.1 million for the 2024 third quarter. Operating income for the 2025 third quarter was $42.7 million compared with $30.4 million for the 2024 third quarter. Operating margin was 11.0% for the 2025 third quarter compared with 8.8% for the 2024 third quarter.

In the power generation market, revenues increased 56% and operating income increased 96% compared to the 2024 third quarter driven by strong execution on backlog. Orders continued to grow as the need for behind-the-meter power and back up capabilities remains critical. Overall, power generation revenues represented approximately 45% of segment revenues. Power generation operating margins were in the low double digits.

In the commercial and industrial market, revenues increased 4% and operating income increased 12% compared to the 2024 third quarter, fueled by steady marine repair work and gradual gains in on-highway repair services. Overall, commercial and industrial revenues represented approximately 44% of segment revenues. Commercial and industrial operating margins were in the high single digits.

In the oil and gas market, revenues declined 38% while operating income increased 5% compared to the 2024 third quarter driven by lower levels of conventional oilfield activity which resulted in decreased demand for new transmissions and parts partially offset by deliveries of e-frac equipment. Overall, oil and gas revenues represented approximately 11% of segment revenues. Oil and gas operating margins were in the low double digits.

Cash Generation
For the 2025 third quarter, EBITDA was $201.4 million compared with $190.5 million for the 2024 third quarter. During the quarter, net cash provided by operating activities was $227.5 million, and capital expenditures were $67.2 million. During the quarter, the Company had net proceeds from asset sales totaling $16.8 million. Kirby also used $120.0 million to repurchase stock at an average price of $91.30. As of September 30, 2025, the Company had $47.0 million of cash and cash equivalents on the balance sheet and $380.2 million of liquidity available. Total debt was $1,048.9 million and the debt-to-capitalization ratio was 23.8%.

2025 Outlook
Commenting on the outlook for the fourth quarter of 2025, Mr. Grzebinski said, “As we enter the fourth quarter, we remain focused on execution and disciplined capital allocation, while navigating evolving market conditions across our businesses. Despite near-term challenges in the inland market, we remain confident the inland barge cycle still has years to go given supply constraints. Our structural advantages in marine and growing backlog in power generation provide meaningful upside potential. With our strong balance sheet and robust free cash flow, we are well positioned to pursue strategic investments whether through targeted capital projects, selective acquisitions, or returning capital to shareholders. This financial strength provides us with the flexibility to manage near-term uncertainty while remaining focused on creating long-term value.”

In inland marine, market conditions are expected to remain stable, with some early signs of improvement evident. Seasonal weather factors could work to further reduce barge availability across the industry, which should support higher barge utilization for the full quarter. While term contract rates are expected to continue improving over the long term, driven by the slow pace of newbuild activity and tight vessel availability, spot market pricing could continue to face modest pressure in the near term if demand softness re-emerges. However, thus far in the fourth quarter we have seen a meaningful improvement in demand. Overall, inland revenues and margins are expected to improve modestly from the third quarter levels, assuming tighter barge availability holds in the fourth quarter.

In coastal marine, market fundamentals remain very favorable, with steady customer demand and barge utilization expected to hold in the mid to high-90% range. Pricing continues to benefit from limited availability of large capacity vessels and limited newbuilds, helping to offset inflationary and regulatory headwinds. Kirby expects to conclude the year with coastal revenues and operating margins comparable to the third quarter of 2025.

In distribution and services, the outlook reflects strength in growing markets with continued discipline in challenged areas. Power generation continues to be a strong contributor, with sustained demand from data centers and industrial customers driving order growth. OEM lead times and delivery schedules, now a consistent feature of the operating environment, remain a factor in project timing. In commercial and industrial, marine repair activity is strong, and the on-highway market continues to improve. Oil and gas growth remains limited by current market dynamics and customer capital discipline; however, we continue to demonstrate solid performance in e-frac and maintain strong cost control. For the segment, we now expect full-year revenues to be up in the mid-single digits, with operating margins in the high-single digits.

Kirby expects to generate net cash provided from operating activities of $620 million to $720 million in 2025 and capital spending is expected to range between $260 million to $290 million. Approximately $180 million to $210 million is associated with marine maintenance capital and improvements to existing inland and coastal marine equipment, and facility improvements. Up to approximately $80 million is associated with growth capital spending in both our businesses.

Conference Call
A conference call is scheduled for 7:30 a.m. Central Daylight Time today, Wednesday, October 29, 2025, to discuss the 2025 third quarter performance as well as the outlook for 2025. To listen to the webcast, please visit the Investor Relations section of Kirby’s website at www.kirbycorp.com. For listeners who wish to participate in the question and answer session via telephone, please pre-register at Kirby Earnings Call Registration. All registrants will receive dial-in information and a PIN allowing them to access the live call. A slide presentation for this conference call will be posted on Kirby’s website approximately 15 minutes before the start of the webcast. A replay of the webcast will be available for a period of one year by visiting the News & Events page in the Investor Relations section of Kirby’s website.

GAAP to Non-GAAP Financial Measures
The financial and other information to be discussed in the conference call is available in this press release and in a Form 8-K filed with the Securities and Exchange Commission. This press release and the Form 8-K includes a non-GAAP financial measure, EBITDA, which Kirby defines as net earnings attributable to Kirby before interest expense, taxes on income, and depreciation and amortization. A reconciliation of EBITDA with GAAP net earnings attributable to Kirby is included in this press release. This press release also includes non-GAAP financial measures which exclude certain one-time items, including earnings before taxes on income (excluding one-time items), net earnings attributable to Kirby (excluding one-time items), and diluted earnings per share (excluding one-time items). A reconciliation of these measures with GAAP is included in this press release. Management believes the exclusion of certain one-time items from these financial measures enables it and investors to assess and understand operating performance, especially when comparing those results with previous and subsequent periods or forecasting performance for future periods, primarily because management views the excluded items to be outside of Kirby’s normal operating results. This press release additionally includes a non-GAAP financial measure, free cash flow, which Kirby defines as net cash provided by operating activities less capital expenditures. A reconciliation of free cash flow with GAAP is included in this press release. Kirby uses free cash flow to assess and forecast cash flow and to provide additional disclosures on the Company’s liquidity. Free cash flow does not imply the amount of residual cash flow available for discretionary expenditures as it excludes mandatory debt service requirements and other non-discretionary expenditures. This press release also includes marine transportation performance measures, consisting of ton miles, revenue per ton mile, towboats operated and delay days. Comparable marine transportation performance measures for the 2024 year and quarters are available in the Investor Relations section of Kirby’s website, www.kirbycorp.com, under Financials.

Forward-Looking Statements
Statements contained in this press release with respect to the future are forward-looking statements. These statements reflect management’s reasonable judgment with respect to future events. Forward-looking statements involve risks and uncertainties. Actual results could differ materially from those anticipated as a result of various factors, including adverse economic conditions, industry competition and other competitive factors, adverse weather conditions such as high water, low water, tropical storms, hurricanes, tsunamis, fog and ice, tornados, marine accidents, lock delays, fuel costs, interest rates, construction of new equipment by competitors, government and environmental laws and regulations, and the timing, magnitude and number of acquisitions made by the Company. Forward-looking statements are based on currently available information and Kirby assumes no obligation to update any such statements. A list of additional risk factors can be found in Kirby’s annual report on Form 10-K for the year ended December 31, 2024.

About Kirby Corporation
Kirby Corporation, based in Houston, Texas, is the nation’s largest domestic tank barge operator transporting bulk liquid products throughout the Mississippi River System, on the Gulf Intracoastal Waterway, and coastwise along all three United States coasts. Kirby transports petrochemicals, black oil, refined petroleum products and agricultural chemicals by tank barge. In addition, Kirby participates in the transportation of dry-bulk commodities in United States coastwise trade. Through the distribution and services segment, Kirby provides after-market services and genuine replacement parts for engines, transmissions, reduction gears, electric motors, drives, and controls, specialized electrical distribution and control systems, and related equipment used in oilfield services, marine, power generation, on-highway, and other industrial applications. Kirby also rents equipment including generators, industrial compressors, high capacity lift trucks, construction equipment, and refrigeration trailers for use in a variety of industrial markets. Kirby also manufactures and remanufactures specialized equipment, including pressure pumping units, electric power generation equipment, and specialized electrical distribution and control equipment for oilfield service, railroad and other industrial customers.

CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS
         Third Quarter  Nine Months   2025  2024  2025  2024   (unaudited, $ in thousands, except per share amounts) Revenues:            Marine transportation $484,941  $486,054  $1,453,652  $1,446,274 Distribution and services  386,220   345,095   1,058,623   1,017,287 Total revenues  871,161   831,149   2,512,275   2,463,561              Costs and expenses:            Costs of sales and operating expenses  580,491   552,091   1,656,065   1,657,004 Selling, general and administrative  87,812   84,119   268,945   254,708 Taxes, other than on income  9,768   8,973   29,140   27,327 Depreciation and amortization  66,873   60,653   196,273   177,777 Gain on disposition of assets  (3,002)  (1,617)  (4,759)  (2,206)Total costs and expenses  741,942   704,219   2,145,664   2,114,610 Operating income  129,219   126,930   366,611   348,951 Other income  5,557   2,949   15,703   9,306 Interest expense  (11,838)  (12,498)  (35,105)  (38,468)Earnings before taxes on income  122,938   117,381   347,209   319,789 Provision for taxes on income  (30,200)  (27,350)  (83,823)  (75,861)Net earnings  92,738   90,031   263,386   243,928 Net earnings attributable to noncontrolling interests  (242)  (63)  (627)  (38)Net earnings attributable to Kirby $92,496  $89,968  $262,759  $243,890 Net earnings per share attributable to Kirby common stockholders:            Basic $1.66  $1.56  $4.67  $4.20 Diluted $1.65  $1.55  $4.64  $4.17 Common stock outstanding (in thousands):            Basic  55,626   57,753   56,212   58,129 Diluted  55,970   58,186   56,560   58,526  CONDENSED CONSOLIDATED FINANCIAL INFORMATION
         Third Quarter  Nine Months   2025  2024  2025  2024   (unaudited, $ in thousands) EBITDA:(1)            Net earnings attributable to Kirby $92,496  $89,968  $262,759  $243,890 Interest expense  11,838   12,498   35,105   38,468 Provision for taxes on income  30,200   27,350   83,823   75,861 Depreciation and amortization  66,873   60,653   196,273   177,777   $201,407  $190,469  $577,960  $535,996              Capital expenditures $67,280  $76,383  $217,440  $245,990 Acquisitions of businesses and marine equipment $9,200  $—  $106,450  $65,232    September 30,
2025  December 31,
2024   (unaudited, $ in thousands) Cash and cash equivalents $47,025  $74,444 Long-term debt, including current portion $1,048,915  $874,948 Total equity $3,363,241  $3,353,248 Debt to capitalization ratio  23.8%  20.7% MARINE TRANSPORTATION STATEMENTS OF EARNINGS
         Third Quarter  Nine Months   2025  2024  2025  2024   (unaudited, $ in thousands) Marine transportation revenues $484,941  $486,054  $1,453,652  $1,446,274              Costs and expenses:            Costs of sales and operating expenses  300,021   296,114   889,797   897,351 Selling, general and administrative  34,985   34,064   108,854   103,712 Taxes, other than on income  7,266   6,524   21,842   21,104 Depreciation and amortization  54,100   49,876   158,954   146,772 Total costs and expenses  396,372   386,578   1,179,447   1,168,939              Operating income $88,569  $99,476  $274,205  $277,335 Operating margin  18.3%  20.5%  18.9%  19.2% DISTRIBUTION AND SERVICES STATEMENTS OF EARNINGS
         Third Quarter  Nine Months   2025  2024  2025  2024   (unaudited, $ in thousands) Distribution and services revenues $386,220  $345,095  $1,058,623  $1,017,287              Costs and expenses:            Costs of sales and operating expenses  280,049   255,835   766,608   758,980 Selling, general and administrative  50,081   47,547   152,154   144,987 Taxes, other than on income  2,472   2,414   7,216   6,142 Depreciation and amortization  10,949   8,921   31,950   25,350 Total costs and expenses  343,551   314,717   957,928   935,459              Operating income $42,669  $30,378  $100,695  $81,828 Operating margin  11.0%  8.8%  9.5%  8.0% OTHER COSTS AND EXPENSES
         Third Quarter  Nine Months   2025  2024  2025  2024   (unaudited, $ in thousands) General corporate expenses $5,021  $4,541  $13,048  $12,418              Gain on disposition of assets $(3,002) $(1,617) $(4,759) $(2,206) RECONCILIATION OF FREE CASH FLOW
The following is a reconciliation of GAAP net cash provided by operating activities to non-GAAP free cash flow(2):
         Third Quarter  Nine Months   2025  2024(3)  2025  2024(3)   (unaudited, $ in millions) Net cash provided by operating activities $227.5  $206.5  $358.0  $509.1 Less: Capital expenditures  (67.2)  (76.4)  (217.4)  (246.0)Free cash flow(2) $160.3  $130.1  $140.6  $263.1  MARINE TRANSPORTATION PERFORMANCE MEASUREMENTS
         Third Quarter  Nine Months   2025  2024  2025  2024 Inland Performance Measurements:            Ton Miles (in millions)(4)  3,497   3,135   10,485   9,769 Revenue/Ton Mile (cents/tm)(5)  10.8   12.5   11.1   12.0 Towboats operated (average)(6)  270   287   283   286 Delay Days(7)  1,442   2,061   8,791   8,902 Average cost per gallon of fuel consumed $2.46  $2.65  $2.46  $2.77              Barges (active):            Inland tank barges        1,105   1,095 Coastal tank barges        28   28 Offshore dry-cargo barges        2   4 Barrel capacities (in millions):            Inland tank barges        24.5   24.2 Coastal tank barges        2.9   2.9  (1)Kirby has historically evaluated its operating performance using numerous measures, one of which is EBITDA, a non-GAAP financial measure. Kirby defines EBITDA as net earnings attributable to Kirby before interest expense, taxes on income, and depreciation and amortization. EBITDA is presented because of its wide acceptance as a financial indicator. EBITDA is one of the performance measures used in calculating performance compensation pursuant to Kirby’s annual incentive plan. EBITDA is also used by rating agencies in determining Kirby’s credit rating and by analysts publishing research reports on Kirby, as well as by investors and investment bankers generally in valuing companies. EBITDA is not a calculation based on generally accepted accounting principles and should not be considered as an alternative to, but should only be considered in conjunction with, Kirby’s GAAP financial information.(2)Kirby uses certain non-GAAP financial measures to review performance excluding certain one-time items including: earnings before taxes on income, excluding one-time items; net earnings attributable to Kirby, excluding one-time items; and diluted earnings per share, excluding one-time items. Management believes the exclusion of certain one-time items from these financial measures enables it and investors to assess and understand operating performance, especially when comparing those results with previous and subsequent periods or forecasting performance for future periods, primarily because management views the excluded items to be outside of the company's normal operating results. Kirby also uses free cash flow, which is defined as net cash provided by operating activities less capital expenditures, to assess and forecast cash flow and to provide additional disclosures on the Company’s liquidity. Free cash flow does not imply the amount of residual cash flow available for discretionary expenditures as it excludes mandatory debt service requirements and other non-discretionary expenditures. These non-GAAP financial measures are not calculations based on generally accepted accounting principles and should not be considered as an alternative to but should only be considered in conjunction with Kirby’s GAAP financial information.(3)See Kirby’s annual report on Form 10-K for the year ended December 31, 2024, and its quarterly report on Form 10-Q for the quarter ended September 30, 2024 for amounts provided by (used in) investing and financing activities.(4)Ton miles indicate fleet productivity by measuring the distance (in miles) a loaded tank barge is moved. Example: A typical 30,000 barrel tank barge loaded with 3,300 tons of liquid cargo is moved 100 miles, thus generating 330,000 ton miles.(5)Inland marine transportation revenues divided by ton miles. Example: Third quarter 2025 inland marine transportation revenues of $379.3 million divided by 3,497 million inland marine transportation ton miles = 10.8 cents.(6)Towboats operated are the average number of owned and chartered towboats operated during the period.(7)Delay days measures the lost time incurred by a tow (towboat and one or more tank barges) during transit. The measure includes transit delays caused by weather, lock congestion and other navigational factors. Contact:Kurt Niemietz 713-435-1077

, /PRNewswire/ -- Stepan Company (NYSE: SCL) today reported:

Third Quarter 2025 Highlights

Reported net income was $10.8 million, down 54% versus the prior year. Adjusted net income(1) was $10.9 million, down 54% versus the prior year, largely due to a higher effective tax rate and higher interest expense.
EBITDA(2) was $56.1 million and Adjusted EBITDA(2) was $56.2 million, both up 6% respectively, year-over-year.
Global sales volume was up 1% year-over-year.
Cash from Operations was $69.8 million during the quarter. Free cash flow(3) for the quarter was $40.2 million, driven by a reduction in working capital.
Year-over-year pre-tax earnings were negatively impacted by $8.6 million due to higher costs associated with the start-up our new alkoxylation site in Pasadena, Texas and lower capitalized interest income recognition due to the Pasadena start-up.

YTD 2025 Highlights

Reported net income was $41.9 million, down 11% versus the prior year. Adjusted net income(1) was $42.2 million, down 12% versus the prior year.
EBITDA(2)  was $164.7 million and Adjusted EBITDA(2) was $165.1 million, both up 9% respectively, year-over-year.
Global sales volume was up 2% year-over-year.

"Third quarter adjusted EBITDA grew 6% and free cash flow improved to $40.2 million dollars for the quarter.  Year-to-date adjusted EBITDA is up 9% with volumes up 2%.  We achieved these positive results despite higher start-up expenses at our Pasadena site and a significant run up in oleochemical raw material costs," said Luis E. Rojo, President and Chief Executive Officer.  "Third quarter Adjusted Net Income was negatively impacted by a higher effective tax rate, higher depreciation and higher interest net versus prior year, none of which had a cash impact.  From a segment perspective, Polymer volume was up 8% as our Rigid, Specialty Polyols and Phthalic Anhydride businesses all delivered volume growth.  Within Surfactants, we experienced double digit volume growth within the Agricultural and Industrial Cleaning end markets and mid-single digit growth within the Oilfield end markets.  This growth was offset by lower demand in the global commodity Consumer Products end markets. Specialty Products delivered earnings growth during the quarter due to order timing differences. We are encouraged by volume growth across several key strategic end markets, and we remain focused on gradually restoring margins while maintaining a healthy balance between volume and margins."

Financial Summary

Three Months Ended
September 30,

Nine Months Ended
September 30,

($ in thousands, except per share data)

2025

2024

%
Change

2025

2024

%
Change

Net Sales

$

590,284

$

546,842

8

%

$

1,778,228

$

1,654,665

7

%

Operating Income

$

21,794

$

23,949

(9)

%

$

68,047

$

62,785

8

%

Net Income

$

10,839

$

23,606

(54)

%

$

41,891

$

47,020

(11)

%

Earnings per Diluted Share

$

0.47

$

1.03

(54)

%

$

1.83

$

2.05

(11)

%

Adjusted Net Income *

$

10,948

$

23,661

(54)

%

$

42,211

$

47,713

(12)

%

Adjusted Earnings per
   Diluted Share *

$

0.48

$

1.03

(53)

%

$

1.84

$

2.08

(12)

%

* See Table II for reconciliations of non-GAAP adjusted net income and adjusted earnings per diluted share.

Percentage Change in Net Sales

Net sales in the third quarter of 2025 increased 8% year-over-year.  This increase was primarily driven by higher selling prices that were mainly attributable to the pass-through of higher raw material costs and more favorable product mix.   

Three Months Ended
September 30, 2025

Nine Months Ended
September 30, 2025

Volume

1

%

2

%

Selling Price & Mix

6

%

6

%

Foreign Translation

1

%

(1)

%

Total

8

%

7

%

Segment Results

Three Months Ended
September 30,

Nine Months Ended
September 30,

($ in thousands)

2025

2024

%
Change

2025

2024

%
Change

Net Sales

Surfactants

$

422,358

$

382,724

10

%

$

1,264,151

$

1,153,339

10

%

Polymers

$

143,928

$

149,796

(4)

%

$

452,795

$

455,061

0

%

Specialty Products

$

23,998

$

14,322

68

%

$

61,282

$

46,265

32

%

Total Net Sales

$

590,284

$

546,842

8

%

$

1,778,228

$

1,654,665

7

%

Three Months Ended
September 30,

Nine Months Ended
September 30,

($ in thousands, all amounts pre-tax)

2025

2024

%
Change

2025

2024

%
Change

Operating Income

Surfactants

$

15,718

$

26,303

(40)

%

$

58,015

$

69,445

(16)

%

Polymers

$

14,104

$

15,248

(8)

%

$

39,281

$

37,227

6

%

Specialty Products

$

9,634

$

3,727

158

%

$

20,400

$

15,314

33

%

Total Segment
   Operating Income

$

39,456

$

45,278

(13)

%

$

117,696

$

121,986

(4)

%

Corporate Expenses

$

(17,662)

$

(21,329)

(17)

%

$

(49,649)

$

(59,201)

(16)

%

Consolidated
   Operating Income

$

21,794

$

23,949

(9)

%

$

68,047

$

62,785

8

%

Three Months Ended
September 30,

Nine Months Ended
September 30,

($ in millions)

2025

2024

%
Change

2025

2024

%
Change

EBITDA

$

56.1

$

53.0

6

%

$

164.7

$

151.0

9

%

Adjusted EBITDA

   Surfactants

$

38.0

$

44.2

(14)

%

$

120.9

$

122.9

(2)

%

   Polymers

$

22.4

$

23.4

(4)

%

$

64.0

$

61.6

4

%

   Specialty Products

$

11.1

$

5.2

113

%

$

24.8

$

19.8

25

%

   Unallocated Corporate

$

(15.3)

$

(19.7)

(22)

%

$

(44.6)

$

(52.4)

(15)

%

Consolidated Adjusted EBITDA

$

56.2

$

53.1

6

%

$

165.1

$

151.9

9

%

Consolidated adjusted EBITDA(2) increased $3.1 million, or 6%, in the quarter.  This increase was primarily driven by strong Specialty Products results and the non-recurrence of expenses associated with the external criminal social engineering fraud event in 2024.  Surfactant adjusted EBITDA declined due to a 2% decline in sales volume, lower unit margins and higher costs associated with the start-up of our new alkoxylation site in Pasadena, Texas.

Surfactant net sales were $422.4 million for the quarter, a 10% increase versus the prior year. Selling prices were up 11% primarily due to improved product and customer mix and the pass through of higher raw material costs. Sales volume declined 2% year-over-year primarily due to lower demand within the commodity Laundry and Cleaning end markets that was largely offset by double digit growth within the Agricultural and Industrial Cleaning end markets. Foreign currency translation positively impacted net sales by 1%. Surfactant adjusted EBITDA(2) for the quarter decreased $6.2 million, or 14%, versus the prior year. This decrease was primarily due to higher expenses associated with the start-up of our new alkoxylation facility in Pasadena, Texas, a 2% decrease in sales volume and higher oleochemicals raw material costs.
Polymer net sales were $143.9 million for the quarter, a 4% decrease versus the prior year. Selling prices decreased 14%, primarily due to the pass-through of lower raw material costs and competitive pressures. Sales volume increased 8% in the quarter. North American Rigid and commodity Phthalic Anhydride sales volume was up double digits year-over-year. Foreign currency translation positively impacted net sales by 2% during the quarter. Polymer adjusted EBITDA(2) decreased $1.0 million, or 4%, versus the prior year primarily due to lower unit margins.
Specialty Product net sales were $24.0 million for the quarter, a 68% increase versus the prior year, primarily due to higher sales volume and product mix. Specialty Product adjusted EBITDA(2) increased $5.9 million, or 113%. The increase in adjusted EBITDA(2) was primarily due to order timing fluctuations within the pharmaceutical business.

Income Taxes

The Company's effective tax rate was 23.8% in the first nine months of 2025 versus 18.9% in the first nine months of 2024.  This increase was primarily attributable to the recently enacted U.S. Tax Act (H.R.1), lower anticipated R&D tax credits and the expected tax impact of certain cash repatriations to the United States.

Outlook

"Looking forward, we remain focused on accelerating our business strategies through enhanced operational excellence, improved product and customer mix and accelerated free cash flow generation.  We believe our Surfactant business will experience continued growth in our key strategic end markets and that Polymer demand will continue improving as we get more market certainty and we execute our innovation and growth plans," said Luis E. Rojo, President and Chief Executive Officer.  "We remain on track to close our asset sale in the Philippines during the fourth quarter. In parallel, we are analyzing opportunities to optimize our footprint and asset base.  Despite the ongoing market and tariff uncertainties, we remain optimistic about delivering full-year Adjusted EBITDA growth and generating positive free cash flow in 2025."

Notes

(1) Adjusted net income and adjusted earnings per share are non-GAAP measures which exclude deferred compensation income/expense, certain environmental remediation-related costs as well as other significant and infrequent/non-recurring items. See Table II for reconciliations of non-GAAP adjusted net income and adjusted earnings per diluted share.

(2) EBITDA and adjusted EBITDA are non-GAAP measures.  See Table VI for calculations and GAAP reconciliations of EBITDA and adjusted EBITDA.

(3) Free cash flow is a non-GAAP measure and reflects cash generated from operations minus capital expenditures.  Cash generated from operations was $69.8 million during the third quarter of 2025 and capital expenditures were $29.6 million. 

Conference Call

Stepan Company will host a conference call to discuss its third quarter results at 9:00 a.m. ET (8:00 a.m. CT) on October 29, 2025. The call can be accessed by phone and webcast. To access the call by phone, please click on this Registration Link, complete the form and you will be provided with dial in details and a PIN.  To avoid delays, we encourage participants to dial into the conference call ten minutes ahead of the scheduled start time.  The webcast can be accessed through the Investors/Conference Calls page at www.stepan.com. A webcast replay of the conference call will be available at the same location shortly after the call.

Supporting Slides

Slides supporting this press release will be made available at www.stepan.com through the Investors/Presentations page at approximately the same time as this press release is issued.

Corporate Profile

Stepan Company is a major manufacturer of specialty and intermediate chemicals used in a broad range of industries. Stepan is a leading merchant producer of surfactants, which are the key ingredients in consumer and industrial cleaning and disinfection compounds and in agricultural and oilfield solutions. The Company is also a leading supplier of polyurethane polyols used in the expanding thermal insulation market, and CASE (Coatings, Adhesives, Sealants, and Elastomers) industries.

Headquartered in Northbrook, Illinois, Stepan utilizes a network of modern production facilities located in North and South America, Europe and Asia. 

The Company's common stock is traded on the New York Stock Exchange (NYSE) under the symbol SCL. For more information about Stepan Company please visit the Company online at www.stepan.com

More information about Stepan's sustainability program can be found on the Sustainability page at www.stepan.com 

Certain information in this news release consists of forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements include statements about Stepan Company's plans, objectives, strategies, financial performance and outlook, trends, the amount and timing of future cash distributions, prospects or future events and involve known and unknown risks that are difficult to predict. As a result, Stepan Company's actual financial results, performance, achievements or prospects may differ materially from those expressed or implied by these forward-looking statements. In some cases, you can identify forward-looking statements by the use of words such as "may," "could," "expect," "intend," "plan," "seek," "anticipate," "believe," "estimate," "guidance," "predict," "potential," "continue," "likely," "will," "would," "should," "illustrative" and variations of these terms and similar expressions, or the negative of these terms or similar expressions. Such forward-looking statements are necessarily based upon estimates and assumptions that, while considered reasonable by Stepan Company and its management based on their knowledge and understanding of the business and industry, are inherently uncertain. These statements are not guarantees of future performance, and stockholders should not place undue reliance on forward-looking statements.

There are a number of risks, uncertainties and other important factors, many of which are beyond Stepan Company's control, that could cause actual results to differ materially from the forward-looking statements contained in this news release. Such risks, uncertainties and other important factors include, among other factors, the risks, uncertainties and factors described in Stepan Company's Form 10-K, Form 10-Q and Form 8-K reports and exhibits to those reports, and include (but are not limited to) risks and uncertainties related to  accidents, unplanned production shutdowns or disruptions in manufacturing facilities; reduced demand due to customer product reformulations or new technologies; our inability to successfully develop or introduce new products; compliance with laws; our ability to identify suitable acquisition candidates and successfully complete and integrate acquisitions; global competition; volatility of raw material and energy costs and supply; disruptions in transportation or significant changes in transportation costs; downturns in certain industries and general economic downturns; international business risks, including currency exchange rate fluctuations, changes in global trade policies, including tariffs; legal restrictions and taxes; unfavorable resolution of litigation against us; maintaining and protecting intellectual property rights; our ability to access capital markets; global political, military, security or other instability; costs related to expansion or other capital projects; interruption or breaches of information technology systems; our ability to retain executive management and key personnel; and our debt covenants.

These forward-looking statements are made only as of the date hereof, and Stepan Company undertakes no obligation to update or revise these forward-looking statements, whether as a result of new information, future events or otherwise.

* * * * *

Tables follow

Table I

STEPAN COMPANY

For the Three and Nine Months Ended September 30, 2025 and 2024

(Unaudited – in 000's, except per share data)

Three Months Ended
September 30,

Nine Months Ended
September 30,

2025

2024

2025

2024

Net Sales

$

590,284

$

546,842

$

1,778,228

$

1,654,665

Cost of Sales

519,261

471,157

1,559,857

1,439,147

Gross Profit

71,023

75,685

218,371

215,518

Operating Expenses:

Selling

11,299

11,394

38,064

34,610

Administrative

22,864

26,254

67,079

73,513

Research, Development and Technical Services

14,225

13,532

43,575

41,881

Deferred Compensation Expense

841

556

1,606

2,729

49,229

51,736

150,324

152,733

Operating Income

21,794

23,949

68,047

62,785

Other Income (Expense):

Interest, Net

(6,815)

(3,621)

(16,426)

(9,353)

Other, Net

1,536

989

3,344

4,551

(5,279)

(2,632)

(13,082)

(4,802)

Income Before Provision for Income Taxes

16,515

21,317

54,965

57,983

Provision for Income Taxes

5,676

(2,289)

13,074

10,963

Net Income

10,839

23,606

41,891

47,020

Net Income Per Common Share

Basic

$

0.47

$

1.03

$

1.83

$

2.06

Diluted

$

0.47

$

1.03

$

1.83

$

2.05

Shares Used to Compute Net Income Per
   Common Share

Basic

22,875

22,836

22,869

22,829

Diluted

22,893

22,923

22,888

22,936

Table II

Reconciliation of Non-GAAP Net Income and Earnings per Diluted Share* 

Three Months Ended
September 30,

Nine Months Ended
September 30,

($ in thousands, except per share amounts)

2025

EPS

2024

EPS

2025

EPS

2024

EPS

Net Income Reported

$

10,839

$

0.47

$

23,606

$

1.03

$

41,891

$

1.83

$

47,020

$

2.05

Deferred Compensation (Income)

$

(149)

$

-

$

(350)

$

(0.02)

$

(549)

$

(0.02)

$

(1,043)

$

(0.05)

Environmental Remediation
    Expense

$

258

$

0.01

$

405

$

0.02

$

869

$

0.03

$

1,736

$

0.08

Adjusted Net Income

$

10,948

$

0.48

$

23,661

$

1.03

$

42,211

$

1.84

$

47,713

$

2.08

* All amounts in this table are presented after-tax

The Company believes that certain non-GAAP measures, in conjunction with comparable GAAP measures, are useful for evaluating the Company's operating performance and financial condition.  The Company uses this non-GAAP information as an indicator of business performance and evaluates management's effectiveness with specific reference to these indicators.  Management believes that these non-GAAP financial measures provide useful supplemental information because they exclude non-operational items that affect comparability between years.  These measures should be considered in addition to, not as substitutes for or superior to, measures of financial performance prepared in accordance with GAAP and may differ from similarly titled measures presented by other companies.  The Company's Annual Report on Form 10-K for the year ended December 31, 2024 contains additional information regarding the use of non-GAAP financial measures.

Summary of Third Quarter 2025 Adjusted Net Income Items

Adjusted net income excludes non-operational deferred compensation income/expense, certain environmental remediation costs and other significant and infrequent or non-recurring items.

Deferred Compensation: The third quarter of 2025 reported net income includes $0.1 million of after-tax income versus $0.4 million of after-tax income in the prior year.
Environmental Remediation: The third quarter of 2025 reported net income includes $0.3 million of after-tax expense versus $0.4 million of after-tax expense in the prior year.

Table III

Reconciliation of Pre-Tax to After-Tax Adjustments

Management uses the non-GAAP adjusted net income metric to evaluate the Company's operating performance.  Management excludes the items listed in the table below because they are non-operational items.  The cumulative tax effect was calculated using the statutory tax rates for the jurisdictions in which the transactions occurred.

Three Months Ended
September 30,

Nine Months Ended
September 30,

($ in thousands, except per share amounts)

2025

EPS

2024

EPS

2025

EPS

2024

EPS

Pre-Tax Adjustments

Deferred Compensation (Income)

$

(198)

$

(466)

$

(732)

$

(1,390)

Environmental Remediation Expense

$

344

$

541

$

1,158

$

2,315

   Total Pre-Tax Adjustments

$

146

$

75

$

426

$

925

Cumulative Tax Effect on Adjustments

$

(37)

$

(20)

$

(106)

$

(232)

After-Tax Adjustments

$

109

$

0.01

$

55

$

-

$

320

$

0.01

$

693

$

0.03

Table IV

Deferred Compensation Plans

The full effect of the deferred compensation plans on quarterly pre-tax income was $0.2 million of income versus $0.5 million of income in the prior year.  The quarter-end market prices of Company stock and the impact of deferred compensation on specific income statement line items is summarized below:

2025

2024

9/30

6/30

3/31

12/31

9/30

6/30

3/31

Stepan Company

$

47.70

$

54.58

$

55.04

$

64.70

$

77.25

$

83.96

$

90.04

Three Months Ended
September 30,

Nine Months Ended
September 30,

($ in thousands)

2025

2024

2025

2024

Deferred Compensation

Operating Income (Expense)

$

(841)

$

(556)

$

(1,606)

$

(2,729)

Other, net – Mutual Fund Gain (Loss)

1,039

1,022

2,338

4,119

Total Pre-Tax

$

198

$

466

$

732

$

1,390

Total After-Tax

$

149

$

350

$

549

$

1,043

Effects of Foreign Currency Translation

The Company's foreign subsidiaries transact business and report financial results in their respective local currencies. These results are translated into U.S. dollars at average foreign exchange rates appropriate for the reporting period.  The table below presents the impact that foreign currency translation had on select income statement line items. 

($ in millions)

Three Months Ended
September 30,

Change

Change
Due to
Foreign
Currency
Translation

Nine Months Ended
September 30,

Change

Change
Due to
Foreign
Currency
Translation

2025

2024

2025

2024

Net Sales

$

590.3

$

546.8

$

43.5

$

8.6

$

1,778.2

$

1,654.7

$

123.5

$

(11.6)

Gross Profit

71.0

75.7

$

(4.7)

1.0

218.4

215.5

$

2.9

(1.9)

Operating Income

21.8

23.9

$

(2.1)

0.5

68.0

62.8

$

5.2

(1.5)

Pretax Income

16.5

21.3

$

(4.8)

0.5

55.0

58.0

$

(3.0)

(1.6)

Corporate Expenses

Three Months Ended
September 30,

Nine Months Ended
September 30,

($ in thousands)

2025

2024

%
Change

2025

2024

%
Change

Total Corporate Expenses

$

17,662

$

21,329

(17)

%

$

49,649

$

59,201

(16)

%

Less:

   Deferred Compensation Expense

$

841

$

556

51

%

$

1,606

$

2,729

(41)

%

   Environmental Remediation
      Expense

$

344

$

541

(36)

%

$

1,158

$

2,315

(50)

%

Adjusted Corporate Expenses

$

16,477

$

20,232

(19)

%

$

46,885

$

54,157

(13)

%

Adjusted Corporate expenses decreased $3.8 million, or 19% for the quarter.  This decrease was primarily due to the non-recurrence of expenses associated with a criminal social engineering scheme in 2024.

Table V

Stepan Company

Consolidated Balance Sheets

September 30, 2025 and December 31, 2024

September 30,
2025

December 31,
2024

ASSETS

Current Assets

$

920,604

$

810,429

Property, Plant & Equipment, Net

1,213,862

1,198,454

Other Assets

297,818

295,765

Total Assets

$

2,432,284

$

2,304,648

LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities

$

713,923

$

669,034

Deferred Income Taxes

10,294

9,612

Long-term Debt

357,107

332,632

Other Non-current Liabilities

104,188

123,436

Total Stepan Company Stockholders' Equity

1,246,772

1,169,934

Total Liabilities and Stockholders' Equity

$

2,432,284

$

2,304,648

Selected Balance Sheet Information 

The Company's total debt decreased by $2.5 million and cash increased by $29.6 million versus June 30, 2025.  The Company's net debt level decreased $32.1 million versus June 30, 2025 and the net debt ratio was 30% versus 31% in the prior quarter (Net Debt and Net Debt Ratio are non-GAAP measures, reconciliations of which are shown in the table below).  Management uses the non-GAAP net debt metric to show a more complete picture of the Company's overall liquidity, financial flexibility and leverage level. 

($ in millions)

September 30,
2025

June 30,
2025

March 31,
2025

December 31,
2024

Net Debt

Total Debt

$

655.5

$

658.0

$

659.3

$

625.4

Cash

118.5

88.9

107.5

99.7

Net Debt

$

537.0

$

569.1

$

551.8

$

525.7

Equity

1,246.8

1,241.7

1,200.5

1,169.9

Net Debt + Equity

$

1,783.8

$

1,810.8

$

1,752.3

$

1,695.6

Net Debt / (Net Debt + Equity)

30

%

31

%

31

%

31

%

The major working capital components were:

($ in millions)

September 30,
2025

June 30,
2025

March 31,
2025

December 31,
2024

Net Receivables

$

436.1

$

442.2

$

436.5

$

388.0

Inventories

324.3

329.5

309.3

288.7

Accounts Payable

(289.4)

(281.8)

(298.1)

(258.8)

$

471.0

$

489.9

$

447.7

$

417.9

Table VI

Reconciliations of Non-GAAP EBITDA and Adjusted EBITDA

Management uses the non-GAAP EBITDA and adjusted EBITDA metrics to evaluate the Company's operating performance.  Management excludes the items listed in the table below because they are non-operational items.  Refer to the Income Statement on Table I for a bridge between Operating Income and Net Income.

Three Months Ended
September 30, 2025

($ in millions)

Surfactants

Polymers

Specialty
Products

Unallocated
Corporate

Consolidated

Operating Income

$

15.7

$

14.1

$

9.6

$

(17.7)

$

21.8

   Depreciation and Amortization

$

22.3

$

8.3

$

1.5

$

0.7

$

32.8

   Other, Net Income

$

-

$

-

$

-

$

1.5

$

1.5

EBITDA

$

56.1

   Deferred Compensation

$

-

$

-

$

-

$

(0.2)

$

(0.2)

   Environmental Remediation

$

-

$

-

$

-

$

0.3

$

0.3

Adjusted EBITDA

$

38.0

$

22.4

$

11.1

$

(15.3)

$

56.2

Three Months Ended
September 30, 2024

($ in millions)

Surfactants

Polymers

Specialty
Products

Unallocated
Corporate

Consolidated

Operating Income

$

26.3

$

15.2

$

3.7

$

(21.3)

$

23.9

   Depreciation and Amortization

$

17.9

$

8.2

$

1.5

$

0.5

$

28.1

   Other, Net Income

$

-

$

-

$

-

$

1.0

$

1.0

EBITDA

$

53.0

   Deferred Compensation

$

-

$

-

$

-

$

(0.4)

$

(0.4)

   Environmental Remediation

$

-

$

-

$

-

$

0.5

$

0.5

Adjusted EBITDA

$

44.2

$

23.4

$

5.2

$

(19.7)

$

53.1

Nine Months Ended
September 30, 2025

($ in millions)

Surfactants

Polymers

Specialty
Products

Unallocated
Corporate

Consolidated

Operating Income

$

58.0

$

39.3

$

20.4

$

(49.6)

$

68.1

   Depreciation and Amortization

$

62.9

$

24.7

$

4.4

$

1.3

$

93.3

   Other, Net Income

$

-

$

-

$

-

$

3.3

$

3.3

EBITDA

$

164.7

   Deferred Compensation

$

-

$

-

$

-

$

(0.7)

$

(0.7)

   Environmental Remediation

$

-

$

-

$

-

$

1.1

$

1.1

Adjusted EBITDA

$

120.9

$

64.0

$

24.8

$

(44.6)

$

165.1

Nine Months Ended
September 30, 2024

($ in millions)

Surfactants

Polymers

Specialty
Products

Unallocated
Corporate

Consolidated

Operating Income

$

69.4

$

37.2

$

15.3

$

(59.2)

$

62.7

   Depreciation and Amortization

$

53.5

$

24.4

$

4.5

$

1.3

$

83.7

   Other, Net Income

$

-

$

-

$

-

$

4.6

$

4.6

EBITDA

$

151.0

   Deferred Compensation

$

-

$

-

$

-

$

(1.4)

$

(1.4)

   Environmental Remediation

$

-

$

-

$

-

$

2.3

$

2.3

Adjusted EBITDA

$

122.9

$

61.6

$

19.8

$

(52.4)

$

151.9

SOURCE Stepan Company

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Apple's Thursday earnings report is critical for investors because it includes the first official sales figures for the iPhone 17.

The report covers sales through the end of September, which includes a little more than a weeks worth of sales data for the latest Apple smartphones that went on sale Sept. 19. In recent weeks, Wall Street has been boosting Apple stock because it looks like the iPhone 17 is a hit based on early industry estimates.

But investors will be watching closely about what Apple says regarding demand to see if this year ends up being a "super-cycle," or the first year of growth after iPhone revenue peaked in fiscal 2022. Analysts polled by FactSet expect that Apple surpassed that high mark in fiscal 2025.

Third-party estimates from analysts and industry researchers have signaled that iPhone sales are up this cycle, especially for the entry-level iPhone 17, which got the fastest chip and a screen with a faster refresh rate, and the iPhone 17 Pro models, which have a full aluminum frame and improved battery life.

But the newest iPhone model, the iPhone Air, doesn't appear to be selling well so far.

"Some reports have highlighted a more muted iPhone 17 Air uptick than we believe some had initially anticipated," Wells Fargo analyst Aaron Rakers wrote this month.

It's a familiar story for Apple, which sees the strongest growth when it introduces new iPhone models that expand the lineup. But since it went to a four-phone lineup in 2020, Apple has struggled with the fourth phone's sales, which have lagged behind the basic iPhone and the Pro models. Since 2020, Apple swapped out the "Mini" iPhone for a "Plus" iPhone with a bigger screen, and now, it's trying the "Air."

While Apple doesn't separate sales numbers for individual devices, CEO Tim Cook and CFO Kevan Parekh often provide some color during earnings calls about product launches during the quarter and how much demand the company is seeing.

When Apple launched the $999 iPhone Air in September, Tim Cook called it an "iPhone that feels like a piece of the future." Price-wise, it lands between the iPhone 17, starting at $799, and the iPhone 17 Pro, which starts at $1,099.

The iPhone Air is thinner and lighter than Apple's other phones, but that also comes with compromises. It only has one camera lens, and its battery life is shorter than its siblings. Still, it's the only iPhone this year with a significant design change, and reviews have been positive.

China sales could also boost the model. It didn't go on sale in China until earlier this month, and it sold out in minutes, according to the South China Morning Post.

Still, buyers appear to prefer what they're already familiar with.

Nikkei, a newspaper in Japan, reported last week that Apple "drastically" slashed iPhone Air component orders with its partners, but is boosting orders for its other phones.

Ming-Chi Kuo, a TF International Securities supply chain analyst known for forecasting future Apple moves, followed that report by saying that the iPhone Air had fallen short of expectations.

"This indicates that the existing Pro series and standard models already cover the majority of high-end user demand well, leaving little room to carve out new market segments and positioning," Kuo posted on social media.

In many ways, the iPhone Air underperforming is not a sea change for the company.

Since 2020, Apple has released four new phones in the fall. But one of the four new models has consistently lagged its siblings in sales, and Apple has swapped the model out over the years to find something that works.

Before the Air, it was the iPhone "Plus," in the middle of the lineup with the same specs as the main iPhone but with a larger screen. It was priced at $899. Apple tried that from 2022 through 2024.

Goldman Sachs analysts said that lead times, or how long Apple says it will take to ship a device on its website, suggested that the iPhone Air had similar demand to its predecessors.

"Lead times for the iPhone Air were initially below the iPhone 16 Plus, but have now surpassed those of the iPhone 16 Plus and are just below those of the iPhone 15 Plus," wrote Goldman Sachs analyst Michael Ng in a note this month.

Before that, Apple's fourth phone was the iPhone Mini, which cost less than the main iPhone when it was introduced in 2020, but consumers didn't flock to its smaller screen.

Analysts say that the iPhone Air could be a building block towards a more diverse lineup that could include a folding iPhone. Its thin design resembles what half of a folding phone could look like, tech critics say. And the fact that the iPhone Air doesn't have a number suggests it might not get annual updates anyway.

If Apple's other iPhones are seeing surging sales, it might not matter to investors if the Air is lagging, especially if new designs at least keep the lineup feeling fresh.

"We believe Apple has the ability to maintain the relevance of smartphones through form factor updates to iPhone," wrote Ng, the Goldman analyst. "For example, after the debut of the thinner iPhone Air form factor this year, Apple is expected to launch its first foldable iPhone in 2026, followed by an all-screen display iPhone in 2027."

Apple didn't respond to a request for comment.

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New integration unifies stakeholder and advocacy insights to help government affairs teams influence policy with greater precision and speed

WASHINGTON--(BUSINESS WIRE)--FiscalNote Holdings, Inc. (NYSE: NOTE), the leading provider of AI-driven policy and regulatory intelligence solutions, today announced the introduction of data from VoterVoice, its dedicated grassroots advocacy platform, into PolicyNote, its flagship policy monitoring platform, giving policy professionals a powerful, unified view of influence across both grasstops and grassroots efforts.

FiscalNote’s VoterVoice, the most trusted and secure advocacy tool on the market, helps more than 2,000 organizations influence the policy that matters by connecting directly with lawmakers and advocates. The new integration with PolicyNote brings in grassroots advocacy data from VoterVoice so users can now see the full picture of their work, all in one place. With campaign activity right alongside existing client stakeholder management records, clients can now see who they’re engaging with and how communities are taking grassroots action right alongside their grasstops efforts.

“Policy professionals are judged on results across multiple channels,” said Josh Resnik, CEO & President of FiscalNote. “By integrating grassroots campaign activity directly into PolicyNote, we’re providing a more holistic view of their full influence, from stakeholder engagement to community mobilization. It’s a powerful expansion of our PolicyNote platform, helping to drive real outcomes for our customers in a chaotic and complex policy environment.”

PolicyNote brings together all the data that shows how an organization builds and exerts influence — making it easier to see the full picture of its policy impact. By expanding to include advocacy data, PolicyNote gives users a holistic view that spans from grasstops to grassroots engagement and action.

With this initial integration, PolicyNote users can now view:

Stakeholder Context: See constituent and campaign data from VoterVoice directly within a stakeholder’s record

District-Level Insights: Instantly view advocate and contact counts by legislative district

Campaign Activity: Track recent outreach, including emails, calls, tweets, and letters, tied to each stakeholder

For example, before meeting with a legislator, a user can quickly see both their direct engagements and grassroots actions from that legislator’s district — creating a complete view of outreach and influence.

The new grassroots data integration is now live for all clients of PolicyNote and VoterVoice.

To learn more or to see how the PolicyNote and VoterVoice integration can support your team, request a demo: fiscalnote.com/policynote

About FiscalNote

FiscalNote (NYSE: NOTE) is the leading provider of AI-driven policy and regulatory intelligence solutions. By uniquely combining proprietary AI technology, comprehensive data, and decades of trusted analysis, FiscalNote helps customers efficiently manage political and business risk. Since 2013, FiscalNote has pioneered solutions that deliver critical insights, enabling effective decision-making and giving organizations the competitive edge they need. Home to PolicyNote, CQ, Roll Call, VoterVoice, and many other industry-leading products and brands, FiscalNote serves thousands of customers worldwide with global offices in North America, Europe, and Asia. To learn more about FiscalNote and its suite of solutions, visit fiscalnote.com and follow @FiscalNote.

CHARLOTTE, N.C.--(BUSINESS WIRE)--Hayward Holdings, Inc. (NYSE: HAYW) (“Hayward” or the “Company”), a global designer, manufacturer and marketer of a broad portfolio of pool and outdoor living technology, today announced financial results for the third quarter ended September 27, 2025 of its fiscal year 2025. Comparisons are to financial results for the prior-year third fiscal quarter.

CEO COMMENTS

“I am pleased to report third quarter results ahead of expectations, marking another quarter of strong execution by our global team”, said Kevin Holleran, Hayward’s President and Chief Executive Officer. “Our performance reflects the resiliency of our aftermarket model and continued traction in our strategic initiatives. Net sales increased 7% year-over-year with growth across both the North America and Europe and Rest of World segments. We delivered further solid margin expansion, driven by increased operational efficiencies, tariff mitigation actions, and disciplined cost management. Cash flow generation was robust, enabling us to further strengthen the balance sheet and reduce net leverage to 1.8x, the lowest level in over three years. As a result of our strong year-to-date performance and solid participation in our early buy programs, we are increasing our full year guidance. We remain focused on profitable growth and long-term shareholder value creation, and our investments in innovation, customer experience, and operational excellence are driving positive results.”

THIRD QUARTER FISCAL 2025 CONSOLIDATED RESULTS

Net sales increased by 7% to $244.3 million for the third quarter of fiscal 2025. The increase in net sales during the quarter was driven by positive net price to offset inflation and tariffs, increased volume, and the favorable impact from foreign currency translation. The increase in volume was driven by the favorable timing of orders in the 2025 season.

Gross profit increased by 11% to $125.1 million for the third quarter of fiscal 2025. Gross profit margin increased 150 basis points to 51.2%. The increase in gross profit margin was due to positive net price impact, the absence of a non-cash increase to cost of goods sold resulting from the fair value inventory step-up adjustment recognized as part of the purchase accounting for the acquisition of ChlorKing HoldCo, LLC and related entities ("ChlorKing") recorded in the prior-year period, and operational efficiencies in our manufacturing facilities, partially offset by an increase in costs driven by tariffs and inflation.

Selling, general, and administrative expense (“SG&A”) increased by 8% to $69.8 million for the third quarter of fiscal 2025. The increase in SG&A was primarily due to higher incentive compensation and higher salary costs driven by investments in our selling and customer care teams and wage inflation, and a non-recurring litigation expense, partially offset by decreased warranty costs. As a percentage of net sales, SG&A increased 30 basis points to 28.6%, compared to the prior-year period of 28.3%, driven by the factors discussed above. Research, development, and engineering expenses were $7.1 million for the third quarter of fiscal 2025, or 2.9% of net sales, as compared to $6.4 million for the prior-year period, or 2.8% of net sales.

Operating income increased by 23% to $41.1 million for the third quarter of fiscal 2025, due to the aggregated effects of the items described above. Operating income as a percentage of net sales (“operating margin”) was 16.8% for the third quarter of fiscal 2025, a 210 basis point increase from the 14.7% operating margin in the prior-year period.

Interest expense, net, decreased by 14% to $11.3 million for the third quarter of fiscal 2025 driven by lower interest rates on the first lien term loan facility and increased interest income on cash deposits.

Income tax expense for the third quarter of fiscal 2025 was $7.2 million, resulting in an effective tax rate of 23.0%, compared to an income tax expense of $4.4 million, for an effective tax rate of 21.1%, for the prior-year period. The change in the effective tax rate was primarily due to a decrease in tax benefit from stock compensation.

Net income increased by 46% to $24.0 million for the third quarter of fiscal 2025. Net income margin expanded 250 basis points to 9.8%.

Adjusted EBITDA* increased by 16% to $59.1 million for the third quarter of fiscal 2025 from $51.1 million in the prior-year period. Adjusted EBITDA margin* expanded 170 basis points to 24.2%.

Diluted EPS increased by 57% to $0.11 for the third quarter of fiscal 2025. Adjusted diluted EPS* increased by 27.3% to $0.14 for the third quarter of fiscal 2025.

THIRD QUARTER FISCAL 2025 SEGMENT RESULTS

North America

Net sales increased by 7% to $208.2 million for the third quarter of fiscal 2025. The increase was driven by positive net price to offset inflation and tariffs and a modest increase in volume.

Segment income increased by 7% to $55.4 million for the third quarter of fiscal 2025. Adjusted segment income* increased by 4% to $61.7 million.

Europe & Rest of World

Net sales increased by 11% to $36.1 million for the third quarter of fiscal 2025. The increase was primarily due to the rise in volume and the favorable impact of foreign currency translation, partially offset by the impact of a decrease in net price. The increase in volume was driven by shipment timing under the early buy program.

Segment income increased by 152% to $6.2 million for the third quarter of fiscal 2025. Adjusted segment income* increased by 144% to $6.7 million.

BALANCE SHEET AND CASH FLOW

As of September 27, 2025, Hayward had cash and cash equivalents of $428.7 million, short-term investments of $19.7 million and approximately $104.1 million available for future borrowings under its revolving credit facilities. Cash flow provided by operations for the nine months ended September 27, 2025 of $283.0 million was an increase of $7.2 million from the prior-year period. The increase in cash provided was primarily driven by an increase in net income, partially offset by less cash generated by changes in working capital compared to the prior-year period.

OUTLOOK

Hayward is increasing its full year 2025 guidance. For fiscal year 2025, Hayward now expects net sales of $1.095 billion to $1.110 billion, or an increase of approximately 4% to 5.5% from fiscal year 2024, compared to our prior guidance of $1.070 billion to $1.100 billion. We now expect Adjusted EBITDA* of $292 million to $297 million, or an increase of approximately 5% to 7% from fiscal year 2024, compared to our prior guidance of $280 million to $290 million.

Hayward is excited about the long-term dynamics of the pool industry. The installed base of pools increases every year, providing continued growth opportunities, and the Company benefits from favorable secular demand trends in outdoor living, sunbelt migration, and technology adoption. Hayward continues to leverage its competitive advantages and drive increasing adoption of its leading SmartPad™ pool equipment products both in new construction and the aftermarket, which represents approximately 85% of net sales. Hayward is confident in its long-term outlook for profitable growth and robust cash flow generation, driven by its technology leadership, operational excellence, strong brand and installed base, and multi-channel capabilities.

Please see the Forward-Looking Statements section of this release for a discussion of certain risks relevant to Hayward’s outlook.

CONFERENCE CALL INFORMATION

Hayward will hold a conference call to discuss the results today, October 29, 2025 at 9:00 a.m. (ET).

Interested investors and other parties can listen to a webcast of the live conference call by logging onto the Investor Relations section of the Company’s website at https://investor.hayward.com/events-and-presentations/default.aspx. An earnings presentation will be posted to the Investor Relations section of the Company’s website prior to the conference call.

The conference call can also be accessed by dialing (877) 423-9813 or (201) 689-8573.

For those unable to listen to the live conference call, a replay will be available approximately three hours after the call through the archived webcast on the Hayward website or by dialing (844) 512-2921 or (412) 317-6671. The access code for the replay is 13756418. The replay will be available until 11:59 p.m. Eastern Time on November 12, 2025.

ABOUT HAYWARD HOLDINGS, INC.

Hayward Holdings, Inc. (NYSE: HAYW) is a leading global designer and manufacturer of pool and outdoor living technology. With a mission to deliver exceptional products, outstanding service and innovative solutions to transform the experience of water, Hayward offers a full line of energy-efficient and sustainable residential and commercial pool equipment including pumps, heaters, sanitizers, filters, LED lighting, water features, and cleaners all digitally connected through Hayward’s intuitive IoT-enabled SmartPad™.

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

This press release contains certain statements that are “forward-looking statements” as that term is defined under the Private Securities Litigation Reform Act of 1995 (the “Act”) and releases issued by the Securities and Exchange Commission (the “SEC”). Such forward-looking statements relating to Hayward are based on the beliefs of Hayward’s management as well as assumptions made by, and information currently available to it. These forward-looking statements include, but are not limited to, statements about Hayward’s strategies, plans, objectives, expectations, intentions, expenditures and assumptions and other statements contained in or incorporated by reference in this earnings release that are not historical facts. When used in this document, words such as “guidance,” “outlook,” “may,” “will,” “should,” “could,” “intend,” “potential,” “continue,” “anticipate,” “believe,” “estimate,” “expect,” “plan,” “target,” “predict,” “project,” “seek” and similar expressions as they relate to Hayward are intended to identify forward-looking statements. Hayward believes that it is important to communicate its future expectations to its stockholders, and it therefore makes forward-looking statements in reliance upon the safe harbor provisions of the Act. However, there may be events in the future that Hayward is not able to accurately predict or control, and actual results may differ materially from the expectations it describes in its forward-looking statements.

Examples of forward-looking statements include, among others, statements Hayward makes regarding: Hayward’s 2025 guidance and outlook; business plans and objectives; general economic and industry trends; business prospects; future product development and acquisition strategies; future channel stocking levels; growth and expansion opportunities; operating results; and working capital and liquidity. The forward-looking statements in this earnings release are only predictions. Hayward may not achieve the plans, intentions or expectations disclosed in Hayward’s forward-looking statements, and you should not place significant reliance on its forward-looking statements. Hayward has based these forward-looking statements largely on its current expectations and projections about future events and financial trends that it believes may affect its business, financial condition and results of operations. Moreover, neither Hayward nor any other person assumes responsibility for the accuracy and completeness of forward-looking statements taken from third-party industry and market reports.

Important factors that could affect Hayward’s future results and could cause those results or other outcomes to differ materially from those indicated in its forward-looking statements include the following: its relationships with and the performance of distributors, builders, buying groups, retailers and servicers who sell Hayward’s products to pool owners; the impact of changes in laws, regulations and administrative policy, including those that limit U.S. tax benefits, impact trade agreements, or address the impacts of climate change; impacts on Hayward’s business from the sensitivity of its business to seasonality and unfavorable economic business conditions; Hayward's ability to develop, manufacture and effectively and profitably market and sell its new planned and future products; the impact of product manufacturing disruptions, including as a result of catastrophic and other events beyond Hayward's control; competition from national and global companies, as well as lower-cost manufacturers; the imposition, or threat of imposition, of tariffs and other trade restrictions could adversely affect Hayward’s business, including as a result of an adverse impact on general economic conditions; its ability to execute on its growth strategies and expansion opportunities; Hayward’s exposure to credit risk on its accounts receivable, impacts on Hayward’s business from political, regulatory, economic, trade, and other risks associated with operating international businesses, including risks associated with geopolitical conflict; its ability to maintain favorable relationships with suppliers and manage disruptions to its global supply chain and the availability of raw materials; Hayward’s ability to identify emerging technological and other trends in its target end markets; failure of markets to accept new product introductions and enhancements; the ability to successfully identify, finance, complete and integrate acquisitions; its reliance on information technology systems and susceptibility to threats to those systems, including cybersecurity threats, and risks arising from its collection and use of personal information data; its use of artificial intelligence technologies may not be successful and may present business, intellectual property, compliance and reputational risks; misuse of its technology-enabled products could lead to reduced sales, liability claims or harm to its reputation; regulatory changes and developments affecting Hayward’s current and future products; volatility in currency exchange rates and interest rates; Hayward’s ability to service its existing indebtedness and obtain additional capital to finance operations and its growth opportunities; Hayward’s ability to establish, maintain and effectively enforce intellectual property protection for its products, as well as its ability to operate its business without infringing, misappropriating or otherwise violating the intellectual property rights of others; the impact of material cost and other inflation, including as a result of new or increased tariffs; Hayward’s ability to attract and retain senior management and other qualified personnel; the outcome of litigation and governmental proceedings; uncertainties related to distribution channel inventory practices and its impact on Hayward’s net sales volumes; Hayward’s ability to realize cost savings from restructuring activities and other factors set forth in “Risk Factors” in Hayward’s most recent Annual Report on Form 10-K and Quarterly Report on Form 10-Q.

Many of these factors are macroeconomic in nature and are, therefore, beyond Hayward’s control. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, Hayward’s actual results, performance or achievements may vary materially from those described in this earnings release as anticipated, believed, estimated, expected, intended, planned or projected. The forward-looking statements included in this earnings release are made only as of the date of this earnings release. Unless required by United States federal securities laws, Hayward neither intends nor assumes any obligation to update these forward-looking statements for any reason after the date of this earnings release to conform these statements to actual results or to changes in Hayward’s expectations.

*NON-GAAP FINANCIAL MEASURES

This earnings release includes certain financial measures not presented in accordance with the generally accepted accounting principles in the United States (“GAAP”) including adjusted net income, adjusted basic EPS, adjusted diluted EPS, EBITDA, adjusted EBITDA, adjusted EBITDA margin, adjusted segment income and adjusted segment income margin. These financial measures are not measures of financial performance in accordance with GAAP and may exclude items that are significant in understanding and assessing the Company’s financial results. Hayward believes these non-GAAP measures provide analysts, investors and other interested parties with additional insight into the underlying trends of its business and assist these parties in analyzing the Company’s performance across reporting periods on a consistent basis by excluding items that it does not believe are indicative of its core operating performance, which allows for a better comparison against historical results and expectations for future performance. Management uses these non-GAAP measures to understand and compare operating results across reporting periods for various purposes including internal budgeting and forecasting, short and long-term operating planning, employee incentive compensation, and debt compliance. These measures should not be considered in isolation or as an alternative to net income, segment income or other measures of profitability, performance or financial condition under GAAP. You should be aware that the Company’s presentation of these measures may not be comparable to similarly titled measures used by other companies, which may be defined and calculated differently. See the appendix for a reconciliation of historical non-GAAP measures to the most directly comparable GAAP measures.

Reconciliation of full fiscal year 2025 adjusted EBITDA outlook to the comparable GAAP measure is not being provided, as Hayward does not currently have sufficient data to accurately estimate the variables and individual adjustments for such reconciliation. Adjusted EBITDA outlook for full year 2025 is calculated in a manner consistent with the historical presentation of this measure, as shown in the appendix.

Hayward Holdings, Inc.

Unaudited Condensed Consolidated Balance Sheets

(In thousands)

September 27, 2025

December 31, 2024

Assets

Current assets

Cash and cash equivalents

$

428,684

$

196,589

Short-term investments

19,650

—

Accounts receivable, net of allowances of $1,923 and $2,701, respectively

116,053

278,582

Inventories, net

229,887

216,472

Prepaid expenses

18,394

20,203

Income tax receivable

2,548

6,426

Other current assets

20,569

48,697

Total current assets

835,785

766,969

Property, plant, and equipment, net of accumulated depreciation of $121,814 and $112,099, respectively

158,234

160,377

Goodwill

949,952

943,645

Trademark

736,000

736,000

Customer relationships, net

183,296

198,333

Other intangibles, net

88,274

96,095

Other non-current assets

84,079

89,205

Total assets

$

3,035,620

$

2,990,624

Liabilities and Stockholders’ Equity

Current liabilities

Current portion of long-term debt

$

13,413

$

13,991

Accounts payable

68,766

81,476

Accrued expenses and other liabilities

180,286

217,242

Income taxes payable

—

273

Total current liabilities

262,465

312,982

Long-term debt, net

947,744

950,562

Deferred tax liabilities, net

238,893

239,111

Other non-current liabilities

63,732

64,322

Total liabilities

1,512,834

1,566,977

Stockholders’ equity

Preferred stock, $0.001 par value, 100,000,000 authorized, no shares issued or outstanding as of September 27, 2025 and December 31, 2024

—

—

Common stock $0.001 par value, 750,000,000 authorized; 245,717,477 issued and 217,051,108 outstanding at September 27, 2025; 244,444,889 issued and 215,778,520 outstanding at December 31, 2024

246

245

Additional paid-in capital

1,105,018

1,093,468

Common stock in treasury; 28,666,369 and 28,666,369 at September 27, 2025 and December 31, 2024, respectively

(359,274

)

(358,133

)

Retained earnings

782,724

699,564

Accumulated other comprehensive income

(5,928

)

(11,497

)

Total stockholders’ equity

1,522,786

1,423,647

Total liabilities and stockholders’ equity

$

3,035,620

$

2,990,624

Hayward Holdings, Inc.

Unaudited Condensed Consolidated Statements of Operations

(Dollars in thousands, except per share data)

Three Months Ended

Nine Months Ended

September 27, 2025

September 28, 2024

September 27, 2025

September 28, 2024

Net sales

$

244,336

$

227,569

$

772,780

$

724,531

Cost of sales

119,200

114,474

376,430

361,770

Gross profit

125,136

113,095

396,350

362,761

Selling, general and administrative expense

69,803

64,509

206,813

187,678

Research, development and engineering expense

7,122

6,449

19,236

18,870

Acquisition and restructuring related expense

276

1,145

3,767

2,488

Amortization of intangible assets

6,882

7,576

20,587

21,425

Operating income

41,053

33,416

145,947

132,300

Interest expense, net

11,316

13,209

38,617

48,600

Loss on debt extinguishment

—

—

—

4,926

Other expense (income), net

(1,469

)

(705

)

(1,996

)

(1,989

)

Total other expense

9,847

12,504

36,621

51,537

Income from operations before income taxes

31,206

20,912

109,326

80,763

Provision for income taxes

7,178

4,411

26,166

16,841

Net income

$

24,028

$

16,501

$

83,160

$

63,922

Earnings per share

Basic

$

0.11

$

0.08

$

0.38

$

0.30

Diluted

$

0.11

$

0.07

$

0.37

$

0.29

Weighted average common shares outstanding

Basic

216,826,626

215,231,886

216,395,032

214,836,643

Diluted

222,420,881

221,436,206

222,074,267

221,251,355

Hayward Holdings, Inc.

Unaudited Condensed Consolidated Statements of Cash Flows

(In thousands)

Nine Months Ended

September 27, 2025

September 28, 2024

Cash flows from operating activities

Net income

$

83,160

$

63,922

Adjustments to reconcile net income to net cash used in operating activities

Depreciation

17,026

13,929

Amortization of intangible assets

25,808

26,299

Amortization of deferred debt issuance fees

2,818

3,248

Stock-based compensation

9,821

7,299

Deferred income taxes (benefit)

1,949

(8,344

)

Allowance for credit losses

(1,021

)

(62

)

Loss on debt extinguishment

—

4,926

(Gain) loss on sale of property, plant and equipment

381

(451

)

Changes in operating assets and liabilities

Accounts receivable

168,754

173,400

Inventories

(8,064

)

(4,204

)

Other current and non-current assets

29,913

(6,203

)

Accounts payable

(14,002

)

2,871

Accrued expenses and other liabilities

(33,566

)

(868

)

Net cash provided by operating activities

282,977

275,762

Cash flows from investing activities

Purchases of property, plant, and equipment

(19,822

)

(16,153

)

Software development costs

(1,579

)

(1,399

)

Acquisitions, net of cash acquired

—

(61,636

)

Proceeds from sale of property, plant, and equipment

—

311

Purchases of short-term investments

(19,650

)

—

Proceeds from short-term investments

—

25,000

Net cash used in investing activities

(41,051

)

(53,877

)

Cash flows from financing activities

Proceeds from issuance of long-term debt

—

2,886

Payments of long-term debt

(6,941

)

(129,971

)

Proceeds from issuance of short-term notes payable

—

6,340

Payments of short-term notes payable

(2,169

)

(4,676

)

Debt issuance costs

(1,388

)

—

Purchase of common stock

(1,141

)

—

Other, net

719

(427

)

Net cash used in financing activities

(10,920

)

(125,848

)

Effect of exchange rate changes on cash and cash equivalents

1,089

50

Change in cash and cash equivalents

232,095

96,087

Cash and cash equivalents, beginning of period

196,589

178,097

Cash and cash equivalents, end of period

$

428,684

$

274,184

Supplemental disclosures of cash flow information:

Cash paid-interest

$

39,892

$

47,965

Cash paid-income taxes

20,587

26,853

Non-cash investing and financing activities:

Accrued and unpaid purchases of property, plant, and equipment

1,064

1,862

Equipment financed under finance leases

1,866

843

Reconciliations

Consolidated Reconciliations

Adjusted EBITDA and Adjusted EBITDA Margin Reconciliations (Non-GAAP)

Following is a reconciliation from net income to adjusted EBITDA:

(Dollars in thousands)

Three Months Ended

Nine Months Ended

September 27, 2025

September 28, 2024

September 27, 2025

September 28, 2024

Net income

$

24,028

$

16,501

$

83,160

$

63,922

Depreciation

5,509

4,862

17,026

13,929

Amortization

8,642

9,253

25,808

26,299

Interest expense, net

11,316

13,209

38,617

48,600

Income taxes

7,178

4,411

26,166

16,841

Loss on debt extinguishment

—

—

—

4,926

EBITDA

56,673

48,236

190,777

174,517

Stock-based compensation (a)

—

136

57

556

Currency exchange items (b)

(536

)

(344

)

236

(470

)

Acquisition and restructuring related expense, net (c)

276

1,145

3,767

2,488

Other (d)

2,653

1,920

1,567

1,657

Total Adjustments

2,393

2,857

5,627

4,231

Adjusted EBITDA

$

59,066

$

51,093

$

196,404

$

178,748

Net income margin

9.8

%

7.3

%

10.8

%

8.8

%

Adjusted EBITDA margin

24.2

%

22.5

%

25.4

%

24.7

%

(a)

Represents non-cash stock-based compensation expense related to equity awards issued to management, employees, and directors. The adjustment includes only expense related to awards issued under the 2017 Equity Incentive Plan, which were awards granted prior to the effective date of Hayward’s initial public offering (the “IPO”).

(b)

Represents unrealized non-cash (gains) losses on foreign denominated monetary assets and liabilities and foreign currency contracts.

(c)

Adjustments in the three months ended September 27, 2025 are primarily driven by $0.3 million of costs related to restructuring actions in E&RW. Adjustments in the three months ended September 28, 2024 are primarily driven by $0.7 million of transaction and integration costs associated with the acquisition of the ChlorKing business and $0.4 million of costs to finalize actions initiated in prior years.

Adjustments in the nine months ended September 27, 2025 are primarily driven by $3.3 million of transaction and integration costs associated with the acquisition of the ChlorKing business, $0.5 million of costs related to restructuring actions in E&RW and $0.2 million of separation costs for the consolidation of operations in North America, partially offset by a reduction in expense of $0.2 million to finalize the relocation of the Company's corporate office functions to Charlotte, North Carolina from Berkeley Heights, New Jersey. Adjustments in the nine months ended September 28, 2024 are primarily driven by $1.3 million of transaction and integration costs associated with the acquisition of ChlorKing, $0.7 million of separation and other costs associated with the centralization and consolidation of operations in Europe and $0.4 million of costs to finalize actions initiated in prior years.

(d)

Adjustments in the three months ended September 27, 2025 primarily include a $2.8 million non-recurring litigation expense. Expense beyond the $2.8 million will be paid by the Company's insurance carriers pursuant to the Company's retention amount with its insurance carriers. Other adjustments include $0.2 million of income from insurance proceeds related to flood damage associated with a hurricane at a contract manufacturing facility. Adjustments in the three months ended September 28, 2024 are primarily driven by a $1.6 million non-cash increase in cost of goods sold resulting from the fair value inventory step-up adjustment recognized as part of the purchase accounting for the acquisition of the ChlorKing business and $0.3 million of costs incurred related to litigation.

Adjustments in the nine months ended September 27, 2025 primarily include a $2.8 million non-recurring litigation expense. Expense beyond the $2.8 million will be paid by the Company's insurance carriers pursuant to the Company's retention amount with its insurance carriers. Other adjustments include $1.3 million of income from insurance proceeds related to flood damage associated with a hurricane at a contract manufacturing facility. Adjustments in the nine months ended September 28, 2024 are primarily driven by a $1.6 million non-cash increase in cost of goods sold resulting from the fair value inventory step-up adjustment recognized as part of the purchase accounting for the acquisition of the ChlorKing business and $0.5 million of costs incurred related to litigation, partially offset by $0.5 million of gains on the sale of assets.

Following is a reconciliation from net income to adjusted EBITDA for the last twelve months:

(Dollars in thousands)

Last Twelve Months(e)

Fiscal Year

September 27, 2025

December 31, 2024

Net income

$

137,893

$

118,655

Depreciation

23,175

20,078

Amortization

35,292

35,783

Interest expense, net

52,180

62,163

Income taxes

34,852

25,527

Loss on debt extinguishment

—

4,926

EBITDA

283,392

267,132

Stock-based compensation (a)

109

608

Currency exchange items (b)

(130

)

(836

)

Acquisition and restructuring related expense, net (c)

7,743

6,464

Other (d)

3,989

4,079

Total Adjustments

11,711

10,315

Adjusted EBITDA

$

295,103

$

277,447

Net income margin

12.5

%

11.3

%

Adjusted EBITDA margin

26.8

%

26.4

%

(a)

Represents non-cash stock-based compensation expense related to equity awards issued to management, employees, and directors. The adjustment includes only expense related to awards issued under the 2017 Equity Incentive Plan, which were awards granted prior to the effective date of the IPO.

(b)

Represents unrealized non-cash (gains) losses on foreign denominated monetary assets and liabilities and foreign currency contracts.

(c)

Adjustments in the last twelve months ended September 27, 2025 primarily include $6.3 million of compensation expenses for the retention of key employees acquired in the ChlorKing acquisition. Pursuant to the ChlorKing acquisition agreement, this $6.3 million was an employee retention payment that was deposited into an escrow account on the date of acquisition. The full amount held in escrow was to be released to the specified key employees if such employees are employed by Hayward on the one-year anniversary of the acquisition. These payments were contingent on continued employment and are not dependent on the achievement of any metric or performance measure. The retention costs were recognized over the twelve-month period from the date of acquisition. Further, other adjustments include $1.1 million of termination benefits related to a reduction-in-force within E&RW, $0.3 million of facility and other costs related to a restructuring action within E&RW and $0.2 million of separation costs associated with the consolidation of operations in North America, partially offset by a reduction in expense of $0.2 million to finalize the relocation of the Company's corporate headquarters to Charlotte, North Carolina.

Adjustments in the year ended December 31, 2024 are primarily driven by $3.2 million of compensation expenses for the retention of key employees acquired in the ChlorKing acquisition. Pursuant to the ChlorKing acquisition agreement, this $3.2 million was part of a total $6.3 million employee retention payment that was deposited into an escrow account on the date of acquisition. The full amount held in escrow will be released to the specified key employees if such employees are employed by Hayward on the one-year anniversary of the acquisition. These payments are contingent on continued employment and are not dependent on the achievement of any metric or performance measure. The retention costs will be recognized over the twelve-month period from the date of acquisition. Further, other adjustments for the year ended December 31, 2024 include $1.1 million of transaction and integration costs associated with the acquisition of the ChlorKing business, $0.9 million of termination benefits related to a reduction-in-force within E&RW, $0.8 million of separation and other costs associated with the centralization and consolidation of operations in Europe and $0.4 million of costs to finalize restructuring actions initiated in prior years.

(d)

Adjustments in the last twelve months ended September 27, 2025 are primarily driven by a $2.8 million non-recurring litigation expense, a $1.6 million increase in cost of goods sold resulting from the fair value inventory step-up adjustment recognized as part of the purchase accounting for the acquisition of the ChlorKing business partially offset by $0.6 million of net insurance settlement proceeds which reflects costs incurred of $0.7 million offset by $1.3 million of insurance proceeds related to flood damage associated with a hurricane at a contract manufacturing facility.

Adjustments in the year ended December 31, 2024 are primarily driven by a $3.3 million increase in cost of goods sold resulting from the fair value inventory step-up adjustment recognized as part of the purchase accounting for the acquisition of the ChlorKing business, $0.7 million of costs sustained from flood damage associated with a hurricane at a contract manufacturing facility and $0.5 million of costs incurred related to litigation, partially offset by $0.5 million of gains on the sale of assets.

(e)

Items for the last twelve months ended September 27, 2025 are calculated by adding the items for the nine months ended September 27, 2025 plus fiscal year ended December 31, 2024 and subtracting the items for the nine months ended September 28, 2024.

Adjusted Net Income and Adjusted EPS Reconciliation (Non-GAAP)

Following is a reconciliation of net income to adjusted net income and earnings per share to adjusted earnings per share:

(Dollars in thousands, except per share data)

Three Months Ended

Nine Months Ended

September 27, 2025

September 28, 2024

September 27, 2025

September 28, 2024

Net income

$

24,028

$

16,501

$

83,160

$

63,922

Tax adjustments (a)

(481

)

(451

)

(673

)

(2,203

)

Other adjustments and amortization:

Stock-based compensation (b)

—

136

57

556

Currency exchange items (c)

(536

)

(344

)

236

(470

)

Acquisition and restructuring related expense, net (d)

276

1,145

3,767

2,488

Other (e)

2,653

1,920

1,567

1,657

Total other adjustments

2,393

2,857

5,627

4,231

Loss on debt extinguishment

—

—

—

4,926

Amortization

8,642

9,253

25,808

26,299

Tax effect (f)

(2,708

)

(2,815

)

(7,717

)

(8,360

)

Adjusted net income

$

31,874

$

25,345

$

106,205

$

88,815

Weighted average number of common shares outstanding, basic

216,826,626

215,231,886

216,395,032

214,836,643

Weighted average number of common shares outstanding, diluted

222,420,881

221,436,206

222,074,267

221,251,355

Basic EPS

$

0.11

$

0.08

$

0.38

$

0.30

Diluted EPS

$

0.11

$

0.07

$

0.37

$

0.29

Adjusted basic EPS

$

0.15

$

0.12

$

0.49

$

0.41

Adjusted diluted EPS

$

0.14

$

0.11

$

0.48

$

0.40

(a)

Tax adjustments for the three and nine months ended September 27, 2025 reflect a normalized tax rate of 24.5% and 24.5%, respectively, compared to the Company’s effective tax rate of 23.0% and 23.9%, respectively. The Company’s effective tax rate for the three and nine months ended September 27, 2025 primarily includes the tax benefits resulting from stock compensation. Tax adjustments for the three and nine months ended September 28, 2024 reflect a normalized tax rate of 23.2% and 22.5%, respectively, compared to the Company's effective tax rate of 21.1% and 20.9%, respectively. The Company’s effective tax rate for the three months ended September 28, 2024 includes the tax benefits resulting from stock compensation and the nine months ended September 28, 2024 additionally includes a tax benefit resulting from a return-to-provision adjustment.

(b)

Represents non-cash stock-based compensation expense related to equity awards issued to management, employees, and directors. The adjustment includes only expense related to awards issued under the 2017 Equity Incentive Plan, which were awards granted prior to the effective date of the IPO.

(c)

Represents unrealized non-cash (gains) losses on foreign denominated monetary assets and liabilities and foreign currency contracts.

(d)

Adjustments in the three months ended September 27, 2025 are primarily driven by $0.3 million of costs related to restructuring actions in E&RW. Adjustments in the three months ended September 28, 2024 are primarily driven by $0.7 million of transaction and integration costs associated with the acquisition of the ChlorKing business and $0.4 million of costs to finalize actions initiated in prior years.

Adjustments in the nine months ended September 27, 2025 are primarily driven by $3.3 million of transaction and integration costs associated with the acquisition of the ChlorKing business, $0.5 million of costs related to restructuring actions in E&RW and $0.2 million of separation costs for the consolidation of operations in North America, partially offset by a reduction in expense of $0.2 million to finalize the relocation of the Company's corporate office functions to Charlotte, North Carolina from Berkeley Heights, New Jersey. Adjustments in the nine months ended September 28, 2024 are primarily driven by $1.3 million of transaction and integration costs associated with the acquisition of ChlorKing, $0.7 million of separation and other costs associated with the centralization and consolidation of operations in Europe and $0.4 million of costs to finalize actions initiated in prior years.

(e)

Adjustments in the three months ended September 27, 2025 primarily include a $2.8 million non-recurring litigation expense. Expense beyond the $2.8 million will be paid by the Company's insurance carriers pursuant to the Company's retention amount with its insurance carriers. Other adjustments include $0.2 million of income from insurance proceeds related to flood damage associated with a hurricane at a contract manufacturing facility. Adjustments in the three months ended September 28, 2024 are primarily driven by a $1.6 million non-cash increase in cost of goods sold resulting from the fair value inventory step-up adjustment recognized as part of the purchase accounting for the acquisition of the ChlorKing business and $0.3 million of costs incurred related to litigation.

Adjustments in the nine months ended September 27, 2025 primarily include a $2.8 million non-recurring litigation expense. Expense beyond the $2.8 million will be paid by the Company's insurance carriers pursuant to the Company's retention amount with its insurance carriers. Other adjustments include $1.3 million of income from insurance proceeds related to flood damage associated with a hurricane at a contract manufacturing facility. Adjustments in the nine months ended September 28, 2024 are primarily driven by a $1.6 million non-cash increase in cost of goods sold resulting from the fair value inventory step-up adjustment recognized as part of the purchase accounting for the acquisition of the ChlorKing business and $0.5 million of costs incurred related to litigation, partially offset by $0.5 million of gains on the sale of assets.

(f)

The tax effect represents the immediately preceding adjustments at the normalized tax rates as discussed in footnote (a) above.

Segment Reconciliations

Following is a reconciliation from segment income to adjusted segment income for the North America (“NAM”) and Europe & Rest of World (“E&RW”) segments:

(Dollars in thousands)

Three Months Ended

Three Months Ended

September 27, 2025

September 28, 2024

NAM

E&RW

NAM

E&RW

Segment income

$

55,387

$

6,247

$

51,569

$

2,475

Depreciation

4,675

441

4,404

271

Amortization

1,760

—

1,677

—

Stock-based compensation

—

—

107

—

Other (a)

(101

)

—

1,704

—

Total adjustments

6,334

441

7,892

271

Adjusted segment income

$

61,721

$

6,688

$

59,461

$

2,746

Segment income margin %

26.6

%

17.3

%

26.4

%

7.6

%

Adjusted segment income margin %

29.6

%

18.5

%

30.5

%

8.4

%

(Dollars in thousands)

Nine Months Ended

Nine Months Ended

September 27, 2025

September 28, 2024

NAM

E&RW

NAM

E&RW

Segment income

$

182,215

$

20,374

$

166,646

$

16,800

Depreciation

14,623

1,294

12,619

791

Amortization

5,221

—

4,874

—

Stock-based compensation

—

—

176

10

Other (a)

(611

)

—

1,723

—

Total adjustments

19,233

1,294

19,392

801

Adjusted segment income

$

201,448

$

21,668

$

186,038

$

17,601

Segment income margin %

28.0

%

16.7

%

27.3

%

14.6

%

Adjusted segment income margin %

31.0

%

17.7

%

30.5

%

15.3

%

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