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Griffon Corporation Announces Third Quarter Results

NEW YORK, NEW YORK, August 6, 2025 – Griffon Corporation (“Griffon” or the “Company”) (NYSE:GFF) today reported results for the fiscal 2025 third quarter ended June 30, 2025.

Revenue for the third quarter totaled $613.6 million, a 5% decrease compared to $647.8 million in the prior year quarter.

During the fiscal 2025 third quarter, Griffon recorded a net loss of $120.1 million, or $2.65 per share, which included a charge of $217.2 million, net of tax, or $4.69 per share, related to the impairment of Hunter Fan acquisition related goodwill and intangible assets in the Consumer and Professional Products ("CPP") segment. Prior year third quarter net income was $41.1 million, or $0.84 per share.

Adjusted net income, which excludes all items that affect comparability from both periods, was $69.2 million, or $1.50 per share, in the current year quarter compared to $60.5 million, or $1.24 per share, in the prior year quarter. For a reconciliation of net income (loss) to adjusted net income (a non-GAAP measure), and earnings (loss) per share to adjusted earnings per share (a non-GAAP measure), see the attached table.
Adjusted EBITDA for the third quarter was $134.7 million, a 7% increase from the prior year quarter of $125.5 million. Adjusted EBITDA, excluding unallocated amounts (primarily corporate overhead) of $13.3 million in the current quarter and $15.3 million in the prior year quarter, totaled $148.0 million, increasing 5% from the prior year of $140.8 million. For a reconciliation of adjusted EBITDA, a non-GAAP measure, to income (loss) before taxes, and the definition of adjusted EBITDA, see the attached table.

“Our Home and Building Products' ("HBP") segment continued its strong performance this quarter. For the first nine-months of the year, HBP exceeded our expectations led by an EBITDA margin of 31.4% driven by favorable price and mix,” said Ronald J. Kramer, Chairman and CEO of Griffon. “Our Consumer and Professional Products segment has continued to be impacted by weak demand. However, through the first nine months, its EBITDA margin improved 270 basis points year-over-year driven by the transition of our U.S. operations to an asset-light business model and solid performance from our team in Australia. Given our overall year-to-date performance, and despite uncertain economic operating conditions, we are reaffirming our full-year EBITDA guidance.”

"During the first nine months of fiscal 2025, the company generated $261 million of free cash flow," continued Mr. Kramer. "So far this year, Griffon repurchased $113 million of its stock, reduced debt by $76 million, and paid $32 million in dividends while reducing leverage 0.1x to 2.5x. These actions underscore our confidence in the strategic direction of the company and the resiliency of our business."







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Segment Operating Results

Home and Building Products ("HBP")

HBP's third quarter revenue of $400.2 million increased 2% from the prior year quarter due to favorable price and mix of 3%, partially offset by decreased volume of 1%.

Adjusted EBITDA of $128.8 million increased 9% from $118.5 million in the prior year quarter resulting from increased revenue noted above and reduced material costs, partially offset by increased labor costs.

Consumer and Professional Products ("CPP")

CPP's third quarter revenue of $213.4 million decreased 16% compared to the prior year quarter, primarily driven by decreased volume of 19% due to reduced consumer demand across all geographic regions, except Australia, and disrupted historical customer ordering patterns in the U.S. due to increased tariffs. CPP benefited from price and mix of 2% and incremental revenue from the Pope acquisition contributed 1%.

Adjusted EBITDA of $19.2 million decreased 14% from $22.3 million in the prior year quarter, primarily due to decreased revenue noted above, partially offset by the benefits from the U.S. global sourcing expansion initiative, improved margins across all geographic regions, and reduced administrative expenses. Foreign currency had a 1% unfavorable impact on the current quarter adjusted EBITDA.

Taxes

The Company reported a pretax loss from operations for the quarter ended June 30, 2025 compared to pretax income from operations for the quarter ended June 30, 2024, and recognized effective tax rates of 19.5% and 32.7%, respectively. Excluding all items that affect comparability, the effective tax rates for the quarters ended June 30, 2025 and 2024 were 27.4% and 27.9%, respectively.

Balance Sheet and Capital Expenditures
As of June 30, 2025, the Company had cash and equivalents of $107.3 million and total debt outstanding of $1.45 billion, resulting in net debt of $1.34 billion. During the quarter, debt was reduced by $87 million. Leverage, as calculated in accordance with our credit agreement (see the attached table), was 2.5x net debt to EBITDA compared to 2.7x at June 30, 2024 and 2.6x at September 30, 2024. At June 30, 2025, borrowing availability under the revolving credit facility was $449.5 million, subject to certain loan covenants.

Free cash flow of $261 million for the nine month period ended June 30, 2025 reflects the Company's strong operating results through the third quarter of 2025. Capital expenditures, net, were $8.4 million for the quarter ended June 30, 2025. For a reconciliation of free cash flow, a non-GAAP measure, to net cash provided by operating activities, and the definition of free cash flow, see the attached table.

Share Repurchases

Share repurchases during the quarter ended June 30, 2025 totaled 0.6 million shares for a total of $40.3 million, or an average of $69.28 per share. Since April 2023 and through June 30, 2025, the Company purchased 10.5 million shares of common stock or 18.4% of the outstanding shares, for a total of $538.4 million or an average of $51.15 per share. As of June 30, 2025, $319.6 million remained under the Board authorized share repurchase program.




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Updated 2025 Outlook

We now expect fiscal year 2025 revenue to be $2.5 billion versus prior guidance of $2.6 billion. The $100 million reduction is attributable to the CPP segment, reflecting ongoing weak consumer demand coupled with the impact of increased tariffs disrupting historical customer ordering patterns.

We are maintaining segment adjusted EBITDA guidance of $575 million to $600 million, with the upper end of the range reflecting potential incremental volume. We expect HBP segment margin in excess of 31%, versus prior guidance of in excess of 30%, and CPP EBITDA margin of approximately 8%, versus our prior guidance of in excess of 9%.

We now expect interest expense to be $95 million versus our prior guidance of $102 million, and capital expenditures of $60 million versus prior guidance of $65 million. We continue to expect free cash flow to exceed net income, depreciation of $42 million, amortization of $23 million, and a normalized tax rate of approximately 28%.

Conference Call Information

The Company will hold a conference call today, August 6, 2025, at 8:30 AM ET.

The call can be accessed by dialing 1-877-407-0792 (U.S. participants) or 1-201-689-8263 (International participants). Callers should ask to be connected to the Griffon Corporation teleconference or provide conference ID number 13754576. Participants are encouraged to dial-in at least 10 minutes before the scheduled start time.

A replay of the call will be available starting on Wednesday, August 6, 2025, at 11:30 AM ET by dialing 1-844-512-2921 (U.S.) or 1-412-317-6671 (International), and entering the conference ID number: 13754576. The replay will be available through Wednesday, August 20, 2025, at 11:59 PM ET.



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Forward-looking Statements

“Safe Harbor” Statements under the Private Securities Litigation Reform Act of 1995: All statements related to, among other things, income (loss), earnings, cash flows, revenue, changes in operations, operating improvements, industries in which Griffon Corporation (the “Company” or “Griffon”) operates and the United States and global economies that are not historical are hereby identified as “forward-looking statements,” and may be indicated by words or phrases such as “anticipates,” “supports,” “plans,” “projects,” “expects,” “believes,” "achieves", “should,” “would,” “could,” “hope,” “forecast,” “management is of the opinion,” “may,” “will,” “estimates,” “intends,” “explores,” “opportunities,” the negative of these expressions, use of the future tense and similar words or phrases. Such forward-looking statements are subject to inherent risks and uncertainties that could cause actual results to differ materially from those expressed in any forward-looking statements. These risks and uncertainties include, among others: current economic conditions and uncertainties in the housing, credit and capital markets; Griffon’s ability to achieve expected savings and improved operational results from cost control, restructuring, integration and disposal initiatives (including the expanded CPP global outsourcing strategy announced in May 2023); the ability to identify and successfully consummate, and integrate, value-adding acquisition opportunities; increasing competition and pricing pressures in the markets served by Griffon’s operating companies; the ability of Griffon’s operating companies to expand into new geographic and product markets, and to anticipate and meet customer demands for new products and product enhancements and innovations; increases in the cost or lack of availability of raw materials such as steel, resin and wood, components or purchased finished goods, including any potential impact on costs or availability resulting from tariffs; changes in customer demand or loss of a material customer at one of Griffon’s operating companies; the potential impact of seasonal variations and uncertain weather patterns on certain of Griffon’s businesses; political events or military conflicts that could impact the worldwide economy; a downgrade in Griffon’s credit ratings; changes in international economic conditions including inflation, interest rate and currency exchange fluctuations; the reliance by certain of Griffon’s businesses on particular third party suppliers and manufacturers to meet customer demands; the relative mix of products and services offered by Griffon’s businesses, which impacts margins and operating efficiencies; short-term capacity constraints or prolonged excess capacity; unforeseen developments in contingencies, such as litigation, regulatory and environmental matters; Griffon’s ability to adequately protect and maintain the validity of patent and other intellectual property rights; the cyclical nature of the businesses of certain of Griffon’s operating companies; possible terrorist threats and actions and their impact on the global economy; effects of possible IT system failures, data breaches or cyber-attacks; the impact of pandemics, such as COVID-19, on the U.S. and the global economy, including business disruptions, reductions in employment and an increase in business and operating facility failures, specifically among our customers and suppliers; Griffon’s ability to service and refinance its debt; and the impact of recent and future legislative and regulatory changes, including, without limitation, changes in tax laws. Such statements reflect the views of the Company with respect to future events and are subject to these and other risks, as previously disclosed in the Company’s Securities and Exchange Commission filings. Readers are cautioned not to place undue reliance on these forward-looking statements. These forward-looking statements speak only as of the date made. Griffon undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

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About Griffon Corporation

Griffon Corporation is a diversified management and holding company that conducts business through wholly-owned subsidiaries. Griffon oversees the operations of its subsidiaries, allocates resources among them and manages their capital structures. Griffon provides direction and assistance to its subsidiaries in connection with acquisition and growth opportunities as well as divestitures. As long-term investors, we intend to continue to grow and strengthen our existing businesses, and to diversify further through investments in our businesses and acquisitions.

Griffon conducts its operations through two reportable segments:

•Home and Building Products ("HBP") conducts its operations through Clopay Corporation. Founded in 1964, Clopay is the largest manufacturer and marketer of garage doors and rolling steel doors in North America. Residential and commercial sectional garage doors are sold through professional dealers and leading home center retail chains throughout North America under the brands Clopay, Ideal, and Holmes. Rolling steel door and grille products designed for commercial, industrial, institutional, and retail use are sold under the Cornell and Cookson brands.

•Consumer and Professional Products (“CPP”) is a global provider of branded consumer and professional tools; residential, industrial and commercial fans; home storage and organization products; and products that enhance indoor and outdoor lifestyles. CPP sells products globally through a portfolio of leading brands including AMES, since 1774, Hunter, since 1886, True Temper, and ClosetMaid.

For more information on Griffon and its operating subsidiaries, please see the Company’s website at www.griffon.com.

Company Contact            Investor Relations Contact        
Brian G. Harris                Tom Cook            
EVP & Chief Financial Officer        Managing Director
Griffon Corporation            ICR Inc.    
(212) 957-5000                (203) 682-8250
IR@griffon.com




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Griffon evaluates performance and allocates resources based on segment adjusted EBITDA and adjusted EBITDA, non-GAAP measures, which are defined as income (loss) before taxes, excluding interest income and expense, depreciation and amortization, strategic review charges, non-cash impairment charges, restructuring charges, gain/loss from debt extinguishment and acquisition related expenses, as well as other items that may affect comparability, as applicable. Segment adjusted EBITDA also excludes unallocated amounts, mainly corporate overhead. Griffon believes this information is useful to investors.

The following tables provide operating highlights and a reconciliation of segment adjusted EBITDA and adjusted EBITDA to income (loss) before taxes:
(in thousands)For the Three Months Ended June 30,For the Nine Months Ended June 30,
REVENUE2025202420252024
Home and Building Products$400,244 $394,214 $1,163,893 $1,182,067 
Consumer and Professional Products213,383 253,600 693,851 781,780 
Total revenue$613,627 $647,814 $1,857,744 $1,963,847 

 For the Three Months Ended June 30,For the Nine Months Ended June 30,
(in thousands)2025202420252024
ADJUSTED EBITDA    
Home and Building Products$128,755 $118,516 $365,231 $372,159 
Consumer and Professional Products19,222 22,263 61,140 47,923 
Segment adjusted EBITDA147,977 140,779 426,371 420,082 
Unallocated amounts, excluding depreciation*(13,264)(15,285)(41,941)(44,006)
Adjusted EBITDA134,713 125,494 384,430 376,076 
Net interest expense(23,568)(26,255)(71,271)(76,642)
Depreciation and amortization(15,822)(15,247)(47,086)(45,150)
Loss from debt extinguishment— (1,700)— (1,700)
Restructuring charges— (18,688)— (33,489)
Gain (loss) on sale of real estate122 (725)8,279 (167)
Strategic review - retention and other(1,033)(1,870)(3,883)(9,204)
Goodwill and intangible asset impairments(243,612)— (243,612)— 
Income (loss) before taxes $(149,200)$61,009 $26,857 $209,724 
* Primarily Corporate Overhead
(in thousands)For the Three Months Ended June 30,For the Nine Months Ended June 30,
DEPRECIATION and AMORTIZATION2025202420252024
Segment:    
Home and Building Products$4,440 $3,883 $13,049 $11,288 
Consumer and Professional Products11,238 11,225 33,634 33,453 
Total segment depreciation and amortization15,678 15,108 46,683 44,741 
Corporate144 139 403 409 
Total consolidated depreciation and amortization$15,822 $15,247 $47,086 $45,150 

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Griffon believes free cash flow ("FCF", a non-GAAP measure) is a useful measure for investors because it demonstrates the Company's ability to generate cash from operations for purposes such as repaying debt, funding acquisitions and paying dividends. FCF is defined as net cash provided by operating activities less capital expenditures, net of proceeds.

The following table provides a reconciliation of net cash provided by operating activities to FCF:

For the Nine Months Ended June 30,
(in thousands)20252024
Net cash provided by operating activities$282,481 $307,938 
Acquisition of property, plant and equipment(39,867)(47,849)
Proceeds from the sale of property, plant and equipment17,895 13,572 
FCF$260,509 $273,661 

Net debt to EBITDA (Leverage ratio), a non-GAAP measure, is a key financial measure that is used by management to assess the borrowing capacity of the Company. The Company has defined its net debt to EBITDA leverage ratio as net debt (total principal debt outstanding net of cash and equivalents) divided by the sum of trailing twelve-month (“TTM”) adjusted EBITDA (as defined above) and TTM stock-based compensation expense. The following table provides a calculation of our net debt to EBITDA leverage ratio as calculated per our credit agreement:

(in thousands)June 30,
2025		September 30,
2024		June 30,
2024
Cash and equivalents$107,279 $114,438 $133,452 
Notes payable and current portion of long-term debt
$8,123 $8,155 $8,138 
Long-term debt, net of current maturities1,442,855 1,515,897 1,499,211 
Debt discount/premium and issuance costs12,591 15,633 16,663 
Total gross debt1,463,569 1,539,685 1,524,012 
Debt, net of cash and equivalents$1,356,290 $1,425,247 $1,390,560 
TTM adjusted EBITDA (1)
521,956 $513,602 $497,359 
Special dividend ESOP Charges— — $(6,452)
TTM Stock and ESOP-based compensation24,973 26,838 32,251 
TTM adjusted EBITDA
$546,929 $540,440 $523,158 
Leverage ratio2.5x2.6x2.7x
1. Griffon defines adjusted EBITDA as operating results before interest income and expense, income taxes, depreciation and amortization, restructuring charges, strategic review charges, non-cash impairment charges, debt extinguishment, net and acquisition related expenses, as well as other items that may affect comparability, as applicable.

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The following tables provide a reconciliation of gross profit and selling, general and administrative expenses for items that affect comparability for the three and nine months ended June 30, 2025, and 2024:

(in thousands)For the Three Months Ended June 30,For the Nine Months Ended June 30,
2025202420252024
Gross profit, as reported$265,248 $249,149 $781,735 $756,455 
% of revenue43.2 %38.5 %42.1 %38.5 %
Adjusting items:
Restructuring charges(1)
— 15,744 — 28,724 
Gross profit, as adjusted$265,248 $264,893 $781,735 $785,179 
% of revenue43.2 %40.9 %42.1 %40.0 %
(1) For the quarter and nine months ended June 30, 2024, restructuring charges relate to the CPP global sourcing expansion.

(in thousands)For the Three Months Ended June 30,For the Nine Months Ended June 30,
2025202420252024
Selling, general and administrative expenses, including goodwill and intangible asset impairments as reported$391,249 $159,810 $694,477 $469,830 
% of revenue63.8 %24.7 %37.4 %23.9 %
Adjusting items:
Restructuring charges(1)
— (2,944)— (4,765)
Goodwill and intangible asset impairments(243,612)— (243,612)— 
Strategic review - retention and other(1,033)(1,870)(3,883)(9,204)
Selling, general and administrative expenses, as adjusted$146,604 $154,996 $446,982 $455,861 
% of revenue23.9 %23.9 %24.1 %23.2 %
(1) For the quarter and nine months ended June 30, 2024, restructuring charges relate to the CPP global sourcing expansion.
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GRIFFON CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
(in thousands, except per share data)
(Unaudited)
 Three Months Ended June 30,Nine Months Ended June 30,
 2025202420252024
Revenue$613,627 $647,814 $1,857,744 $1,963,847 
Cost of goods and services348,379 398,665 1,076,009 1,207,392 
Gross profit265,248 249,149 781,735 756,455 
Selling, general and administrative expenses147,637 159,810 450,865 469,830 
Goodwill and intangible asset impairments243,612 — 243,612 — 
Total operating expenses391,249 159,810 694,477 469,830 
Income (loss) from operations(126,001)89,339 87,258 286,625 
Other income (expense)    
Interest expense(24,137)(27,024)(72,954)(78,472)
Interest income569 769 1,683 1,830 
Gain (loss) on sale of real estate122 (725)8,279 (167)
Loss from debt extinguishment— (1,700)— (1,700)
Other, net247 350 2,591 1,608 
Total other expense, net(23,199)(28,330)(60,401)(76,901)
Income (loss) before taxes (149,200)61,009 26,857 209,724 
Provision (benefit) for income taxes(29,061)19,923 19,383 62,318 
Net income (loss)$(120,139)$41,086 $7,474 $147,406 
Basic earnings (loss) per common share:$(2.65)$0.87 $0.16 $3.08 
Basic weighted-average shares outstanding45,320 47,034 45,505 47,921 
Diluted earnings (loss) per common share:$(2.65)$0.84 $0.16 $2.94 
Diluted weighted-average shares outstanding45,320 48,851 46,911 50,085 
Dividends paid per common share$0.18 $0.15 $0.54 $0.45 
Net income (loss)$(120,139)$41,086 $7,474 $147,406 
Other comprehensive income (loss), net of taxes:    
Foreign currency translation adjustments12,244 (827)(4,804)2,212 
Pension and other post retirement plans897 532 1,493 1,595 
Change in cash flow hedges(695)(927)475 550 
Total other comprehensive income (loss), net of taxes12,446 (1,222)(2,836)4,357 
Comprehensive income (loss), net$(107,693)$39,864 $4,638 $151,763 

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GRIFFON CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)

(Unaudited)
 June 30,
2025		September 30,
2024
CURRENT ASSETS  
Cash and equivalents$107,279 $114,438 
Accounts receivable, net of allowances of $11,485 and $10,986
271,632 312,765 
Inventories445,913 425,489 
Prepaid and other current assets80,876 61,604 
Assets held for sale5,289 14,532 
Assets of discontinued operations1,303 648 
Total Current Assets912,292 929,476 
PROPERTY, PLANT AND EQUIPMENT, net292,385 288,297 
OPERATING LEASE RIGHT-OF-USE ASSETS162,819 171,211 
GOODWILL192,917 329,393 
INTANGIBLE ASSETS, net493,843 618,782 
OTHER ASSETS28,352 30,378 
ASSETS OF DISCONTINUED OPERATIONS4,712 3,417 
Total Assets$2,087,320 $2,370,954 
CURRENT LIABILITIES  
Notes payable and current portion of long-term debt$8,123 $8,155 
Accounts payable130,773 119,354 
Accrued liabilities162,523 181,918 
Current portion of operating lease liabilities31,997 35,065 
Liabilities of discontinued operations4,545 4,498 
Total Current Liabilities337,961 348,990 
LONG-TERM DEBT, net1,442,855 1,515,897 
LONG-TERM OPERATING LEASE LIABILITIES142,213 147,369 
OTHER LIABILITIES95,901 130,540 
LIABILITIES OF DISCONTINUED OPERATIONS4,490 3,270 
Total Liabilities2,023,420 2,146,066 
COMMITMENTS AND CONTINGENCIES
SHAREHOLDERS’ EQUITY  
Total Shareholders’ Equity63,900 224,888 
Total Liabilities and Shareholders’ Equity$2,087,320 $2,370,954 

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GRIFFON CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(Unaudited)

Nine Months Ended June 30,
20252024
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income$7,474 $147,406 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization47,086 45,150 
Stock-based compensation17,861 19,726 
Goodwill and intangible asset impairments243,612 — 
Asset impairment charges - restructuring— 22,979 
Provision for losses on accounts receivable731 874 
Amortization of debt discounts and issuance costs3,124 3,169 
Loss from debt extinguishment— 1,700 
Deferred income tax benefit(25,000)— 
Loss (gain) on sale of assets and investments16 (1,448)
Gain on sale of real estate(8,279)— 
Change in assets and liabilities:
(Increase) decrease in accounts receivable38,311 (6,051)
(Increase) decrease in inventories(22,606)55,939 
(Increase) decrease in prepaid and other assets2,230 (3,351)
Increase (decrease) in accounts payable, accrued liabilities, income taxes payable and operating lease liabilities(23,342)19,454 
Other changes, net1,263 2,391 
Net cash provided by operating activities 282,481 307,938 
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisition of property, plant and equipment(39,867)(47,849)
Proceeds from the sale of property, plant and equipment17,895 13,572 
Net cash used in investing activities (21,972)(34,277)
CASH FLOWS FROM FINANCING ACTIVITIES:
Dividends paid(31,622)(28,770)
Purchase of shares for treasury(161,709)(241,501)
Proceeds from long-term debt63,000 179,500 
Payments of long-term debt(139,117)(146,727)
Financing costs— (907)
Other, net(90)(307)
Net cash used in financing activities (269,538)(238,712)
CASH FLOWS FROM DISCONTINUED OPERATIONS:
Net cash used in operating activities(820)(3,707)
Net cash provided by investing activities137 — 
Net cash used in discontinued operations(683)(3,707)
Effect of exchange rate changes on cash and equivalents2,553 (679)
NET INCREASE (DECREASE) IN CASH AND EQUIVALENTS(7,159)30,563 
CASH AND EQUIVALENTS AT BEGINNING OF PERIOD114,438 102,889 
CASH AND EQUIVALENTS AT END OF PERIOD$107,279 $133,452 
Supplemental Disclosure of Non-Cash Flow Information:
Capital expenditures in accounts payable $5,329 $268 
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Griffon evaluates performance based on adjusted net income and the related adjusted earnings per share, which excludes restructuring charges, gain/loss from debt extinguishment, acquisition related expenses, discrete and certain other tax items, as well other items that may affect comparability, as applicable, non-GAAP measures. Griffon believes this information is useful to investors. The following table provides a reconciliation of net income (loss) to adjusted net income and earnings (loss) per common share to adjusted earnings per common share:

For the Three Months Ended June 30,For the Nine Months Ended June 30,
2025202420252024
(in thousands, except per share data)
(Unaudited)
Net income (loss)$(120,139)$41,086 $7,474 $147,406 
Adjusting items:
Restructuring charges(1)
— 18,688 — 33,489 
Goodwill and intangible asset impairments243,612 — 243,612 — 
(Gain) loss on sale of real estate(122)725 (8,279)167 
Loss from debt extinguishment— 1,700 — 1,700 
Strategic review - retention and other1,033 1,870 3,883 9,204 
Tax impact of above items(2)
(26,686)(5,790)(25,345)(11,303)
Discrete and certain other tax provisions (benefits), net(3)
(28,451)2,247 (28,626)2,640 
Adjusted net income$69,247 $60,526 $192,719 $183,303 
Earnings (loss) per common share $(2.65)$0.84 $0.16 $2.94 
Adjusting items, net of tax:
Anti-dilutive share impact(4)
0.05 — — — 
Restructuring charges(1)
— 0.29 — 0.50 
Goodwill and intangible asset impairments4.69 — 4.63 — 
(Gain) loss on sale of real estate— 0.01 (0.13)— 
Loss from debt extinguishment— 0.03 — 0.03 
Strategic review - retention and other0.02 0.03 0.06 0.14 
Discrete and certain other tax provisions (benefits), net(3)
(0.61)0.05 (0.61)0.05 
Adjusted earnings per common share $1.50 $1.24 $4.11 $3.66 
Weighted-average shares outstanding (in thousands)45,320 47,034 45,505 47,921 
Diluted weighted-average shares outstanding
46,270 48,851 46,911 50,085 
Note: Due to rounding, the sum of earnings per common share and adjusting items, net of tax, may not equal adjusted earnings per common share.

(1) For the three and nine months ended June 30, 2024, restructuring charges relate to the CPP global sourcing expansion, of which $15.7 million and $28.7 million, respectively, are included in Cost of goods and services and $2.9 million and $4.8 million, respectively, are included in SG&A in the Company's Condensed Consolidated Statements of Operations.

(2) The tax impact for the above reconciling adjustments from GAAP to non-GAAP net income and EPS is determined by comparing the Company's tax provision, including the reconciling adjustments, to the tax provision excluding such adjustments.

(3) Discrete and certain other tax provisions (benefits), net primarily relate to the impact of a rate differential between statutory and annual effective tax rate on items impacting the quarter.
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(4) For the quarter ended June 30, 2025, earnings (loss) per common share was calculated using basic weighted-average shares outstanding, as presented on the face of the Statement of Operations. The anti-dilutive share impact of using diluted shares represents the impact of converting from basic shares used in calculating earnings (loss) per common share to the diluted shares used in calculating earnings (loss) per common share from a net loss.


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