Workflow
Chart(GTLS) - 2024 Q4 - Annual Report
GTLSChart(GTLS)2025-02-28 21:11
Slide

Sales and Customer Relationships - Sales to the top ten customers accounted for 26%, 25%, and 38% of consolidated sales in 2024, 2023, and 2022, respectively[45]. Employee and Labor Relations - As of January 31, 2025, the company had 11,928 employees, including 3,938 domestic and 7,990 international employees[49]. - The company is party to a five-year collective bargaining agreement with the IAM covering 387 employees, which expires on February 6, 2026[50]. - The company prioritizes employee safety and wellness, aiming for zero accidents through a dedicated Global Safety Council[54]. - The company invests in employee development programs, including the Emerging Leaders program and Engineering Fellows[56]. Financial Position and Debt - Total indebtedness as of December 31, 2024, was 3,757.5million,with3,757.5 million, with 277.5 million in letters of credit and bank guarantees outstanding[110]. - The company has a senior secured revolving credit facility with commitments of up to 1,250.0million,ofwhich1,250.0 million, of which 767.5 million was available for future borrowings as of December 31, 2024[112]. - The senior secured revolving credit facility due April 2029 requires compliance with certain financial ratios, and a breach could result in a default under debt agreements[116]. - If unable to repay or refinance the indebtedness, lenders could sell collateral securing the senior secured revolving credit facility, which includes substantially all domestic wholly-owned subsidiaries' assets[117]. - The Senior Secured Notes due 2030 and Senior Unsecured Notes due 2031 have change in control features that may adversely affect financial condition, requiring repurchase at 101% of principal plus accrued interest upon certain triggers[118]. Pension and Benefit Obligations - The projected benefit obligation under the Chart defined benefit pension plan was 39.5million,withassetsvaluedat39.5 million, with assets valued at 43.1 million as of December 31, 2024[104]. - The aggregate projected benefit obligation for defined benefit plans outside the U.S. was 39.2million,withassetsvaluedat39.2 million, with assets valued at 42.4 million, resulting in an overfunded status of 3.2million[105].EnvironmentalandRegulatoryCompliance−Thecompanyhasongoingenvironmentalcomplianceandmonitoringactivitiesandbelievesitisinsubstantialcompliancewithallknownregulations[59].−Thecompanyissubjecttopotentialliabilitiesunderenvironmental,health,andsafetylaws,whichcouldincreasecostsandaffectprofitability[93].−Thecompanyissubjecttoregulationsgoverningtheexportofproducts,withcompliancebeingcriticaltoavoidpenalties[99].StrategicAcquisitionsandInvestments−Thecompanyhasmadeseveralacquisitionsinthepastthreeyears,includingtheHowdenAcquisition,whichcomplementsexistingLNGandgastechnologies[83].−Thecompanyhasastrategyofnomaterialcashacquisitionsuntilnetleverageisbelow2.5times[85].RisksandUncertainties−Thecompanyfacesrisksrelatedtodataprivacyandsecurity,whichcouldimpactbusinessoperations[90].−Thecompanyisexposedtorisksrelatedtothird−partyinsolvency,whichcouldadverselyaffectfinancialpositionandliquidity[92].−Futurecapitalexpendituresmayberequiredduetooperationsinhurricane−susceptibleareas,potentiallyimpactingsalesandprofitability[97].Taxation−Theeffectivetaxratemaybeimpactedbychangesintaxlaws,withtheTaxCutsandJobsActreducingthefederalcorporateincometaxratefrom353.2 million[105]. Environmental and Regulatory Compliance - The company has ongoing environmental compliance and monitoring activities and believes it is in substantial compliance with all known regulations[59]. - The company is subject to potential liabilities under environmental, health, and safety laws, which could increase costs and affect profitability[93]. - The company is subject to regulations governing the export of products, with compliance being critical to avoid penalties[99]. Strategic Acquisitions and Investments - The company has made several acquisitions in the past three years, including the Howden Acquisition, which complements existing LNG and gas technologies[83]. - The company has a strategy of no material cash acquisitions until net leverage is below 2.5 times[85]. Risks and Uncertainties - The company faces risks related to data privacy and security, which could impact business operations[90]. - The company is exposed to risks related to third-party insolvency, which could adversely affect financial position and liquidity[92]. - Future capital expenditures may be required due to operations in hurricane-susceptible areas, potentially impacting sales and profitability[97]. Taxation - The effective tax rate may be impacted by changes in tax laws, with the Tax Cuts and Jobs Act reducing the federal corporate income tax rate from 35% to 21%[101]. Stock and Dividend Information - The company has issued 8,050,000 depositary shares of Series B Mandatory Convertible Preferred Stock, with future dividends dependent on business conditions and financial health[107]. - Common stock ranks junior to Mandatory Convertible Preferred Stock regarding dividends and liquidation preferences, meaning no dividends may be declared on common stock until preferred dividends are paid[120]. - No distribution of assets to common stockholders can occur until the liquidation preference of 1,000 per share plus accumulated dividends for Mandatory Convertible Preferred Stock is paid[121]. - The conversion of 6.75% Series B Mandatory Convertible Preferred Stock could dilute existing stockholders, with automatic conversion occurring on or around December 15, 2025[119].