Blaine Browers
Analyst · Jeff Van Sinderen with B. Riley Securities. Please go ahead
Thanks, Brad. I'll turn to guidance shortly, but we'll kick off my comments with a review of our M&A strategy. As Warren and Brad mentioned, we've begun 2025 with positive momentum in regard to M&A, having announced an agreement to acquire the Engineering Division from Carr's Group in January. I'll recap the transaction highlights on Slide 9. When we established our position in the nuclear market last year, acquiring Alpha Safety, we saw a path forward for significant built-in growth as well as attractive opportunities for additional M&A in the space. Consistent with this approach, we've identified the Engineering Division as our top nuclear target and are very pleased to have reached an agreement to add these industry-leading brands to our portfolio. They include Walischmiller, CarrsMSM, Bendalls Engineering, NW Total Engineered Solutions, and NuVision Engineering, all of which are highly complementary to Cadre's existing nuclear safety business. In combination with our current expertise in the material handling, manufacturing, and radiation protection, we believe the new division's cutting-edge technology, particularly in remote handling and robotics, uniquely positions Cadre to deliver unparalleled capabilities to a global customer base. The Engineering Division brings geographic scale by having 80% of revenue outside the US. Products make up over 95% of the revenue split with the remaining 5% being services. These businesses generated revenues of approximately GBP51 million for the fiscal year ended August 31, 2024, with margins that are within the range of what we look for in a target acquisition. Moving forward, we expect to leverage our operating model to achieve exceptional results as we begin integration following the expected close during the second quarter, after we receive final regulatory approval. This transaction represents an important next step in scaling our nuclear products category and we anticipate additional opportunities to augment growth through select acquisitions. Our overall funnel is robust, spanning both nuclear and core law enforcement targets. As always, we intend to remain patient and disciplined and are committed to evaluating M&A consistent with our key criteria focused on companies with strong margins, leading and defensible market positions as well as recurring revenues and cash flows. Turning now to a summary of Cadre's financial performance, Slides 11 and 12 detail our Q4 and full year results. As you can see on Slide 11, we delivered our full-year guidance of double-digit top and bottom line growth in 2024, driven by high-level execution in Q4, which represents Cadre's best quarter of financial results as a public company. Fourth quarter net sales of $176 million, net income of $13 million and adjusted EBITDA of $38.5 million were all-time records and significant increases year-over-year. At the same time, fourth quarter gross margin and adjusted EBITDA margin improved by 530 basis points and 400 basis points versus last year's Q4. Illustrated on Slide 12 is net sales and adjusted EBITDA growth year-over-year, including our new 2025 guidance, which I'll discuss in more detail in a moment. At its midpoint, this outlook implies full-year revenue and adjusted EBITDA growth next year of 3% and 5% respectively. On Slide 13, we present our capital structure as of December 31st, 2024, prior to the agreement to acquire the Engineering Division. While we've taken our time with M&A over the last 12 months, Cadre continued to accumulate cash on the balance sheet, giving us flexibility to pursue the acquisition and maintain what we believe to be a responsible pro forma net leverage of around 1.75 times when the deal closes. This includes Carr's adjusted EBITDA contributions based on our last 12 months. We believe the strength of our balance sheet will give us the ability to continue to be acquisitive during 2025 and beyond. We provide new 2025 guidance on Slide 14. We expect net sales to be between $572 million and $601 million. Our adjusted EBITDA guidance range of between $105 million and $115 million implies adjusted EBITDA margins of 18.8%. These widened net sales and adjusted EBITDA ranges reflect the uncertain environment that Brad alluded to earlier. The guidance indicates a 2% organic growth on revenue at the midpoint and 5% on the high end of the range, with organic adjusted EBITDA at 5% in the midpoint and 10% on the high end. I note that our guidance does not include any impact from the recently announced or implemented US tariffs, nor does it include the Carr's acquisition. The currently announced tariffs on an annualized basis would have an impact in the range of $18 million to $22 million, not building any offsetting mitigation. Due to the timing lag between tariffs becoming effective and the turnaround time for our actions, we estimate that our offsets to tariffs will lag about three months. But as we've all seen, tariff policy continues to evolve in real-time, which makes it difficult to forecast and comment on specific impacts and countermeasures we are considering. Overall, we believe Cadre is well-positioned to navigate the near-term challenges based on our track record of effectively addressing supply chain disruptions in the past and consistent high-level execution in line with our strategic objectives. We are prepared with a long list of actions and will continue to proactively strategize in terms of which are most viable as the environment changes to mitigate tariffs. As we've discussed before, certain products in our portfolios have projects that can move our revenue timing around in any given year. In 2025, we expect revenue and adjusted EBITDA to be stronger in the second half of the year driven by EOD, Duty Gear, and Armor project timing, which is in line with our expectations prior to the new administration. The expected profile of the year looks very much like what we experienced in 2023. We do expect Q1 to be about 20% of revenue for the year, due to project timing with adjusted EBITDA margins in the range of 12% to 14% driven by volume leverage and unfavorable mix, with adjusted EBITDA margins returning to the high teens for the remainder of the year. I'll now turn it back to Brad for concluding comments.