Chart Industries Reports Fourth Quarter And Full Year 2025 Financial Results
| CHART INDUSTRIES, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) (Dollars and shares in millions, except per share amounts) | |||||||||||||||
| Three Months Ended December 31, | Year Ended December 31, | ||||||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||||||
| Sales | $ | 1,079.6 | $ | 1,106.8 | $ | 4,264.0 | $ | 4,160.3 | |||||||
| Cost of sales | 720.3 | 734.5 | 2,826.2 | 2,771.5 | |||||||||||
| Gross profit | 359.3 | 372.3 | 1,437.8 | 1,388.8 | |||||||||||
| Selling, general and administrative expenses | 184.7 | 134.0 | 619.1 | 547.4 | |||||||||||
| Termination fee expense | - | - | 266.0 | - | |||||||||||
| Amortization expense | 49.5 | 50.0 | 194.3 | 193.9 | |||||||||||
| Operating expenses | 234.2 | 184.0 | 1,079.4 | 741.3 | |||||||||||
| Operating income | 125.1 | 188.3 | 358.4 | 647.5 | |||||||||||
| Interest expense, net | 75.3 | 79.8 | 307.8 | 328.5 | |||||||||||
| Other expense (income), net | 6.3 | (3.7 | ) | 22.5 | 0.5 | ||||||||||
| Income from continuing operations before income taxes and equity in earnings (loss) of unconsolidated affiliates, net | 43.5 | 112.2 | 28.1 | 318.5 | |||||||||||
| Income tax expense (benefit), net | 3.7 | 27.7 | (10.4 | ) | 78.6 | ||||||||||
| Income from continuing operations before equity in earnings (loss) of unconsolidated affiliates, net | 39.8 | 84.5 | 38.5 | 239.9 | |||||||||||
| Equity in earnings (loss) of unconsolidated affiliates, net | 0.2 | (1.2 | ) | 0.3 | (3.6 | ) | |||||||||
| Net income from continuing operations | 40.0 | 83.3 | 38.8 | 236.3 | |||||||||||
| Income (loss) from discontinued operations, net of tax | 0.4 | (0.7 | ) | (1.6 | ) | (3.5 | ) | ||||||||
| Net income | 40.4 | 82.6 | 37.2 | 232.8 | |||||||||||
| Less: (Loss) income attributable to noncontrolling interests of continuing operations, net of taxes | (13.2 | ) | 3.0 | (3.5 | ) | 14.3 | |||||||||
| Net income attributable to Chart Industries, Inc. | $ | 53.6 | $ | 79.6 | $ | 40.7 | $ | 218.5 | |||||||
| Amounts attributable to Chart common stockholders | |||||||||||||||
| Income from continuing operations | $ | 53.2 | $ | 80.3 | $ | 42.3 | $ | 222.0 | |||||||
| Less: Mandatory convertible preferred stock dividend requirement | 6.8 | 6.8 | 27.2 | 27.2 | |||||||||||
| Income from continuing operations attributable to Chart | 46.4 | 73.5 | 15.1 | 194.8 | |||||||||||
| Income (loss) from discontinued operations, net of tax | 0.4 | (0.7 | ) | (1.6 | ) | (3.5 | ) | ||||||||
| Net income attributable to Chart common stockholders | $ | 46.8 | $ | 72.8 | $ | 13.5 | $ | 191.3 | |||||||
| Basic earnings per common share attributable to Chart Industries, Inc. | |||||||||||||||
| Income from continuing operations | $ | 1.02 | $ | 1.73 | $ | 0.33 | $ | 4.62 | |||||||
| Income (loss) from discontinued operations | 0.01 | (0.02 | ) | (0.03 | ) | (0.08 | ) | ||||||||
| Net income attributable to Chart Industries, Inc. | $ | 1.03 | $ | 1.71 | $ | 0.30 | $ | 4.54 | |||||||
| Diluted earnings per common share attributable to Chart Industries, Inc. | |||||||||||||||
| Income from continuing operations | $ | 1.01 | $ | 1.60 | $ | 0.33 | $ | 4.17 | |||||||
| Income (loss) from discontinued operations | 0.01 | (0.02 | ) | (0.03 | ) | (0.07 | ) | ||||||||
| Net income attributable to Chart Industries, Inc. | $ | 1.02 | $ | 1.58 | $ | 0.30 | $ | 4.10 | |||||||
| Weighted-average number of common shares outstanding: | |||||||||||||||
| Basic | 45.56 | 42.47 | 45.10 | 42.15 | |||||||||||
| Diluted(1) | 45.88 | 46.02 | 45.37 | 46.67 |
| _______________ | |
| (1) | Includes an additional 3.29 and 4.31 shares related to the convertible notes due 2024 and associated warrants in our diluted earnings per share calculation for the fourth quarter and full year 2024, respectively. The associated hedge, which helps offset this dilution, cannot be taken into account under U.S. generally accepted accounting principles (“GAAP”). If the hedge could have been considered, it would have reduced the additional shares by 1.25 and 2.21 for the fourth quarter and full year 2024, respectively. |
| CHART INDUSTRIES, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) (Dollars in millions) | |||||||||||||||
| Three Months Ended December 31, | Year Ended December 31, | ||||||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||||||
| OPERATING ACTIVITIES | |||||||||||||||
| Net income | $ | 40.4 | $ | 82.6 | $ | 37.2 | $ | 232.8 | |||||||
| Less: Income (loss) from discontinued operations, net of tax | 0.4 | (0.7 | ) | (1.6 | ) | (3.5 | ) | ||||||||
| Income from continuing operations | 40.0 | 83.3 | 38.8 | 236.3 | |||||||||||
| Adjustments to reconcile net income to net cash provided by operating activities: | |||||||||||||||
| Depreciation and amortization | 72.6 | 69.9 | 281.3 | 269.9 | |||||||||||
| Employee share-based compensation expense | 1.8 | 4.6 | 17.2 | 18.9 | |||||||||||
| Financing costs amortization | 4.7 | 4.9 | 19.1 | 19.1 | |||||||||||
| Unrealized foreign currency transaction (gain) loss | (0.8 | ) | (11.6 | ) | 12.8 | (16.7 | ) | ||||||||
| Deferred income tax benefit | (97.2 | ) | (26.1 | ) | (97.2 | ) | (26.1 | ) | |||||||
| Other non-cash operating activities | 5.6 | 6.1 | 13.1 | 8.5 | |||||||||||
| Changes in assets and liabilities, net of acquisitions: | |||||||||||||||
| Accounts receivable | (52.7 | ) | 30.5 | (2.4 | ) | (14.5 | ) | ||||||||
| Inventories | (62.1 | ) | 30.5 | (70.9 | ) | 54.9 | |||||||||
| Unbilled contract revenue | 33.2 | (72.0 | ) | (219.2 | ) | (267.7 | ) | ||||||||
| Prepaid expenses and other current assets | 15.4 | 20.8 | 8.9 | 4.4 | |||||||||||
| Accounts payable and other current liabilities | 91.0 | 80.5 | 54.3 | 190.1 | |||||||||||
| Customer advances and billings in excess of contract revenue | (16.5 | ) | 9.3 | (56.1 | ) | (4.0 | ) | ||||||||
| Termination fee paid by Baker Hughes | - | - | 258.0 | - | |||||||||||
| Long-term assets and liabilities | 53.8 | 50.8 | 37.0 | 35.6 | |||||||||||
| Net Cash Provided By Continuing Operating Activities | 88.8 | 281.5 | 294.7 | 508.7 | |||||||||||
| Net Cash Used In Discontinued Operating Activities | - | (0.1 | ) | (2.0 | ) | (5.7 | ) | ||||||||
| Net Cash Provided By Operating Activities | 88.8 | 281.4 | 292.7 | 503.0 | |||||||||||
| INVESTING ACTIVITIES | |||||||||||||||
| Capital expenditures | (22.6 | ) | (20.5 | ) | (89.9 | ) | (120.8 | ) | |||||||
| Investments | - | - | (1.4 | ) | (13.1 | ) | |||||||||
| Other investing activities | (0.2 | ) | 0.8 | (2.3 | ) | (4.9 | ) | ||||||||
| Net Cash Used In Continuing Investing Activities | (22.8 | ) | (19.7 | ) | (93.6 | ) | (138.8 | ) | |||||||
| Net Cash Used In Discontinued Investing Activities | - | - | - | (2.5 | ) | ||||||||||
| Net Cash Used In Investing Activities | (22.8 | ) | (19.7 | ) | (93.6 | ) | (141.3 | ) | |||||||
| FINANCING ACTIVITIES | |||||||||||||||
| Borrowings on credit facilities | 1,054.1 | 1,448.4 | 3,330.4 | 3,735.1 | |||||||||||
| Repayments on credit facilities | (1,046.5 | ) | (1,380.7 | ) | (3,267.8 | ) | (3,627.2 | ) | |||||||
| Repayment of convertible notes | - | (258.7 | ) | - | (258.7 | ) | |||||||||
| Repayments on term loan | (100.0 | ) | (50.0 | ) | (175.0 | ) | (50.0 | ) | |||||||
| Payments for debt issuance costs | - | (0.1 | ) | (0.1 | ) | (10.2 | ) | ||||||||
| Dividend distribution to noncontrolling interests | - | - | (6.2 | ) | - | ||||||||||
| Dividends paid on mandatory convertible preferred stock | (6.8 | ) | (6.8 | ) | (27.2 | ) | (27.2 | ) | |||||||
| Other financing activities | (1.9 | ) | (2.6 | ) | (9.1 | ) | (5.5 | ) | |||||||
| Net Cash Used in Financing Activities | (101.1 | ) | (250.5 | ) | (155.0 | ) | (243.7 | ) | |||||||
| Effect of exchange rate changes on cash and cash equivalents | 4.1 | (13.2 | ) | 15.2 | (8.6 | ) | |||||||||
| Net (decrease) increase in cash, cash equivalents, restricted cash, and restricted cash equivalents | (31.0 | ) | (2.0 | ) | 59.3 | 109.4 | |||||||||
| Cash, cash equivalents, restricted cash, and restricted cash equivalents at beginning of period | 400.8 | 312.5 | 310.5 | 201.1 | |||||||||||
| CASH, CASH EQUIVALENTS, RESTRICTED CASH, AND RESTRICTED CASH EQUIVALENTS AT END OF PERIOD | $ | 369.8 | $ | 310.5 | $ | 369.8 | $ | 310.5 |
| CHART INDUSTRIES, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (UNAUDITED) (Dollars in millions) | |||||||
| December 31, | |||||||
| 2025 | 2024 | ||||||
| ASSETS | |||||||
| Current Assets | |||||||
| Cash and cash equivalents | $ | 366.0 | $ | 308.6 | |||
| Accounts receivable, net | 782.1 | 752.3 | |||||
| Inventories, net | 572.3 | 490.5 | |||||
| Unbilled contract revenue | 986.4 | 735.1 | |||||
| Other current assets | 192.7 | 178.9 | |||||
| Total Current Assets | 2,899.5 | 2,465.4 | |||||
| Property, plant and equipment, net | 918.6 | 864.2 | |||||
| Goodwill | 3,067.6 | 2,899.9 | |||||
| Identifiable intangible assets, net | 2,511.7 | 2,540.6 | |||||
| Other assets | 409.0 | 353.8 | |||||
| TOTAL ASSETS | $ | 9,806.4 | $ | 9,123.9 | |||
| LIABILITIES AND EQUITY | |||||||
| Current Liabilities | |||||||
| Accounts payable | 1,236.5 | 1,058.9 | |||||
| Customer advances and billings in excess of contract revenue | 324.4 | 362.2 | |||||
| Accrued interest | 104.6 | 110.4 | |||||
| Termination fee paid by Baker Hughes | 258.0 | - | |||||
| Other current liabilities | 205.1 | 258.3 | |||||
| Total Current Liabilities | 2,128.6 | 1,789.8 | |||||
| Long-term debt | 3,565.0 | 3,640.7 | |||||
| Deferred tax liabilities | 553.7 | 544.9 | |||||
| Other long-term liabilities | 183.4 | 153.3 | |||||
| Total Liabilities | 6,430.7 | 6,128.7 | |||||
| Equity | |||||||
| Preferred stock, par value $0.01 per share, $1,000 aggregate liquidation preference - 10,000,000 shares authorized, 0 and 402,500 shares issued at December 31, 2025 and 2024, respectively | - | - | |||||
| Common stock, par value $0.01 per share - 150,000,000 shares authorized, 48,557,490 and 45,657,062 shares issued at December 31, 2025 and 2024, respectively | 0.5 | 0.5 | |||||
| Additional paid-in capital | 1,902.1 | 1,889.3 | |||||
| Treasury stock; 760,782 shares at both December 31, 2025 and 2024 | (19.3 | ) | (19.3 | ) | |||
| Retained earnings | 1,127.0 | 1,113.4 | |||||
| Accumulated other comprehensive income (loss) | 220.0 | (155.1 | ) | ||||
| Total Chart Industries, Inc. Shareholders' Equity | 3,230.3 | 2,828.8 | |||||
| Noncontrolling interests | 145.4 | 166.4 | |||||
| Total Equity | 3,375.7 | 2,995.2 | |||||
| TOTAL LIABILITIES AND EQUITY | $ | 9,806.4 | $ | 9,123.9 |
| CHART INDUSTRIES, INC. AND SUBSIDIARIES OPERATING SEGMENTS (UNAUDITED) (Dollars in millions) | |||||||||||||||
| Three Months Ended December 31, | Year Ended December 31, | ||||||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||||||
| Sales | |||||||||||||||
| Cryo Tank Solutions | $ | 163.9 | $ | 150.2 | $ | 624.2 | $ | 637.9 | |||||||
| Heat Transfer Systems | 325.8 | 288.8 | 1,237.7 | 1,035.3 | |||||||||||
| Specialty Products | 259.5 | 316.9 | 1,098.4 | 1,114.3 | |||||||||||
| Repair, Service & Leasing | 330.4 | 350.7 | 1,303.7 | 1,372.7 | |||||||||||
| Intersegment eliminations | - | 0.2 | - | 0.1 | |||||||||||
| Consolidated | $ | 1,079.6 | $ | 1,106.8 | $ | 4,264.0 | $ | 4,160.3 | |||||||
| Gross Profit | |||||||||||||||
| Cryo Tank Solutions | $ | 30.3 | $ | 36.6 | $ | 143.3 | $ | 143.5 | |||||||
| Heat Transfer Systems | 128.7 | 91.7 | 434.9 | 299.0 | |||||||||||
| Specialty Products | 53.0 | 86.8 | 282.3 | 301.1 | |||||||||||
| Repair, Service & Leasing | 147.3 | 157.2 | 577.3 | 645.2 | |||||||||||
| Consolidated | $ | 359.3 | $ | 372.3 | $ | 1,437.8 | $ | 1,388.8 | |||||||
| Gross Profit Margin | |||||||||||||||
| Cryo Tank Solutions | 18.5 | % | 24.4 | % | 23.0 | % | 22.5 | % | |||||||
| Heat Transfer Systems | 39.5 | % | 31.8 | % | 35.1 | % | 28.9 | % | |||||||
| Specialty Products | 20.4 | % | 27.4 | % | 25.7 | % | 27.0 | % | |||||||
| Repair, Service & Leasing | 44.6 | % | 44.8 | % | 44.3 | % | 47.0 | % | |||||||
| Consolidated | 33.3 | % | 33.6 | % | 33.7 | % | 33.4 | % | |||||||
| Operating Income (Loss) | |||||||||||||||
| Cryo Tank Solutions | $ | 9.3 | $ | 21.1 | $ | 67.9 | $ | 74.6 | |||||||
| Heat Transfer Systems | 106.8 | 75.7 | 364.4 | 233.3 | |||||||||||
| Specialty Products | 12.3 | 51.1 | 133.7 | 173.1 | |||||||||||
| Repair, Service & Leasing | 53.7 | 85.4 | 269.2 | 350.5 | |||||||||||
| Corporate(1) | (57.0 | ) | (45.0 | ) | (476.8 | ) | (184.0 | ) | |||||||
| Consolidated | $ | 125.1 | $ | 188.3 | $ | 358.4 | $ | 647.5 | |||||||
| Operating Margin | |||||||||||||||
| Cryo Tank Solutions | 5.7 | % | 14.0 | % | 10.9 | % | 11.7 | % | |||||||
| Heat Transfer Systems | 32.8 | % | 26.2 | % | 29.4 | % | 22.5 | % | |||||||
| Specialty Products | 4.7 | % | 16.1 | % | 12.2 | % | 15.5 | % | |||||||
| Repair, Service & Leasing | 16.3 | % | 24.4 | % | 20.6 | % | 25.5 | % | |||||||
| Consolidated | 11.6 | % | 17.0 | % | 8.4 | % | 15.6 | % |
| _______________ | |
| (1) | Includes $266.0 million in termination fee expense associated with the terminated proposed merger with Flowserve. |
| CHART INDUSTRIES, INC. AND SUBSIDIARIES ORDERS AND BACKLOG (UNAUDITED) (Dollars in millions) | |||||||||||
| Three Months Ended December 31, | Year Ended December 31, | ||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||
| Orders | |||||||||||
| Cryo Tank Solutions | $ | 162.1 | $ | 138.5 | $ | 587.8 | $ | 582.9 | |||
| Heat Transfer Systems | 208.7 | 536.1 | 1,461.4 | 1,467.7 | |||||||
| Specialty Products | 491.4 | 509.3 | 2,080.9 | 1,562.0 | |||||||
| Repair, Service & Leasing | 322.0 | 369.2 | 1,547.7 | 1,393.3 | |||||||
| Intersegment eliminations | - | - | - | 0.9 | |||||||
| Consolidated | $ | 1,184.2 | $ | 1,553.1 | $ | 5,677.8 | $ | 5,006.8 |
| As of | |||||||||
| December 31, 2025 | September 30, 2025 | December 31, 2024 | |||||||
| Backlog | |||||||||
| Cryo Tank Solutions | $ | 248.0 | $ | 265.1 | $ | 290.3 | |||
| Heat Transfer Systems | 2,141.1 | 2,366.5 | 2,097.4 | ||||||
| Specialty Products | 2,677.4 | 2,589.8 | 1,888.1 | ||||||
| Repair, Service & Leasing | 819.7 | 828.1 | 577.1 | ||||||
| Intersegment eliminations | - | - | (7.8 | ) | |||||
| Consolidated | $ | 5,886.2 | $ | 6,049.5 | $ | 4,845.1 |
| CHART INDUSTRIES, INC. AND SUBSIDIARIES RECONCILIATION OF EARNINGS AND EARNINGS PER COMMON SHARE ATTRIBUTABLE TO CHART INDUSTRIES, INC. – CONTINUING OPERATIONS TO ADJUSTED EARNINGS AND ADJUSTED EARNINGS PER COMMON SHARE ATTRIBUTABLE TO CHART INDUSTRIES, INC. – CONTINUING OPERATIONS (UNAUDITED) (Dollars in millions, except per share amounts) | |||||||||||||||
| Q4 2025 | Q4 2024 | 2025 | 2024 | ||||||||||||
| Amounts attributable to Chart common stockholders | |||||||||||||||
| Net income attributable to Chart Industries, Inc. | $ | 53.2 | $ | 79.6 | $ | 42.3 | $ | 218.5 | |||||||
| Less: Loss from discontinued operations, net of tax | - | (0.7 | ) | - | (3.5 | ) | |||||||||
| Income from continuing operations | 53.2 | 80.3 | 42.3 | 222.0 | |||||||||||
| Less: Mandatory convertible preferred stock dividend requirement | 6.8 | 6.8 | 27.2 | 27.2 | |||||||||||
| Income from continuing operations attributable to Chart (U.S. GAAP) | 46.4 | 73.5 | 15.1 | 194.8 | |||||||||||
| Termination fee expense(1) | - | - | 266.0 | - | |||||||||||
| Deal related & integration costs(2) | 22.1 | 4.5 | 51.7 | 34.4 | |||||||||||
| Step up amortization on inventory, intangibles and fixed assets from Howden acquisition | 41.3 | 42.2 | 161.2 | 182.0 | |||||||||||
| Restructuring & other reorganization related costs(3) | 7.3 | 4.6 | 20.6 | 15.7 | |||||||||||
| Loss on debt extinguishment | 3.4 | - | 8.1 | - | |||||||||||
| Unrealized loss (gain) on investments in equity securities and loss from strategic equity method investments(4) | 1.0 | 3.9 | 5.7 | (0.4 | ) | ||||||||||
| Other(5) | 11.5 | 5.3 | 28.5 | 11.2 | |||||||||||
| Tax effects | (18.0 | ) | (11.6 | ) | (115.9 | ) | (47.6 | ) | |||||||
| Adjusted earnings attributable to Chart Industries, Inc. (non-GAAP) | $ | 115.0 | $ | 122.4 | $ | 441.0 | $ | 390.1 |
| Q4 2025 Diluted EPS | Q4 2024 Diluted EPS | 2025 Diluted EPS | 2024 Diluted EPS | ||||||||||||
| Reported income from continuing operations attributable to Chart (U.S. GAAP) | $ | 1.01 | $ | 1.60 | $ | 0.33 | $ | 4.17 | |||||||
| Termination fee expense(1) | - | - | 5.86 | - | |||||||||||
| Deal related & integration costs(2) | 0.48 | 0.10 | 1.14 | 0.74 | |||||||||||
| Step up amortization on inventory, intangibles and fixed assets from Howden acquisition | 0.90 | 0.92 | 3.55 | 3.90 | |||||||||||
| Restructuring & other reorganization related costs(3) | 0.16 | 0.10 | 0.45 | 0.34 | |||||||||||
| Loss on debt extinguishment | 0.07 | - | 0.18 | - | |||||||||||
| Unrealized loss (gain) on investments in equity securities and loss from strategic equity method investments(4) | 0.02 | 0.08 | 0.13 | (0.01 | ) | ||||||||||
| Other(5) | 0.26 | 0.11 | 0.63 | 0.24 | |||||||||||
| Tax effects | (0.39 | ) | (0.25 | ) | $ | (2.55 | ) | (1.02 | ) | ||||||
| Adjusted earnings attributable to Chart Industries, Inc. (non-GAAP) | $ | 2.51 | $ | 2.66 | $ | 9.72 | $ | 8.36 | |||||||
| Share count | 45.88 | 46.02 | 45.37 | 46.67 |
| _______________ | |
| (1) | Includes $266.0 million in termination fee expense associated with the terminated proposed merger with Flowserve. |
| (2) | Deal related & integration costs primarily includes deal costs related to the terminated proposed merger with Flowserve, deal costs related to the pending acquisition of Chart by Baker Hughes, certain acquired project losses, costs associated with monetizing net investments in leases and costs associated with integrating Howden. |
| (3) | Restructuring and other reorganization related costs include restructuring charges as well as other costs associated with closing and consolidating facilities, charges for restructuring employee incentive plans and certain charges related to exited pension plans. |
| (4) | Includes the mark-to-market of our inorganic investments in Avina, McPhy, Stabilis and certain of our minority investments as well as losses from strategic equity method investments. |
| (5) | Q4 2025 Other primarily includes project losses associated with an order that was substantially committed and negotiated prior to the close of the Howden acquisition, costs associated with incremental shifts needed to start up production lines, one-time charges from transitions to new ERP systems, final charges for Roots divestiture transition service agreement and costs related to a retention consulting agreement. Q4 2024 Other includes costs associated with the termination of a pension plan and other plan expenses, asset impairments, pre-Howden acquisition related tax assessments and legal costs associated with a non-recurring item. 2025 Full Year Other primarily includes project losses associated with an order that was substantially committed and negotiated prior to the close of the Howden acquisition, costs associated with incremental shifts needed to start up production lines, one-time charges from transitions to new ERP systems, final charges for Roots divestiture transition service agreement, costs associated with charges for a specific employment plan in South Africa, incremental costs due to unavoidable supply disruptions, asset impairments, charges related to Howden costs incurred prior to the acquisition, unplanned non-ordinary freight incurred on a project, costs related to a retention consulting agreement and certain customer concessions. 2024 Full Year Other primarily includes costs associated with the termination of a pension plan and other plan expenses, asset impairments and associated insurance recoveries, pre-Howden acquisition related tax assessments, legal cost associated with non-recurring items, administrative costs related to certain equity method investments and a one-time adjustment related to a 2022 settlement adjusted for in the second quarter of 2024. |
______________
Adjusted earnings per common share attributable to Chart Industries, Inc. is not a measure of financial performance under U.S. GAAP and should not be considered as an alternative to earnings per share in accordance with U.S. GAAP. Management believes that adjusted earnings per common share attributable to Chart Industries, Inc. facilitates useful period-to-period comparisons of our financial results, and this information is used by us in evaluating internal performance. Our calculation of these non-GAAP measures may not be comparable to the calculations of similarly titled measures reported by other companies. Prior to the second quarter of 2024, the impacts of the mandatory convertible preferred stock dividend were excluded from adjusted earnings per common share attributable to Chart Industries, Inc. (non-GAAP). The impacts are now included in adjusted earnings per common share attributable to Chart Industries, Inc. (non-GAAP) and historical periods have been restated to reflect the change in treatment.
| RECONCILIATION OF NET CASH PROVIDED BY OPERATING ACTIVITIES FROM CONTINUING OPERATIONS TO FREE CASH FLOW FROM CONTINUING OPERATIONS AND RECONCILIATION OF NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES FROM DISCONTINUED OPERATIONS TO FREE CASH FLOW FROM DISCONTINUED OPERATIONS (UNAUDITED) (Dollars in millions) | |||||||||||||||
| Three Months Ended December 31, | Year Ended December 31, | ||||||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||||||
| Net cash provided by operating activities from continuing operations | $ | 88.8 | $ | 281.5 | $ | 294.7 | $ | 508.7 | |||||||
| Capital expenditures | (22.6 | ) | (20.5 | ) | (89.9 | ) | (120.8 | ) | |||||||
| Free cash flow (non-GAAP) | 66.2 | 261.0 | 204.8 | 387.9 |
| Three Months Ended December 31, | Year Ended December 31, | |||||||||||||
| 2025 | 2024 | 2025 | 2024 | |||||||||||
| Net cash used in operating activities from discontinued operations | $ | - | $ | (0.1 | ) | $ | (2.0 | ) | $ | (5.7 | ) | |||
| Capital expenditures | - | - | - | - | ||||||||||
| Free cash flow (non-GAAP) | - | (0.1 | ) | (2.0 | ) | (5.7 | ) |
_______________
Free cash flow is not a measure of financial performance under U.S. GAAP and should not be considered as an alternative to net cash (used in) provided by operating activities in accordance with U.S. GAAP. Management believes that free cash flow facilitates useful period-to-period comparisons of our financial results and this information is used by us in evaluating internal performance. Our calculation of this non-GAAP measure may not be comparable to the calculations of similarly titled measures reported by other companies.
| CHART INDUSTRIES, INC. AND SUBSIDIARIES RECONCILIATIONS OF OPERATING INCOME (LOSS) TO ADJUSTED OPERATING INCOME (LOSS) (UNAUDITED) (Dollars in millions) | ||||||||||||||||||||||||||
| Three Months Ended December 31, 2025 | ||||||||||||||||||||||||||
| Cryo Tank Solutions | Heat Transfer Systems | Specialty Products | Repair, Service & Leasing | Intersegment Eliminations | Corporate | Consolidated | ||||||||||||||||||||
| Sales | $ | 163.9 | $ | 325.8 | $ | 259.5 | $ | 330.4 | $ | - | $ | - | $ | 1,079.6 | ||||||||||||
| Operating income (loss) as reported (U.S. GAAP) | $ | 9.3 | $ | 106.8 | $ | 12.3 | $ | 53.7 | $ | - | $ | (57.0 | ) | 125.1 | ||||||||||||
| Operating margin | 5.7 | % | 32.8 | % | 4.7 | % | 16.3 | % | 11.6 | % | ||||||||||||||||
| Deal related & integration costs(1) | 0.6 | - | 1.8 | 2.4 | $ | - | 17.2 | 22.0 | ||||||||||||||||||
| Step up amortization on inventory, intangibles and fixed assets from Howden acquisition | 1.2 | 1.0 | 3.6 | 35.5 | - | - | 41.3 | |||||||||||||||||||
| Restructuring & other reorganization related costs(2) | 1.4 | 0.8 | 1.3 | 2.1 | - | 0.6 | 6.2 | |||||||||||||||||||
| Other(3) | 2.8 | 0.1 | 4.7 | 2.9 | - | 0.9 | 11.4 | |||||||||||||||||||
| Adjusted operating income (loss) (non-GAAP) | $ | 15.3 | $ | 108.7 | $ | 23.7 | $ | 96.6 | $ | - | $ | (38.3 | ) | $ | 206.0 | |||||||||||
| Adjusted operating margin (non-GAAP) | 9.3 | % | 33.4 | % | 9.1 | % | 29.2 | % | 19.1 | % |
| ______________ | |
| (1) | Deal related & integration costs primarily includes deal costs related to the terminated proposed merger with Flowserve, deal costs related to the pending acquisition of Chart by Baker Hughes, certain acquired project losses, costs associated with monetizing net investments in leases and costs associated with integrating Howden. |
| (2) | Restructuring and other reorganization related costs include restructuring charges as well as other costs associated with closing and consolidating facilities as well as charges for restructuring certain employee incentive plans. |
| (3) | Other primarily includes project losses associated with an order that was substantially committed and negotiated prior to the close of the Howden acquisition, costs associated with incremental shifts needed to start up production lines, one-time charges from transitions to new ERP systems, final charges for Roots divestiture transition service agreement and costs related to a retention consulting agreement. |
| Three Months Ended December 31, 2024 | ||||||||||||||||||||||||||
| Cryo Tank Solutions | Heat Transfer Systems | Specialty Products | Repair, Service & Leasing | Intersegment Eliminations | Corporate | Consolidated | ||||||||||||||||||||
| Sales | $ | 150.2 | $ | 288.8 | $ | 316.9 | $ | 350.7 | $ | 0.2 | $ | - | $ | 1,106.8 | ||||||||||||
| Operating income (loss) as reported (U.S. GAAP) | $ | 21.1 | $ | 75.7 | $ | 51.1 | $ | 85.4 | $ | - | $ | (45.0 | ) | $ | 188.3 | |||||||||||
| Operating margin | 14.0 | % | 26.2 | % | 16.1 | % | 24.4 | % | 17.0 | % | ||||||||||||||||
| Deal related & integration costs(1) | $ | - | $ | - | $ | - | $ | - | $ | - | $ | 4.5 | $ | 4.5 | ||||||||||||
| Step up amortization on inventory, intangibles and fixed assets from Howden acquisition | 1.0 | 2.6 | 3.7 | 34.9 | - | - | 42.2 | |||||||||||||||||||
| Restructuring & other reorganization related costs | - | - | 0.1 | 4.1 | - | 0.4 | 4.6 | |||||||||||||||||||
| Other(2) | 0.5 | 0.1 | 0.2 | 1.1 | - | 1.9 | 3.8 | |||||||||||||||||||
| Adjusted operating income (loss) (non-GAAP) | $ | 22.6 | $ | 78.4 | $ | 55.1 | $ | 125.5 | $ | - | $ | (38.2 | ) | $ | 243.4 | |||||||||||
| Adjusted operating margin (non-GAAP) | 15.0 | % | 27.1 | % | 17.4 | % | 35.8 | % | 22.0 | % |
| _____________ | |
| (1) | Deal related & integration costs primarily includes costs associated with integrating Howden and impacts from the 2023 divestitures. |
| (2) | Other includes asset impairments, pre-Howden acquisition related tax assessments and other employee plan expenses. |
| Year Ended December 31, 2025 | |||||||||||||||||||||||||||
| Cryo Tank Solutions | Heat Transfer Systems | Specialty Products | Repair, Service & Leasing | Intersegment Eliminations | Corporate | Consolidated | |||||||||||||||||||||
| Sales | $ | 624.2 | $ | 1,237.7 | $ | 1,098.4 | $ | 1,303.7 | $ | - | $ | - | $ | 4,264.0 | |||||||||||||
| Operating income (loss) as reported (U.S. GAAP) | $ | 67.9 | $ | 364.4 | $ | 133.7 | $ | 269.2 | $ | - | $ | (476.8 | ) | $ | 358.4 | ||||||||||||
| Operating margin | 10.9 | % | 29.4 | % | 12.2 | % | 20.6 | % | 8.4 | % | |||||||||||||||||
| Termination fee expense(1) | $ | - | $ | - | $ | - | $ | - | $ | - | $ | 266.0 | $ | 266.0 | |||||||||||||
| Deal related & integration costs(2) | 0.8 | 1.7 | 2.9 | 4.9 | - | 42.9 | 53.2 | ||||||||||||||||||||
| Step up amortization on inventory, intangibles and fixed assets from Howden acquisition | 4.8 | 4.0 | 14.1 | 138.3 | - | - | - | 161.2 | |||||||||||||||||||
| Restructuring & other reorganization related costs(3) | 2.4 | 1.7 | 4.3 | 6.7 | - | 2.4 | 17.5 | ||||||||||||||||||||
| Other(4) | 3.9 | 0.5 | 13.8 | 5.9 | - | 4.0 | 28.1 | ||||||||||||||||||||
| Adjusted operating income (loss) (non-GAAP) | $ | 79.8 | $ | 372.3 | $ | 168.8 | $ | 425.0 | $ | - | $ | (161.5 | ) | $ | 884.4 | ||||||||||||
| Adjusted operating margin (non-GAAP) | 12.8 | % | 30.1 | % | 15.4 | % | 32.6 | % | 20.7 | % |
| _______________ | |
| (1) | Includes $266.0 million in termination fee expense associated with the terminated proposed merger with Flowserve. |
| (2) | Deal related & integration costs primarily includes deal costs related to the terminated proposed merger with Flowserve, deal costs related to the pending acquisition of Chart by Baker Hughes, certain acquired project losses and costs associated with integrating Howden. |
| (3) | Restructuring and other reorganization related costs include restructuring charges as well as other costs associated with closing and consolidating facilities as well as charges for restructuring certain employee incentive plans. |
| (4) | Other primarily includes project losses associated with an order that was substantially committed and negotiated prior to the close of the Howden acquisition, costs associated with incremental shifts needed to start up production lines, one-time charges from transitions to new ERP systems, final charges for Roots divestiture transition service agreement, costs associated with charges for a specific employment plan in South Africa, incremental costs due to unavoidable supply disruptions, asset impairments, charges related to Howden costs incurred prior to the acquisition, unplanned non-ordinary freight incurred on a project, costs related to a retention consulting agreement and certain customer concessions. |
| Year Ended December 31, 2024 | ||||||||||||||||||||||||||
| Cryo Tank Solutions | Heat Transfer Systems | Specialty Products | Repair, Service & Leasing | Intersegment Eliminations | Corporate | Consolidated | ||||||||||||||||||||
| Sales | $ | 637.9 | $ | 1,035.3 | $ | 1,114.3 | $ | 1,372.7 | $ | 0.1 | $ | - | $ | 4,160.3 | ||||||||||||
| Operating income (loss) as reported (U.S. GAAP) | $ | 74.6 | $ | 233.3 | $ | 173.1 | $ | 350.5 | $ | - | $ | (184.0 | ) | $ | 647.5 | |||||||||||
| Operating margin | 11.7 | % | 22.5 | % | 15.5 | % | 25.5 | % | 15.6 | % | ||||||||||||||||
| Deal related & integration costs(1) | $ | - | $ | - | $ | - | $ | 1.4 | $ | - | $ | 22.7 | $ | 24.1 | ||||||||||||
| Step up amortization on inventory, intangibles and fixed assets from Howden acquisition | 7.1 | 6.1 | 18.7 | 150.1 | - | (0.1 | ) | 181.9 | ||||||||||||||||||
| Restructuring & other reorganization related costs | 1.6 | 1.0 | 2.9 | 9.1 | - | 1.1 | 15.7 | |||||||||||||||||||
| Other(2) | 0.9 | 2.0 | 0.4 | 1.2 | - | 2.6 | 7.1 | |||||||||||||||||||
| Adjusted operating income (loss) (non-GAAP) | $ | 84.2 | $ | 242.4 | $ | 195.1 | $ | 512.3 | $ | - | $ | (157.7 | ) | $ | 876.3 | |||||||||||
| Adjusted operating margin (non-GAAP) | 13.2 | % | 23.4 | % | 17.5 | % | 37.3 | % | 21.1 | % |
| _______________ | |
| (1) | Deal related & integration costs primarily includes costs associated with integrating Howden and impacts from the 2023 divestitures. |
| (2) | Other primarily includes asset impairments, pre-Howden acquisition related tax assessments, other employee plan expenses and other one-time costs. |
____________
Adjusted operating income (loss) is not a measure of financial performance under U.S. GAAP and should not be considered as an alternative to operating income (loss) in accordance with U.S. GAAP. Management believes that adjusted operating income (loss) facilitates useful period-to-period comparisons of our financial results and this information is used by us in evaluating internal performance. Our calculation of these non-GAAP measures may not be comparable to the calculations of similarly titled measures reported by other companies.
| CHART INDUSTRIES, INC. AND SUBSIDIARIES RECONCILIATION OF NET INCOME FROM CONTINUING OPERATIONS TO EBITDA AND ADJUSTED EBITDA (UNAUDITED) (Dollars in millions) | |||||||||||||
| Three Months Ended | Year Ended | ||||||||||||
| December 31, 2025 | December 31, 2024 | December 31, 2025 | December 31, 2024 | ||||||||||
| Net income from continuing operations | $ | 40.0 | $ | 83.3 | $ | 38.8 | $ | 236.3 | |||||
| Income tax expense, net | 3.7 | 27.7 | (10.4 | ) | 78.6 | ||||||||
| Interest expense, net | 75.3 | 79.8 | 307.8 | 328.5 | |||||||||
| Loss on extinguishment of debt | 3.5 | - | 8.2 | 0.7 | |||||||||
| Depreciation and amortization | 72.6 | 69.9 | 281.3 | 269.9 | |||||||||
| EBITDA (non-GAAP) | 195.1 | 260.7 | 625.7 | 914.0 | |||||||||
| Non-recurring costs: | |||||||||||||
| Termination fee expense(1) | - | - | 266.0 | - | |||||||||
| Deal related & integration costs(2) | 22.1 | 4.5 | 51.6 | 34.4 | |||||||||
| Restructuring & related costs(3) | 7.3 | 4.6 | 19.6 | 15.7 | |||||||||
| Amortization of step-up value of inventory from Howden acquisition | - | - | - | 21.0 | |||||||||
| Other one-time items(4) | 11.5 | 5.3 | 28.5 | 10.2 | |||||||||
| Employee share-based compensation expense | 1.8 | 4.6 | 17.2 | 18.9 | |||||||||
| Unrealized loss (gain) on investments in equity securities and loss from strategic equity method investments(5) | 1.0 | 3.9 | 5.7 | (0.4 | ) | ||||||||
| Adjusted EBITDA (non-GAAP) | $ | 238.8 | $ | 283.6 | $ | 1,014.3 | $ | 1,013.8 |
| _______________ | |
| (1) | Includes $266.0 million in termination fee expense associated with the terminated proposed merger with Flowserve. |
| (2) | Deal related & integration costs primarily includes deal costs related to the terminated proposed merger with Flowserve, deal costs related to the pending acquisition of Chart by Baker Hughes, certain acquired project losses, costs associated with monetizing net investments in leases and costs associated with integrating Howden. |
| (3) | Restructuring and other reorganization related costs include restructuring charges as well as other costs associated with closing and consolidating facilities, charges for restructuring certain employee incentive plans and certain charges related to exited pension plans. |
| (4) | Q4 2025 Other primarily includes project losses associated with an order that was substantially committed and negotiated prior to the close of the Howden acquisition, costs associated with incremental shifts needed to start up production lines, one-time charges from transitions to new ERP systems, final charges for Roots divestiture transition service agreement and costs related to a retention consulting agreement. Q4 2024 Other includes costs associated with the termination of a pension plan and other plan expenses, asset impairments, pre-Howden acquisition related tax assessments and legal costs associated with a non-recurring item. 2025 Full Year Other primarily includes project losses associated with an order that was substantially committed and negotiated prior to the close of the Howden acquisition, costs associated with incremental shifts needed to start up production lines, one-time charges from transitions to new ERP systems, final charges for Roots divestiture transition service agreement, costs associated with charges for a specific employment plan in South Africa, incremental costs due to unavoidable supply disruptions, asset impairments, charges related to Howden costs incurred prior to the acquisition, unplanned non-ordinary freight incurred on a project, costs related to a retention consulting agreement and certain customer concessions. 2024 Full Year Other primarily includes costs associated with the termination of a pension plan and other plan expenses, asset impairments and associated insurance recoveries, pre-Howden acquisition related tax assessments, legal cost associated with non-recurring items, administrative costs related to certain equity method investments and a one-time adjustment related to a 2022 settlement adjusted for in the second quarter of 2024. |
| (5) | Includes the mark-to-market of our inorganic investments in Avina, McPhy, Stabilis and certain of our minority investments as well as losses from strategic equity method investments. |
_______________
The reconciliation from net income from continuing operations to EBITDA (non-GAAP) includes acquisition related finance fees and loss on extinguishment of debt. EBITDA and adjusted EBITDA are not measures of financial performance under U.S. GAAP and should not be considered as an alternative to net income from continuing operations in accordance with U.S. GAAP. Management believes that EBITDA and adjusted EBITDA facilitate useful period-to-period comparisons of our financial results and this information is used by us in evaluating internal performance. Our calculation of these non-GAAP measures may not be comparable to the calculations of similarly titled measures reported by other companies.
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