8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

(Amendment No 1)

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 4, 2021

CIRCOR INTERNATIONAL, INC.

(Exact name of registrant as specified in its charter)

Delaware		001-14962	04-3477276
(State or other jurisdiction of incorporation or organization)		(Commission File Number)	(I.R.S. Employer Identification No.)
30 CORPORATE DRIVE, SUITE 200
Burlington,	MA		01803-4238
(Address of principal executive offices and Zip Code)			(Zip Code)

(781) 270-1200

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act: 

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common stock, par value $0.01 per share	CIR	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  

Item 2.02. Results of Operations and Financial Condition.

By press release dated March 4, 2021, CIRCOR International, Inc. (the “Company”) announced its financial results for the three months ended December 31, 2020. The full text of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

The information in this Item 2.02 of Form 8-K and the attached Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities and Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference into any registration statement or other document filed under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by special reference in such filing.

The Company’s management evaluates segment operating performance using operating income before certain charges/credits to cost of revenues and selling, general and administrative expenses, principally associated with acquisition-related activities; restructuring and other costs/income including costs arising from facility consolidations and gains and losses from the sale of product lines; and amortization of acquisition-related intangible assets. The Company also refers to this measure as segment operating income or adjusted operating income. The Company uses this measure because it helps management understand and evaluate the segments’ core operating results and facilitates comparison of performance for determining incentive compensation achievement.

In the press release and accompanying supplemental information, the Company uses the following non-GAAP financial measures: adjusted operating income, adjusted operating margin, free cash flow, adjusted net income, adjusted earnings per share (EPS), EBITDA, adjusted EBITDA, net debt, combined financial information, and organic revenue, described as follows:

•Adjusted operating income is defined as GAAP operating income excluding intangible amortization from acquisitions completed subsequent to December 31, 2011, depreciation and cost of goods sold charges related to step-up valuations from acquisitions completed subsequent to December 31, 2016, the impact of restructuring related inventory, impairment and special charges or gains.

•Adjusted operating margin is defined as adjusted operating income divided by net revenues.

•Free cash flow is defined as net cash flow from operating activities, less net capital expenditures. Management of this Company believes free cash flow is an important measure of its liquidity as well as its ability to service long-term debt, fund future growth and to provide a return to shareholders. We also believe this free cash flow definition does not have any material limitations.

•Adjusted net income is defined as net income, excluding intangible amortization from acquisitions completed subsequent to December 31, 2011, depreciation and cost of goods sold charges related to step-up valuations from acquisitions completed subsequent to December 31, 2016,, the impact of restructuring related inventory, impairment and special charges or gains, net of tax.

•Adjusted EPS is defined as earnings per common share diluted, excluding the per share impact of intangible amortization from acquisitions completed subsequent to December 31, 2011, depreciation and cost of goods sold charges related to step-up valuations from acquisitions completed subsequent to December 31, 2016,, the impact of restructuring related inventory, impairment and special charges or gains, net of tax.

•EBITDA is defined as net income plus net interest expense, provision for income taxes, depreciation and amortization.

•Adjusted EBITDA is defined as EBITDA plus the impact of special charges/gains including the impact of restructuring related inventory charges, cost of goods sold charges related to step-up valuations from acquisitions completed subsequent to December 31, 2016,, and impairments, net of tax.

•Net Debt is defined as total debt minus cash and cash equivalents.

•Organic growth - the change in revenue and orders excluding the impact of acquisitions, divestitures and changes in foreign exchange rates.

Our management uses these non-GAAP measures to gain an understanding of our comparative operating performance (when comparing such results with previous periods or forecasts). These non-GAAP financial measures are used by management in our financial and operating decision making because we believe they reflect our ongoing business and facilitate period-to-period comparisons. We believe these non-GAAP financial measures provide useful information to investors and others in understanding and evaluating the Company’s current operating performance and future prospects in the same manner as management does, if they so choose. These non-GAAP financial measures also allow investors and others to compare the Company’s current financial results with the Company’s past financial results in a consistent manner. For example:

•We exclude costs and tax effects associated with restructuring activities, such as reducing overhead and consolidating facilities. We believe that the costs related to these restructuring activities are not indicative of our normal operating costs.

•We exclude certain acquisition-related costs, including significant transaction costs and the related tax effects. We exclude these costs because we do not believe they are indicative of our normal operating costs.

•We exclude the expense and tax effects associated with the non-cash amortization of acquisition-related intangible assets because a significant portion of the purchase price for acquisitions may be allocated to intangible assets that have lives of 5 to 20 years. Exclusion of the non-cash amortization expense allows comparisons of operating results that are consistent over time for both our newly acquired and long-held businesses and with both acquisitive and non-acquisitive peer companies.

•We also exclude certain gains/losses and related tax effects, which are either isolated or cannot be expected to occur again with any predictability, and that we believe are not indicative of our normal operating gains and losses. For example, we exclude gains/losses from items such as the sale of a business, significant litigation-related matters and lump-sum pension plan settlements.

CIRCOR’s management uses these non-GAAP measures, in addition to GAAP financial measures, as the basis for measuring the Company’s operating performance and comparing such performance to that of prior periods and to the performance of our peers and competitors. We use such measures when publicly providing our business outlook, assessing future earnings potential, evaluating potential acquisitions and dispositions and in our financial and operating decision-making process including for incentive compensation purposes.

Investors should recognize that these non-GAAP measures might not be comparable to similarly titled measures of other companies. These measures should be considered in addition and not as a substitute for or superior to, any measure of performance, cash flow or liquidity prepared in accordance with accounting principles generally accepted in the United States.

A reconciliation of our non-GAAP financial measures to the most directly comparable GAAP financial measure is provided in the supplemental information table titled “Reconciliation of Key Performance Measures to Commonly Used Generally Accepted Accounting Principle Terms” which is included as an attachment to the press release in Exhibit 99.1.

Item 7.01. Regulation FD Disclosure

Presentation slides discussing the Company's quarterly operating results are attached to this Current Report on Form 8-K, as Exhibit 99.2, and are incorporated herein by reference. The information in this Item 7.01 of Form 8-K and the attached Exhibit 99.2 shall not be deemed "filed" for purposes of Section 18 of the Exchange Act or otherwise subject to the liability that section, nor shall it be deemed incorporated by reference into any registration statement or other document filed under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by special reference in such filing.

Item 9.01    Financial Statements and Exhibits. 

(d) Exhibits.

Exhibit No.	Description
99.1	Press Release regarding Earnings
99.2	Fourth Quarter 2020 Investor Review Presentation
101.SCH	Inline XBRL Taxonomy Extension Schema Document
101.CAL	Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF	Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB	Inline XBRL Taxonomy Extension Labels Linkbase Document
101.PRE	Inline XBRL Taxonomy Extension Presentation Linkbase Document
104	Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	CIRCOR INTERNATIONAL, INC.
March 4, 2021	/s/ Abhi Khandelwal
	Abhi Khandelwal
	Senior Vice President and Chief Financial Officer

EX-99.1

CIRCOR Reports Fourth-Quarter 2020 and Full Year 2020 Financial Results     Exhibit 99.1    

Burlington, MA – March 4, 2021

CIRCOR International, Inc. (NYSE: CIR), one of the world’s leading providers of mission critical flow control products and services for the Industrial and Aerospace & Defense markets, today announced GAAP and adjusted financial results for the fourth quarter and full year ended December 31, 2020.

Fourth Quarter 2020:

•Revenue of $208 million, down (14)% reported and (10)% organically

◦Aerospace & Defense revenue of $78 million, down (2)% reported and (3)% organically

◦Industrial revenue of $131 million, down (20)% reported, and (13)% organically

•GAAP operating margin of 4.8%; Adjusted operating margin of 11.2%

•GAAP earnings per share of $(0.70); Adjusted earnings per share of $0.66

•Strong operating cash flow of $24 million; Free cash flow of $20 million

Full year 2020:

•Revenue of $773 million, down (20)% reported and (12)% organically

◦Aerospace & Defense revenue of $268 million, down (2)% reported and (2)% organically

◦Industrial revenue of $505 million, down (27)% reported and (17)% organically

•GAAP operating margin of (7.8)%; Adjusted operating margin of 8.7%

•GAAP earnings per share of $(9.28); Adjusted earnings per share of $1.43

•Completed $45 million cost reduction & avoidance plan; revenue drop through to earnings of 25%

•Operating cash flow of $(23) million impacted by exit of upstream oil & gas and one-time cash charges; Free cash flow of $(35) million

•Reduced net debt by $126 million / (22)% and interest expense by $14 million

•Launched 49 new products in 2020 vs. 33 in 2019

CIRCOR President and CEO Scott Buckhout said, “Our teams were faced with an unprecedented challenge presented by the global COVID-19 pandemic in 2020 – a challenge we met head on by prioritizing the health and safety of our employees, delivering mission critical equipment and service to our customers, and executing difficult but necessary cost out actions to preserve our financial strength. I am proud of the resilience and remarkable effort of the entire CIRCOR team in navigating a challenging and dynamic year.”

Mr. Buckhout continued, “Despite the difficult macro environment, we made significant progress on executing our strategic plan. We successfully completed our exit from upstream oil & gas with the sale of Instrumentation & Sampling and Distributed Valves and significantly reduced our debt position with the proceeds from these sales. We also executed our value-based pricing strategy across both businesses while launching a record number of new products in collaboration with our customers and suppliers. I am confident that these efforts along with our continued focus on improving our operations and execution using the CIRCOR Operating System will position us to take full advantage of an eventual market recovery.”

Mr. Buckhout concluded, “Looking ahead to 2021, our team remains focused on delivering for our customers, shareholders, and employees by executing strategic initiatives that drive organic growth, expand margins, and drive improved free cash flow to further reduce debt.”

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2021 Guidance

For the full year of 2021, CIRCOR expects organic revenue growth in the range of 0 to 4%, with low to mid-single digit growth in Aerospace and Defense and low-single digit growth in Industrial. Adjusted EPS is expected to be in the range of $2.00 to $2.20 driven by increased sales volume and improved operating margins. CIRCOR also expects its adjusted net income to free cash flow conversion to be 85% - 95%. Free cash flow generated in 2021 will be used to deleverage CIRCOR, and the company continues to target a net debt to adjusted EBITDA ratio of 2.0x to 2.5x. Presentation slides that provide supporting information to this guidance and fourth-quarter and year-end results are posted on the “Investors” section of the Company’s website and will be discussed during the conference call at 9:00 a.m. ET today.

Selected Preliminary Consolidated Results

($ in millions except EPS)	Q4 2020			Q4 2019			Change		Q4 YTD 2020			Q4 YTD 2019			Change
Revenue	$	208.4		$	242.6		-14	%	$	773.3		$	964.3		-20	%
Revenue - excluding divested businesses1	208.4			224.0			-7	%	768.4			869.1			-12	%
GAAP operating (loss) income	9.9			17.0			-42	%	(60.4)			37.7			-260	%
Adjusted operating income2	23.3			32.2			-28	%	67.6			109.8			-38	%
GAAP operating margin	4.8		%	7.0		%	-220 bps		(7.8)		%	3.9		%	-1170 bps
Adjusted operating margin2	11.2		%	13.3		%	-210 bps		8.7		%	11.4		%	-270 bps
Adjusted operating margin ex divestitures2	11.2		%	13.0		%	-180 bps		8.8		%	10.6		%	-180 bps
GAAP (loss) earnings per share (diluted)	$	(0.70)		$	0.08		-975	%	$	(9.28)		$	(6.73)		-38	%
Adjusted earnings per share (diluted)2	$	0.66		$	0.82		-20	%	$	1.43		$	2.62		-45	%
Operating cash flow	23.6			16.8			40	%	(22.7)			15.9			-243	%
Free cash flow3	20.4			18.4			11	%	(35.3)			11.7			-402	%
Orders	168.5			236.6			-29	%	736.2			977.5			-25	%
Orders - excluding divested businesses1	168.5			218.5			-23	%	731.7			882.3			-17	%

Segment Results

($ in millions)	Q4 2020			Q4 2019			Change		Q4 2020			Q4 2019			Change
Aerospace & Defense
Revenue	$	77.8		$	79.1		-2	%	$	267.8		$	272.6		-2	%
Segment operating income	18.7			19.1			-2	%	59.1			52.5			13	%
Segment operating margin	24.0		%	24.2		%	-20 bps		22.1		%	19.2		%	290 bps
Orders	46.8			68.5			-32	%	254.5			313.9			-19	%
Industrial
Revenue	$	130.5		$	163.6		-20	%	$	505.4		$	691.7		-27	%
Revenue - excluding divested businesses1	130.5			145.0			-10	%	500.5			596.5			-16	%
Segment operating income	12.4			20.8			-40	%	39.8			90.8			-56	%
Segment operating margin	9.5		%	12.7		%	-320 bps		7.9		%	13.1		%	-520 bps
Orders	121.7			168.1			-28	%	481.6			663.6			-27	%
Orders - excluding divested businesses1	121.7			150.0			-19	%	477.2			568.4			-16	%

1.Orders and revenue excluding divested businesses are non-GAAP measures and are calculated by subtracting the orders and revenues generated by the divested businesses during the periods prior to their divestiture from reported

2

orders and revenues. Divested businesses include Reliability Services, Spence/Nicholson and Instrumentation & Sampling (all Industrial) which were sold before December 31, 2020.

2.Adjusted consolidated and segment results for Q4 2020 exclude net loss from discontinued operations of $0.8 million and net loss from non-cash acquisition-related intangible amortization, special and restructuring charges totaling $13.4 million. These charges include: (i) $12.0 million for non-cash acquisition-related intangible amortization and depreciation expense; (ii) $1.4 million of professional fees and other costs associated with restructuring and cost reductions. It also excludes the Q4 2020 charge for valuation allowance against deferred tax assets by virtue of using an effective tax rate in the adjusted results which is a $14.8 million adjustment to taxes. Adjusted consolidated and segment results for Q4 2019 exclude net loss from discontinued operations of $1.6 million and net loss from non-cash acquisition-related intangible amortization, special and restructuring charges totaling $15.2 million ($13.4 million, net of tax). These charges include: (i) $12.2 million for non-cash acquisition-related intangible amortization expense and amortization of the step-up in fixed asset values; (ii) $2.3 million related to restructuring and cost saving initiatives; (iii) $1.3 million of professional fees associated with an unsolicited tender offer to acquire all outstanding shares of the Company’s common stock; (iv) $1.2 million related to divestitures, partially offset by (v) a $1.8 million gain on the sale of a building.

3.Free cash flow is a non-GAAP financial measure and is calculated by subtracting GAAP capital expenditures, net of proceeds from asset sales, from GAAP operating cash flow.

Conference Call Information

CIRCOR International will hold a conference call to review its financial results at 9:00 a.m. ET today, March 4, 2021. To listen to the live conference call and view the accompanying presentation slides, please visit “Webcasts & Presentations” in the “Investors” section of CIRCOR’s website. The live call also can be accessed by dialing (877) 407-5790 or (201) 689-8328. The webcast will be archived on the Company’s website for one year.

Use of Non-GAAP Financial Measures

Adjusted operating income, adjusted operating margin, adjusted net income, adjusted earnings per share (diluted), EBITDA, adjusted EBITDA, net debt, free cash flow and organic growth (and such measures further excluding discontinued operations) are non-GAAP financial measures. These non-GAAP financial measures are used by management in our financial and operating decision making because we believe they reflect our ongoing business and facilitate period-to-period comparisons. We believe these non-GAAP financial measures provide useful information to investors and others in understanding and evaluating the Company’s current operating performance and future prospects in the same manner as management does, if they so choose. These non-GAAP financial measures also allow investors and others to compare the Company’s current financial results with the Company’s past financial results in a consistent manner.For example:

We exclude costs and tax effects associated with restructuring activities, such as reducing overhead and consolidating facilities. We believe that the costs related to these restructuring activities are not indicative of our normal operating costs.

We exclude certain acquisition-related costs, including significant transaction costs and amortization of inventory and fixed-asset step-ups and the related tax effects. We exclude these costs because we do not believe they are indicative of our normal operating costs.

We exclude the expense and tax effects associated with the non-cash amortization of acquisition-related intangible assets because a significant portion of the purchase price for acquisitions may be allocated to intangible assets that have lives up to 25 years. Exclusion of the non-cash amortization expense allows comparisons of operating results that are consistent over time for both our newly acquired and long-held businesses and with both acquisitive and non-acquisitive peer companies.

We also exclude certain gains/losses and related tax effects, which are either isolated or cannot be expected to occur again with any predictability, and that we believe are not indicative of our normal operating gains and losses. For example, we exclude gains/losses from items such as the sale of a business, significant litigation-related matters and lump-sum pension plan settlements.

We exclude the results of discontinued operations.

We exclude goodwill impairment charges.

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Due to the significance of recently sold businesses and to provide a comparison of changes in our orders and revenue, we also discuss these changes on an “organic” basis.Organic is calculated assuming the divestitures completed prior to December 31, 2020 were completed on January 1, 2019 and excluding the impact of changes in foreign currency exchange rates.

CIRCOR’s management uses these non-GAAP measures, in addition to GAAP financial measures, as the basis for measuring the Company’s operating performance and comparing such performance to that of prior periods and to the performance of our competitors. We use such measures when publicly providing our business outlook, assessing future earnings potential, evaluating potential acquisitions and dispositions and in our financial and operating decision-making process, including for compensation purposes.

Investors should recognize that these non-GAAP measures might not be comparable to similarly titled measures of other companies. These measures should be considered in addition and not as a substitute for or superior to, any measure of performance, cash flow or liquidity prepared in accordance with accounting principles generally accepted in the United States. A reconciliation of the non-GAAP financial measures to the most directly comparable GAAP measures is included in this news release.

Safe Harbor Statement

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”).The words “may,” “hope,” “should,” “expect,” “plan,” “anticipate,” “intend,” “believe,” “estimate,” “predict,” “potential,” “continue,” and other expressions, which are predictions of or indicate future events and trends and which do not relate to historical matters, identify forward-looking statements, although not all forward-looking statements are accompanied by such words. We believe that it is important to communicate our future expectations to our stockholders, and we, therefore, make forward-looking statements in reliance upon the safe harbor provisions of the Act. However, there may be events in the future that we are not able to accurately predict or control and our actual results may differ materially from the expectations we describe in our forward-looking statements. Forward-looking statements, including statements about outlook for the fourth quarter, the expected and potential direct or indirect impacts of the COVID-19pandemic on our business, the realization of cost reductions from restructuring activities and expected synergies, the number of new product launches and future cash flows from operating activities, involve known and unknown risks, uncertainties and other factors, which may cause our actual results, performance or achievements to differ materially from anticipated future results, performance or achievements expressed or implied by such forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to:the duration and severity of the COVID-19 pandemic and its impact on the global economy; changes in the price of and demand for oil and gas in both domestic and international markets; any adverse changes in governmental policies; variability of raw material and component pricing; changes in our suppliers’ performance; fluctuations in foreign currency exchange rates; changes in tariffs or other taxes related to doing business internationally; our ability to hire and retain key personnel; our ability to operate our manufacturing facilities at efficient levels including our ability to prevent cost overruns and reduce costs; our ability to generate increased cash by reducing our working capital; our prevention of the accumulation of excess inventory; our ability to successfully implement our divestiture; restructuring or simplification strategies; fluctuations in interest rates; our ability to successfully defend product liability actions; as well as the uncertainty associated with the current worldwide economic conditions and the continuing impact on economic and financial conditions in the United States and around the world, including as a result of COVID-19, natural disasters, terrorist attacks and other similar matters.We advise you to read further about these and other risk factors set forth in Part II, Item 1A of this Quarterly Report on Form 10-Q and Part I, Item 1A, “Risk Factors” of our Annual Report on Form 10-K for the year ended December 31, 2019, which is filed with the Securities and Exchange Commission ("SEC") and is available on the SEC's website at www.sec.gov. We undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.

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About CIRCOR International, Inc.

CIRCOR International is one of the world’s leading providers of mission critical flow control products and services for the Industrial and Aerospace & Defense markets. The Company has a product portfolio of market-leading brands serving its customers’ most demanding applications. CIRCOR markets its solutions directly and through various sales partners to more than 14,000 customers in approximately 100 countries. The Company has a global presence with approximately 3,100 employees and is headquartered in Burlington, Massachusetts. For more information, visit the Company’s investor relations website at http://investors.circor.com.

Contact:

Alex Maki

Vice President FP&A and Investor Relations

CIRCOR International

(781) 270-1200

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CIRCOR INTERNATIONAL, INC.

Condensed Consolidated Statements of Operations

(in thousands, except per share data) (unaudited)

	Three Months Ended				Twelve Months Ended
	Q4 2020		Q4 2019		Q4 2020		Q4 2019
Net revenues	$	208,351	$	242,638	$	773,271	$	964,313
Cost of revenues	140,939		164,634		530,844		655,504
Gross profit	67,412		78,004		242,427		308,809
Selling, general and administrative expenses	56,046		58,029		220,994		248,256
Goodwill impairment charge	—		—		116,182		—
Special and restructuring charges (recoveries), net	1,444		2,979		(34,303)		22,872
Operating income, (loss)	9,922		16,996		(60,446)		37,681
Other expense (income)
Interest expense, net	8,520		10,763		34,219		48,609
Other (income) expense, net	(758)		1,919		(529)		(836)
Total other expense, net	7,762		12,682		33,690		47,773
Income (loss) from continuing operations before income taxes	2,160		4,314		(94,136)		(10,092)
Provision for (benefit from) income taxes	15,299		1,163		56,222		14,676
(Loss) Income from continuing operations, net of tax	(13,139)		3,151		(150,358)		(24,768)
(Loss) Income from discontinued operations, net of tax	(795)		(1,595)		(35,140)		(109,167)
Net (Loss) income	$	(13,934)	$	1,556	$	(185,498)	$	(133,935)
Basic (loss) income per common share:
Basic from continuing operations	$	(0.66)	$	0.16	$	(7.52)	$	(1.24)
Basic from discontinued operations	$	(0.04)	$	(0.08)	$	(1.76)	$	(5.48)
Net (loss) income	$	(0.70)	$	0.08	$	(9.28)	$	(6.73)
Diluted income (loss) per common share:
Diluted from continuing operations	$	(0.66)	$	0.16	$	(7.52)	$	(1.24)
Diluted from discontinued operations	$	(0.04)	$	(0.08)	$	(1.76)	$	(5.48)
Net (loss) income	$	(0.70)	$	0.08	$	(9.28)	$	(6.73)
Weighted average number of common shares outstanding:
Basic	20,002		19,920		19,982		19,903
Diluted	20,002		20,148		19,982		19,903

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CIRCOR INTERNATIONAL, INC.

Condensed Consolidated Statements of Cash Flows

(in thousands) (unaudited)

	Twelve Months Ended
	December 31, 2020		December 31, 2019
OPERATING ACTIVITIES
Net loss	$	(185,498)	$	(133,935)
Loss from discontinued operations, net of income taxes	(35,140)		(109,167)
Loss from continuing operations	(150,358)		(24,768)
Adjustments to reconcile net loss to net cash (used in) provided by operating activities:
Depreciation	20,385		22,045
Amortization	43,662		47,591
Provision for bad debt expense	6,099		617
Write down of inventory	3,618		366
Compensation expense for share-based plans	5,488		5,418
Amortization of debt issuance costs	7,460		4,622
Deferred tax provision	51,319		(3,440)
Loss on sale or write-down of property, plant and equipment	—		(1,793)
Goodwill impairment charge	116,182
(Gain) loss on sale of businesses	(54,429)		3,615
Changes in operating assets and liabilities, net of effects of acquisition and disposition:
Trade accounts receivable	23,506		24,339
Inventories	5,780		(9,557)
Prepaid expenses and other assets	(34,824)		7,360
Accounts payable, accrued expenses and other liabilities	(52,051)		(34,168)
Net cash (used in) provided by continuing operating activities	(8,163)		42,247
Net cash used in discontinued operating activities	(14,561)		(26,334)
Net cash used in operating activities	(22,724)		15,913
INVESTING ACTIVITIES
Additions to property, plant and equipment	(12,222)		(13,855)
Proceeds from sale of property, plant and equipment	(322)		6,172
Proceeds from the sale of business	165,540		162,591
Proceeds from beneficial interest of factored receivables	2,957		861
Net cash provided by continuing investment activities	155,953		155,769
Net cash used in discontinued investing activities	(11,658)		(2,733)
Net cash provided by investing activities	144,295		153,036
FINANCING ACTIVITIES
Proceeds from long-term debt	219,000		281,600
Payments of long-term debt	(352,916)		(434,797)
Proceeds from the exercise of stock options	118		253
Net cash used in continuing financing activities	(133,798)		(152,944)
Net cash used in financing activities	(133,798)		(152,944)
Effect of exchange rate changes on cash, cash equivalents and restricted cash	4,195		197
(DECREASE) INCREASE IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH	(8,032)		16,202
Cash, cash equivalents, and restricted cash at beginning of period	85,727		69,525
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH AT END OF PERIOD	$	77,695	$	85,727

7

CIRCOR INTERNATIONAL, INC.

Condensed Consolidated Balance Sheets

(in thousands) (unaudited)

	December 31, 2020		December 31, 2019
ASSETS
CURRENT ASSETS:
Cash and cash equivalents	$	76,452	$	84,531
Trade accounts receivable, less allowance for doubtful accounts of $9,035 and $3,086 at December 31, 2020 and December 31, 2019, respectively	102,730		125,422
Inventories	129,084		137,309
Prepaid expenses and other current assets	93,770		66,664
Assets held for sale	5,073		161,193
Total Current Assets	407,109		575,119
PROPERTY, PLANT AND EQUIPMENT, NET	168,763		172,179
OTHER ASSETS:
Goodwill	158,944		271,893
Intangibles, net	353,595		385,542
Deferred income taxes	3,990		30,852
Other assets	41,881		35,360
TOTAL ASSETS	$	1,134,282	$	1,470,945
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable	$	61,236	$	79,399
Accrued expenses and other current liabilities	76,168		94,169
Accrued compensation and benefits	28,332		19,518
Liabilities held for sale	—		43,289
Total Current Liabilities	165,736		236,375
LONG-TERM DEBT	507,888		636,297
DEFERRED INCOME TAXES	32,190		21,425
PENSION LIABILITY, NET	163,642		146,801
OTHER NON-CURRENT LIABILITIES	58,785		38,636
COMMITMENTS AND CONTINGENCIES
SHAREHOLDERS' EQUITY:
Preferred stock, $0.01 par value; 1,000,000 shares authorized; no shares issued and outstanding	—		—
Common stock, $0.01 par value; 29,000,000 shares authorized; 21,373,813 and 21,284,850 outstanding at December 31, 2020 and December 31, 2019 respectively	214		213
Additional paid-in capital	452,728		446,657
(Accumulated deficit) retained earnings	(86,461)		99,280
Common treasury stock, at cost (1,372,488 shares at December 31, 2020 and December 31, 2019)	(74,472)		(74,472)
Accumulated other comprehensive loss, net of tax	(85,968)		(80,267)
Total Shareholders' Equity	206,041		391,411
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY	$	1,134,282	$	1,470,945

8

CIRCOR INTERNATIONAL, INC.

Summary of Orders and Backlog

(in millions) (unaudited)

		Three Months Ended				Twelve Months Ended
		Q4 2020		Q4 2019		Q4 2020		Q4 2019
ORDERS (1)
	Aerospace & Defense	$	46.8	$	68.5	$	254.5	$	313.9
	Industrial	121.7		168.1		481.6		663.6
	Total Orders	$	168.5	$	236.6	$	736.2	$	977.5
		Q4 2020		Q4 2019
BACKLOG (2)
	Aerospace & Defense	$	182.1	$	194.5
	Industrial	197.2		226.2
	Total Backlog	$	379.3	$	420.7
Note 1: Orders do not include the foreign exchange impact due to the re-measurement of customer backlog amounts denominated in foreign currencies. Orders for the twelve months ended December 31, 2020 include orders from businesses divested prior to December 31, 2020 of $4.5 million. Orders for the three months ended December 31, 2019 include orders from businesses divested of $18.0 million ($95.2 million for the twelve months ended December 31, 2019). Divested businesses are Reliability Services, Spence/Nicholson and Instrumentation & Sampling, all in the Industrial segment.
Note 2: Backlog includes unshipped customer orders for which revenue has not been recognized. Backlog at Q4 2019 includes $8.6 million for Industrial related to divested businesses.

9

CIRCOR INTERNATIONAL, INC.

Segment Information

(in thousands, except percentages)

UNAUDITED

	2019															2020
As reported	1ST QTR			2ND QTR			3RD QTR			4TH QTR			TOTAL			1ST QTR			2ND QTR			3RD QTR			4TH QTR			TOTAL
ORDERS
Aerospace & Defense	$	88,107		$	93,405		$	63,968		$	68,459		$	313,939		$	72,031		$	76,616		$	59,105		$	46,796		$	254,548
Industrial	171,834			164,642			158,986			168,091			663,553			136,443			116,023			107,453			121,690			481,609
Total	$	259,941		$	258,047		$	222,954		$	236,550		$	977,492		$	208,474		$	192,639		$	166,558		$	168,486		$	736,157
NET REVENUES
Aerospace & Defense	$	61,240		$	64,694		$	67,621		$	79,070		$	272,625		$	65,493		$	62,241		$	62,249		$	77,839		$	267,822
Industrial	177,615			181,074			169,431			163,568			691,688			126,720			123,825			124,391			130,513			505,449
Total	$	238,855		$	245,768		$	237,052		$	242,638		$	964,313		$	192,213		$	186,066		$	186,640		$	208,352		$	773,271
SEGMENT OPERATING INCOME
Aerospace & Defense	$	9,374		$	10,443		$	13,564		$	19,099		$	52,480		$	12,494		$	13,142		$	14,782		$	18,675		$	59,093
Industrial	22,581			26,174			21,278			20,757			90,790			5,169			12,406			9,807			12,441			39,823
Corporate expenses	(8,522)			(8,028)			(9,248)			(7,671)			(33,469)			(6,588)			(9,664)			(7,244)			(7,789)			(31,285)
Total	$	23,433		$	28,589		$	25,594		$	32,185		$	109,801		$	11,075		$	15,884		$	17,345		$	23,327		$	67,631
SEGMENT OPERATING MARGIN %
Aerospace & Defense	15.3		%	16.1		%	20.1		%	24.2		%	19.2		%	19.1		%	21.1		%	23.7		%	24.0		%	22.1		%
Industrial	12.7		%	14.5		%	12.6		%	12.7		%	13.1		%	4.1		%	10.0		%	7.9		%	9.5		%	7.9		%
Total	9.8		%	11.6		%	10.8		%	13.3		%	11.4		%	5.8		%	8.5		%	9.3		%	11.2		%	8.7		%
	2019															2020
Results of divested businesses (1)	1ST QTR			2ND QTR			3RD QTR			4TH QTR			TOTAL			1ST QTR			2ND QTR			3RD QTR			4TH QTR			TOTAL
ORDERS - Industrial	$	30,611		$	24,448		$	22,090		$	18,047		$	95,196		$	4,449		$	—		$	—		$	—		$	4,449
NET REVENUES - Industrial	$	29,787		$	26,101		$	20,697		$	18,602		$	95,187		$	4,900		$	—		$	—		$	—		$	4,900
SEGMENT OP. INC. -Industrial	$	6,217		$	5,229		$	2,677		$	3,166		$	17,289		$	—		$	—		$	—		$	—		$	—

10

CIRCOR INTERNATIONAL, INC.

Supplemental Information Regarding Divested Businesses

(in thousands, except percentages) (unaudited)

	2019										2020
Results excluding divested businesses	1ST QTR		2ND QTR		3RD QTR		4TH QTR		TOTAL		1ST QTR		2ND QTR		3RD QTR		4TH QTR		TOTAL
ORDERS
Aerospace & Defense	$88,107		$93,405		$63,968		$68,459		$313,939		$72,031		$76,616		$59,105		$46,796		$254,548
Industrial	141,223		140,194		136,896		150,044		568,357		131,994		116,023		107,453		121,690		477,160
Total	$229,330		$233,599		$200,864		$218,503		$882,296		$204,025		$192,639		$166,558		$168,486		$731,708
NET REVENUES
Aerospace & Defense	$61,240		$64,694		$67,621		$79,070		$272,625		$65,493		$62,241		$62,249		$77,839		$267,822
Industrial	147,828		154,973		148,734		144,966		596,501		121,820		123,825		124,391		130,513		500,549
Total	$209,068		$219,667		$216,355		$224,036		$869,126		$187,313		$186,066		$186,640		$208,352		$768,371
SEGMENT OPERATING INCOME
Aerospace & Defense	$9,374		$10,443		$13,564		$19,099		$52,480		$12,494		$13,142		$14,782		$18,675		$59,093
Industrial	16,364		20,945		18,601		17,591		73,501		5,169		12,406		9,807		12,441		39,823
Corporate expenses	(8,522)		(8,028)		(9,248)		(7,671)		(33,469)		(6,588)		(9,664)		(7,244)		(7,789)		(31,285)
Total	$17,216		$23,360		$22,917		$29,019		$92,512		$11,075		$15,884		$17,345		$23,327		$67,631
SEGMENT OPERATING MARGIN %
Aerospace & Defense	15.3	%	16.1	%	20.1	%	24.2	%	19.2	%	19.1	%	21.1	%	23.7	%	24.0	%	22.1	%
Industrial	11.1	%	13.5	%	12.5	%	12.1	%	12.3	%	4.2	%	10.0	%	7.9	%	9.5	%	8.0	%
Total	8.2	%	10.6	%	10.6	%	13.0	%	10.6	%	5.9	%	8.5	%	9.3	%	11.2	%	8.8	%
(1) Divested businesses are related to the Industrial Segment and include Reliability Services, Spence/Nicholson and Instrumentation & Sampling. Engineered Valves and Distributed Valves are discontinued operations and not reflected in the As Reported figures in accordance with US GAAP.

11

CIRCOR INTERNATIONAL, INC.

Reconciliation of Key Performance Measures to Commonly Used Generally Accepted Accounting Principle Terms

(in thousands, except percentages) (unaudited)

	2019					2020
	1ST QTR	2ND QTR	3RD QTR	4TH QTR	TOTAL	1ST QTR	2ND QTR	3RD QTR	4TH QTR	TOTAL
Net Cash (Used In) Provided By Operating Activities	$(22,378)	$12,339	$9,128	$16,822	$15,913	$(23,947)	$(24,883)	$2,465	$23,641	$(22,724)
LESS
Capital expenditures, net of sale proceeds (a)	3,689	2,995	(963)	(1,535)	4,186	3,412	3,527	2,330	3,275	12,544
FREE CASH FLOW	$(26,067)	$9,344	$10,091	$18,357	$11,727	$(27,359)	$(28,410)	$135	$20,366	$(35,268)
Gross Debt	$753,950	$748,250	$659,100	$653,850	$653,850	$602,288	$592,038	$540,463	$519,938	$519,938
Less: Cash & Cash equivalents	73,619	76,082	69,225	84,531	84,531	170,861	125,421	72,772	76,452	76,452
GROSS DEBT, NET OF CASH	$680,331	$672,168	$589,875	$569,319	$569,319	$431,427	$466,617	$467,691	$443,486	$443,486
TOTAL SHAREHOLDERS' EQUITY	$516,177	$494,899	$375,388	$391,411	$391,411	$290,845	$273,351	$220,814	$206,041	$206,041
GROSS DEBT AS % OF EQUITY	146%	151%	176%	167%	167%	207%	217%	245%	252%	252%
GROSS DEBT, NET OF CASH AS % OF EQUITY	132%	136%	157%	145%	145%	148%	171%	212%	215%	215%
(a) includes capital expenditures, net of sales proceeds of discontinued operations

12

CIRCOR INTERNATIONAL, INC.

Reconciliation of Key Performance Measures to Commonly Used Generally Accepted Accounting Principle Terms

(in thousands, except percentages) (unaudited)

	2019										2020
	1ST QTR		2ND QTR		3RD QTR		4TH QTR		TOTAL		1ST QTR		2ND QTR		3RD QTR		4TH QTR		TOTAL
NET (LOSS) INCOME	$	(4,633)	$	(18,520)	$	(112,338)	$	1,555	$	(133,935)	$	(78,948)	$	(34,092)	$	(58,524)	$	(13,934)	$	(185,498)
LESS:
Restructuring related inventory charges	325		—		(1,145)		—		(820)		(602)		—		351		—		(251)
Restructuring charges, net	358		299		5,038		(509)		5,186		2,883		588		502		972		4,945
Acquisition amortization	12,077		11,247		11,202		11,189		45,715		10,218		10,681		10,625		10,939		42,463
Acquisition depreciation	1,123		1,106		1,102		1,021		4,352		974		980		1,011		1,021		3,986
Special (recoveries) charges, net	(8,200)		3,917		18,481		3,488		17,686		(45,175)		5,019		436		473		(39,247)
Goodwill Impairment charge	—		—		—		—		—		116,182		—		—		—		116,182
Income tax impact	3,625		(2,266)		5,533		(1,752)		5,140		7,704		(22,549)		53,240		13,125		51,521
Net loss (income) from discontinued operations	5,728		17,156		84,688		1,595		109,167		(9,162)		43,848		(341)		795		35,140
ADJUSTED NET INCOME	$	10,403	$	12,939	$	12,561	$	16,587	$	52,491	$	4,074	$	4,475	$	7,300	$	13,390	$	29,240
(LOSS) EARNINGS PER COMMON SHARE (Diluted)	$	(0.23)	$	(0.93)	$	(5.64)	$	0.08	$	(6.73)	$	(3.96)	$	(1.68)	$	(2.93)	$	(0.70)	$	(9.28)
LESS:
Restructuring related inventory charges	0.02		—		(0.06)		—		(0.04)		(0.03)		—		0.02		—		(0.01)
Restructuring charges, net	0.02		0.02		0.25		(0.03)		0.26		0.14		0.03		0.02		0.05		0.25
Acquisition amortization	0.61		0.57		0.56		0.56		2.30		0.51		0.53		0.53		0.55		2.13
Acquisition depreciation	0.06		0.06		0.06		0.05		0.22		0.05		0.05		0.05		0.05		0.20
Special (recoveries) charges, net	(0.41)		0.20		0.93		0.18		0.89		(2.27)		0.25		0.02		0.02		(1.96)
Impairment charge	—		—		—		—		—		5.83		—		—		—		5.81
Income tax impact	0.18		(0.12)		0.28		(0.10)		0.24		0.39		(1.11)		2.66		0.66		2.58
Earnings (Loss) per share from discontinued operations	0.29		0.86		4.25		0.08		5.48		(0.46)		2.16		(0.02)		0.04		1.76
ADJUSTED EARNINGS PER SHARE (Diluted)	$	0.52	$	0.65	$	0.63	$	0.82	$	2.62	$	0.20	$	0.22	$	0.36	$	0.66	$	1.43

13

CIRCOR INTERNATIONAL, INC.

Reconciliation of Key Performance Measures to Commonly Used Generally Accepted Accounting Principle Terms

(in thousands, except percentages) (unaudited)

	2019										2020
	1ST QTR		2ND QTR		3RD QTR		4TH QTR		TOTAL		1ST QTR		2ND QTR		3RD QTR		4TH QTR		TOTAL
NET (LOSS) INCOME	$	(4,633)	$	(18,520)	$	(112,338)	$	1,555	$	(133,935)	$	(78,948)	$	(34,092)	$	(58,524)	$	(13,934)	$	(185,498)
LESS:
Interest expense, net	13,094		12,947		11,804		10,763		48,609		9,011		8,486		8,202		8,520		34,219
Depreciation	5,499		5,568		5,551		5,427		22,045		5,121		4,958		4,802		5,504		20,385
Amortization	12,536		11,685		11,629		11,741		47,591		10,516		10,976		10,925		11,245		43,662
Provision for income taxes	5,709		284		7,490		1,193		14,676		8,374		(21,769)		54,318		15,299		56,222
Loss (income) from discontinued operations	5,728		17,156		84,688		1,595		109,167		(9,162)		43,847		(341)		795		35,140
EBITDA	$	37,933	$	29,121	$	8,825	$	32,274	$	108,152	$	(55,088)	$	12,406	$	19,383	$	27,429	$	4,130
LESS:
Restructuring related inventory charges (recoveries)	325		—		(1,145)		—		(820)		(602)		—		351		—		(251)
Restructuring charges (recoveries), net	358		299		5,038		(509)		5,186		2,883		588		502		972		4,945
Special (recoveries) charges, net	(8,200)		3,917		18,481		3,488		17,686		(45,175)		5,019		436		473		(39,247)
Goodwill impairment charge	—		—		—		—		—		116,182		—		—		—		116,182
ADJUSTED EBITDA	$	30,416	$	33,337	$	31,199	$	35,253	$	130,204	$	18,200	$	18,013	$	20,671	$	28,873	$	85,758

14

CIRCOR INTERNATIONAL, INC.

Reconciliation of Key Performance Measures to Commonly Used Generally Accepted Accounting Principle Terms

(in thousands, except percentages) (unaudited)

	2019															2020
	1ST QTR			2ND QTR			3RD QTR			4TH QTR			TOTAL			1ST QTR			2ND QTR			3RD QTR			4TH QTR			TOTAL
GAAP OPERATING INCOME (LOSS)	$	17,750		$	12,020		$	(9,084)		$	16,996		$	37,682		$	(73,405)		$	(1,384)		$	4,420		$	9,923		$	(60,446)
LESS:
Restructuring related inventory charges (recoveries)	325			—			(1,145)			—			(820)			(602)			—			351			—			(251)
Amortization of inventory step-up	—			—			—			—			—			—			—			—			—			—
Restructuring charges (recoveries), net	358			299			5,038			(509)			5,186			2,883			588			502			972			4,945
Acquisition amortization	12,077			11,247			11,202			11,189			45,715			10,218			10,681			10,625			10,939			42,463
Acquisition depreciation	1,123			1,106			1,102			1,021			4,352			974			980			1,011			1,021			3,986
Special (recoveries) charges, net	(8,200)			3,917			18,481			3,488			17,686			(45,175)			5,019			436			473			(39,247)
Goodwill impairment charge	—			—			—			—			—			116,182			—			—			—			116,182
ADJUSTED OPERATING INCOME	$	23,433		$	28,589		$	25,594		$	32,185		$	109,801		$	11,075		$	15,884		$	17,345		$	23,327		$	67,631
GAAP OPERATING MARGIN	7.4		%	4.9		%	(3.8)		%	7.0		%	3.9		%	(38.2)		%	(0.7)		%	2.4		%	4.8		%	(7.8)		%
LESS:
Restructuring related inventory charges (recoveries)	0.1		%	0.0		%	(0.5)		%	0.0		%	(0.1)		%	(0.3)		%	0.0		%	0.2		%	0.0		%	0.0		%
Amortization of inventory step-up	0.0		%	0.0		%	0.0		%	0.0		%	0.0		%	0.0		%	0.0		%	0.0		%	0.0		%	0.0		%
Restructuring charges (recoveries), net	0.1		%	0.1		%	2.1		%	(0.2)		%	0.5		%	1.5		%	0.3		%	0.3		%	0.5		%	0.6		%
Acquisition amortization	5.1		%	4.6		%	4.7		%	4.6		%	4.7		%	5.3		%	5.7		%	5.7		%	5.3		%	5.5		%
Acquisition depreciation	0.5		%	0.5		%	0.5		%	0.4		%	0.5		%	0.5		%	0.5		%	0.5		%	0.5		%	0.5		%
Special (recoveries) charges, net	(3.4)		%	1.6		%	7.8		%	1.4		%	1.8		%	(23.5)		%	2.7		%	0.2		%	0.2		%	(5.1)		%
Goodwill impairment charge	0.0		%	0.0		%	0.0		%	0.0		%	0.0		%	60.4		%	0.0		%	0.0		%	0.0		%	15.0		%
ADJUSTED OPERATING MARGIN	9.8		%	11.6		%	10.8		%	13.3		%	11.4		%	5.8		%	8.5		%	9.3		%	11.2		%	8.7		%

15

EX-99.2

INDUSTRIAL AEROSPACE & DEFENSE 2020 Fourth Quarter and Full Year Earnings Call March 4, 2021 This presentation contains certain statements that are “forward-looking statements” as that term is defined under the Private Securities Litigation Reform Act of 1995 (the “Act”). The words “may,” “hope,” “should,” “expect,” “plan,” “anticipate,” “intend,” “believe,” “estimate,” “predict,” “potential,” “continue,” and other expressions, which are predictions of or indicate future events and trends and which do not relate to historical matters, identify forward-looking statements, although not all forward-looking statements are accompanied by such words. We believe that it is important to communicate our future expectations to our stockholders, and we, therefore, make forward-looking statements in reliance upon the safe harbor provisions of the Act. However, there may be events in the future that we are not able to accurately predict or control and our actual results may differ materially from the expectations we describe in our forward-looking statements. Forward-looking statements, including statements about outlook for the fourth quarter, the expected and potential direct or indirect impacts of the COVID-19 pandemic on our business, the realization of cost reductions from restructuring activities and expected synergies, the number of new product launches and future cash flows from operating activities, involve known and unknown risks, uncertainties and other factors, which may cause our actual results, performance or achievements to differ materially from anticipated future results, performance or achievements expressed or implied by such forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to: the duration and severity of the COVID-19 pandemic and its impact on the global economy; changes in the price of and demand for oil and gas in both domestic and international markets; any adverse changes in governmental policies; variability of raw material and component pricing; changes in our suppliers’ performance; fluctuations in foreign currency exchange rates; changes in tariffs or other taxes related to doing business internationally; our ability to hire and retain key personnel; our ability to operate our manufacturing facilities at efficient levels including our ability to prevent cost overruns and reduce costs; our ability to generate increased cash by reducing our working capital; our prevention of the accumulation of excess inventory; our ability to successfully implement our divestiture; restructuring or simplification strategies; fluctuations in interest rates; our ability to successfully defend product liability actions; as well as the uncertainty associated with the current worldwide economic conditions and the continuing impact on economic and financial conditions in the United States and around the world, including as a result of COVID- 19, natural disasters, terrorist attacks and other similar matters. We advise you to read further about these and other risk factors set forth in Part II, Item 1A of this Quarterly Report on Form 10-Q and Part I, Item 1A, “Risk Factors” of our Annual Report on Form 10-K for the year ended December 31, 2019, which is filed with the Securities and Exchange Commission ("SEC") and is available on the SEC's website at www.sec.gov. We undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. See page 16 for information on the use of non-GAAP financial measures.

2020 Execution on Strategic Plan 2 Resilient business portfolio continues to deliver Strong operational execution Positioning CIRCOR to take advantage of market recovery • End market and product diversification helped mitigate the impact of a weaker macro environment • Strong year in Defense mostly offset pressure from Commercial Aerospace • Mission critical product portfolio enabled price increases despite market downturn • Steadfast in prioritizing health and safety while serving our customers • Achieved 25% decremental margins through price increases and $45 million of cost actions • Aerospace and Defense Margins expanded 290bps driven by productivity and price • CIRCOR Operating System delivered improved operating performance across most metrics • Completed exit from upstream O&G with sale of Instrumentation & Sampling and Distributed Valves • Continued to invest in innovation with 49 new products vs. 33 in 2019 • Exited the year with strong FCF … $20M in Q4 • Reduced net debt by $126M, (22)% vs 2019 … remains top priority

4Q’20 FY’20y/y y/y 3 Backlog Orders Organic % Revenue Organic %* AOI* AOI % GAAP EPS Adj. EPS* FCF* % of adj. net income 379 168 208 23 11.2% $(0.70) $0.66 20 152% (8)% (29)% (25)% (14)% (10)% (28)% (210) bps n/a (20)% 11% 379 736 773 68 8.7% $(9.28) $1.43 (35) - (8)% (25)% (18)% (20)% (12)% (38)% (270) bps (38)% (45)% n/a Organic orders and revenue pressured by COVID-19 … demand reduction across Industrial and Commercial Aerospace Adjusted operating income of $23 / 11.2% … sequential improvement through the year Adjusted EPS of $0.66 … volume impact partially offset by price and cost actions FCF of $20 … exited the year with strong operational cash flow Comments on 4Q results Strong underlying execution despite COVID-19 challenges Organic revenue, Adjusted Operating Income (AOI), Adjusted EPS, and Free Cash Flow (FCF) are non-GAAP measures ($ millions except EPS) 4Q and FY 2020 Reported Results

4Q’20 Industrial Segment Highlights ($ millions) 4Q 2020 Orders • Sequential improvement led by continued recovery in China and India, improvement in EMEA & Americas • Down y/y driven by tough 1Q’20 comp in Downstream 4Q 2020 Revenue • Sequential improvement in EMEA, Commercial Marine, and aftermarket • Revenue impacted by lower order intake in 2Q - 4Q 4Q 2020 AOI • AOI impacted by lower volume and inefficiencies due to COVID-19 offset by price (+1%) and cost actions Continuing Ops figures exclude the impact of businesses divested prior to the end of 4Q 2020. 4 $168 $150 $107 $122 4Q'19 Reported 4Q'19 3Q'20 4Q'20 vs. 3Q y/y +12% (22)% OrganicOrders Organic revenue and Adjusted Operating Income (AOI) are non-GAAP measures Revenue AOI vs. 3Q y/y +4% (13)% Organic vs. 3Q y/y +160bps (260)bps AOI expansion $164 $145 $124 $131 4Q'19 Reported 4Q'19 3Q'20 4Q'20 $21 $18 $10 $12 4Q'19 Reported 4Q'19 3Q'20 4Q'20 12.7% 12.1% 7.9% 9.5% Continuing Ops Continuing Ops Continuing Ops Numbers may not add due to rounding

4Q’20 Aerospace & Defense Segment Highlights ($ millions) 4Q 2020 Orders • Orders decline driven by timing of large Defense orders and continued pressure on Commercial demand due to COVID-19 4Q 2020 Revenue • Strong defense revenue mostly offset lower Commercial demand 4Q 2020 AOI • Strong margin rate driven by continued pricing (+3%), productivity and cost actions 5 $68 $59 $47 4Q'19 3Q'20 4Q'20 $79 $62 $78 4Q'19 3Q'20 4Q'20 vs. 3Q y/y (21)% (33)% OrganicOrders Revenue vs. 3Q y/y +25% (3)% Organic $19 $15 $19 4Q'19 3Q'20 4Q'20 AOI vs. 3Q y/y +30bps (20)bps AOI expansion 24.2% 23.7% 24.0% Organic revenue and Adjusted Operating Income (AOI) are non-GAAP measures Numbers may not add due to rounding

GAAP Special Adjusted GAAP Special Adjusted Adj Ex Div* Sales 208 - 208 243 - 243 224 Gross margin 67 3 71 78 5 83 77 SG&A 56 (9) 47 58 (7) 51 48 Goodwill impairment charge - - - - - - Special & restructuring income, net 1 (1) - 3 (3) - - Operating (loss) income 10 13 23 17 15 32 29 Interest expense 9 - 9 11 - 11 Other (income) expense (1) - (1) 2 - 2 Pre-tax 2 13 16 4 15 20 Tax benefit (provision) (15) 13 (2) (1) (2) (3) Net income (loss) from continuing operations (13) 27 13 3 13 17 Net (loss) income from discontinued operations (1) 1 - (2) 2 - Net (loss) income (14) 27 13 2 15 17 EPS - continuing operations (0.66)$ 0.66$ 0.16$ 0.82$ EPS - net (loss) income (0.70)$ 0.66$ 0.08$ 0.82$ Special charges in cost of goods sold Q4 2020 Q4 2019 Acquisition-related depreciation & amortization 3.3 4.9 Special charges in SG&A Acquisition-related depreciation & amortization 8.7 7.3 Loss/gain on sale of business (1.8) Tender defense 1.3 Restructuring & cost saving initiatives 0.9 2.3 Acquisition & disposition-related fees 0.1 1.2 Other special / restructuring charges 0.5 - subtotal 10.1 10.3 Total 13.4 15.2 Q4 2019 Restructuring & Special Charges (excluded from AOI) Q4 2020 4Q’20 Selected Items 6 * Adj Ex Div & Disc Ops: Adjusted P&L items excluding the impact of divested businesses (Spence/Nicholson and Instrumentation & Sampling) and discontinued operations (Engineered Valves and Distributed Valves). EPS: (Loss) Per Share or Diluted Earnings Per Share ($ millions, except EPS) Numbers may not add due to rounding

4Q’20 Cash Flow and Debt Position 7 4Q’194Q’20 y/y $17$24 40% Cash flow from operations driven by improved operating income and lower inventory Reduced net debt by $126 million in 2020 ... continue to use FCF to pay down debt in 2021 Targeting long-term leverage ratio of 2.0x to 2.5x net debt to EBITDA Comments on 4Q’20 Results 2(3) n/a $18$20 11% $654$520 (20)% 8576 (10)% $569$443 (22)% Cash Flow from Operations Capital Expenditures, net Free Cash Flow Total Debt Cash and Cash Equivalents Net Debt Free cash flow and net debt are non-GAAP measures ($ millions)

1Q’21 Industrial Revenue Outlook Primary End Market Share of 2020 revenue 1Q’21 y/y revenue Downstream Machinery Manufacturing Commercial Marine Chemical Processing Midstream O&G Power Generation Building & Construction Wastewater Other End Markets Aftermarket Memo: Price Total Industrial 10% 6% 9% 7% 5% 7% 1% 1% 16% 37% 1% 100% (15) - (20)% 3 - 8% (4) - (9)% 3 - 8% (4) - (8)% (2) - 3% (5) - 0% 3 - 8% 3 - 8% 2 - 7% 1% (1) - 4% Refineries continue manage capex Recovery in OEM orders Shipbuilding lagging pre-COVID levels Consumer demand improving Capex down vs pre-COVID levels Signs of recovery in early cycle markets Increased consumption driving demand 2020 carry over and surgical pricing 8 Numbers may not add due to rounding

1Q’21 A&D Revenue Outlook 9 D e fe n s e C o m m e rc ia l Primary End Market Share of 2020 revenue 1Q’21 y/y revenue Top programs Other OEM Aftermarket Memo: Price Defense subtotal Boeing / Airbus Other OEM Aftermarket Memo: Price Commercial subtotal Other end markets Total A&D 27% 23% 19% 4% 69% 7% 7% 2% 2% 16% 15% 100% (3) - (5)% 5 - 10% (10) - (16)% 1% (1) - (5)% (50) - (55)% (5) - (10)% (45) - (50)% 1% (35) - (40)% (0) – (5)% (7) – (12)% Timing of large shipments (JSF / CVN carrier) Growth from both new and existing programs Lower U.S. defense spares demand in 1Q Expect full year pricing in line with 2020 COVID-19 impact on demand for new aircraft Signs of recovery, still below pre-COVID levels COVID-19 impact on air traffic and utilization Expect full year pricing in line with 2020 Recovering from COVID-19 impact Numbers may not add due to rounding

2019 2020 2021 Guide 2021 Financial Framework Org. revenue growth 2% (12)% 0 - 4% Adjusted EPS $2.62 $1.43 $2.00 - $2.20 Key Variables Other Expectations • A&D: Low to mid-single digit growth … slow recovery in Commercial; US defense budget flat with some growth in Naval programs • Industrial: Low-single digit growth … recovery across most end markets; delayed Downstream activity expected to resume in 2H’21 • Margin improvement from structural cost action carry over and ongoing productivity • Continued ability to drive value pricing • Corporate costs: $30 - $32 • Tax rate: 18 - 20% • Interest: ~$32 • Capex: ~100% of depreciation • EUR/USD exchange rate: $1.17 FCF Conversion % of adjusted net income 22% n/a 85 - 95% 10 +40% to +54% Organic revenue, Adjusted EPS, and Free Cash Flow (FCF) are non-GAAP measures

2021+ Strategic Priorities 11 • Attract, develop, and retain top talent • Foster diversity, equity, and inclusion People Accelerate Growth Allocate Capital Effectively Expand Margins • Invest in differentiated technology and digital – New products – Aftermarket support technology – Enhanced customer interface • Expand regionally • Value based pricing that reflects technology and market position • Ongoing simplification to address structural cost opportunity • Expand low-cost manufacturing and back-office operations • Manufacturing and supply chain optimization through CIRCOR Operating System • Enhance FCF with more efficient working capital management • Prioritize deleveraging • Target 2.0x to 2.5x net debt to adjusted EBITA leverage ratio

12 Appendix

A Leading Provider of Mission Critical Flow Control Products Globally 13 Commerical Aerospace 12% Defense 23% Industrial 65% Revenue by End Markets • Products for mission critical and severe service applications • Leader in niche segments with benefits of scale • Global and diverse end markets with longstanding customer base • Proven operator with clear roadmap for value creation Three-Screw Centrifugal Bottom Unheading Device Electromechanical Actuation Pumps Valves Actuation Select Brands $773M 2020 REVENUE $84M 2020 ADJUSTED EBITDA ($) ~3,100 EMPLOYEES ~11% 2020 ADJUSTED EBITDA (%) Revenue by Geography North America 47% EMEA 33% ROW 20% 2020 2020 Numbers may not add due to rounding. Note: Revenue excludes divested businesses.

CIRCOR End Market Exposure 14 Commercial Aerospace (5%) Defense (17%) Numbers may not add due to rounding. Machinery Manufacturing Commercial Marine Chemical Processing Midstream O&G Power Building & Construction Wastewater Other End Markets Downstream O&G (7%) Aerospace & Defense (8%) Industrial (24%) OEM 67% • Completed exit from Upstream Oil & Gas with divestiture of Distributed Valves • Large global installed base driving higher margin Aftermarket orders, mitigating broader economic decline • Key program wins and existing platform growth in Defense driving strong performance • Strength in Defense offsetting pressure in Commercial Aerospace due to COVID-19 • Diversified Industrial portfolio with no end market more than 6% of revenue CIRCOR 2020 Revenue by End Market Comments Aftermarket Industrial Aerospace & Defense 33% 26% 41% Note: Revenue excludes divested businesses. Other End Markets (4%)

Financial goals 15 • +100 to 150 bps higher than end market growth driven by strategic initiatives • Continued execution on price initiatives • Near term (18-24 months) AOI% outlook • Industrial: low teens • A&D: mid-20s • CIRCOR Operating System delivering improved operating performance • FCF conversion of 90-95% of adjusted net income • Intense focus on working capital • Operating cash flow used to pay down debt • Targeting long-term leverage ratio of 2 to 2.5x net debt to EBITDA Organic Growth Margin Expansion Free Cash Flow Debt & Leverage

Use of Non-GAAP Financial Measures Within this presentation the Company uses non-GAAP financial measures, including Adjusted operating income, Adjusted operating margin, Adjusted net income, Adjusted earnings per share (diluted), EBITDA, Adjusted EBITDA, net debt, free cash flow and organic growth (and such measures further excluding discontinued operations). These non- GAAP financial measures are used by management in our financial and operating decision making because we believe they reflect our ongoing business and facilitate period-to- period comparisons. We believe these non-GAAP financial measures provide useful information to investors and others in understanding and evaluating the Company’s current operating performance and future prospects in the same manner as management does, if they so choose. These non-GAAP financial measures also allow investors and others to compare the Company’s current financial results with the Company’s past financial results in a consistent manner. For example: • We exclude costs and tax effects associated with restructuring activities, such as reducing overhead and consolidating facili ties. We believe that the costs related to these restructuring activities are not indicative of our normal operating costs. • We exclude certain acquisition-related costs, including significant transaction costs and amortization of inventory and fixed-asset step-ups and the related tax effects. We exclude these costs because we do not believe they are indicative of our normal operating costs. • We exclude the expense and tax effects associated with the non-cash amortization of acquisition-related intangible assets because a significant portion of the purchase price for acquisitions may be allocated to intangible assets that have lives up to 25 years. Exclusion of the non-cash amortization expense allows comparisons of operating results that are consistent over time for both our newly acquired and long-held businesses and with both acquisitive and non-acquisitive peer companies. • We also exclude certain gains/losses and related tax effects, which are either isolated or cannot be expected to occur again with any predictability, and that we believe are not indicative of our normal operating gains and losses. For example, we exclude gains/losses from items such as the sale of a business, significant litigation-related matters and lump-sum pension plan settlements. • We exclude the results of discontinued operations. • We exclude goodwill impairment charges. • Due to the significance of recently sold businesses and to provide a comparison of changes in our orders and revenue, we also discuss these changes on an “organic” basis. Organic is calculated assuming the divestitures completed prior to December 31, 2020 were completed on January 1, 2019 and excluding the impact of changes in foreign currency exchange rates. CIRCOR’s management uses these non-GAAP measures, in addition to GAAP financial measures, as the basis for measuring the Company’s operating performance and comparing such performance to that of prior periods and to the performance of our competitors. We use such measures when publicly providing our business outlook, assessing future earnings potential, evaluating potential acquisitions and dispositions and in our financial and operating decision-making process, including for compensation purposes. Investors should recognize that these non-GAAP measures might not be comparable to similarly titled measures of other companies. These measures should be considered in addition and not as a substitute for or superior to, any measure of performance, cash flow or liquidity prepared in accordance with accounting principles generally accepted in the United States. A reconciliation of the non-GAAP financial measures to the most directly comparable GAAP measures is available in the Company’s fourth quarter2020 news release available on its website at www.CIRCOR.com. Figures labeled “Adjusted” exclude certain charges and recoveries. A description of these charges and recoveries and a reconciliation of the non-GAAP financial measures to the most directly comparable GAAP measures is available in the Company’s fourth quarter 2020 news release available on its website at www.CIRCOR.com. 16

XML

Document and Entity Information Document	Mar. 04, 2021
Cover [Abstract]
Document Type	8-K
Document Period End Date	Mar. 04, 2021
Entity Registrant Name	CIRCOR INTERNATIONAL, INC.
Entity Central Index Key	0001091883
Amendment Flag	false
Entity Incorporation, State or Country Code	DE
Entity File Number	001-14962
Entity Tax Identification Number	04-3477276
Entity Address, Address Line One	30 CORPORATE DRIVE, SUITE 200
Entity Address, City or Town	Burlington,
Entity Address, State or Province	MA
Entity Address, Postal Zip Code	01803-4238
City Area Code	781
Local Phone Number	270-1200
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common stock, par value $0.01 per share
Trading Symbol	CIR
Security Exchange Name	NYSE
Entity Emerging Growth Company	false