10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2022

or

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number: 001-33209

ALTRA INDUSTRIAL MOTION CORP.

(Exact name of registrant as specified in its charter)

Delaware	61-1478870
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
300 Granite Street, Suite 201, Braintree, MA	02184
(Address of principal executive offices)	(Zip Code)

(781) 917-0600

(Registrant’s telephone number, including area code)

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, $0.001 par value	AIMC	Nasdaq Global Select Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☒	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☐
		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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of April 29, 2022, there were 65,059,097 outstanding shares of the registrant’s common stock, $0.001 par value per share.

TABLE OF CONTENTS

		Page #
PART I - FINANCIAL INFORMATION
Item 1.	Financial Statements (unaudited)	1
	Condensed Consolidated Balance Sheets	1
	Condensed Consolidated Statement of Operations	2
	Condensed Consolidated Statements of Comprehensive Income (Loss)	3
	Condensed Consolidated Statements of Cash Flows	4
	Condensed Consolidated Statements of Stockholders’ Equity	5
	Notes to Unaudited Condensed Consolidated Interim Financial Statements	7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	24
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	33
Item 4.	Controls and Procedures	33
PART II - OTHER INFORMATION
Item 1.	Legal Proceedings	34
Item 1A.	Risk Factors	34
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	35
Item 3.	Defaults Upon Senior Securities	35
Item 4.	Mine Safety Disclosures	35
Item 5.	Other Information	35
Item 6.	Exhibits	36
SIGNATURES		38

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

ALTRA INDUSTRIAL MOTION CORP.

Condensed Consolidated Balance Sheets

Amounts in millions, except share amounts

	March 31, 2022			December 31, 2021
	(Unaudited)
ASSETS
Current assets:
Cash and cash equivalents	$	183.7		$	246.1
Trade receivables, less allowance for credit losses of $4.2 and $4.1 million at    March 31, 2022 and December 31, 2021, respectively		269.6			224.5
Inventories		308.3			267.8
Income tax receivable		10.2			11.7
Assets held for sale		383.0			377.3
Prepaid expenses and other current assets		40.3			40.4
Total current assets		1,195.1			1,167.8
Property, plant and equipment, net		276.4			275.8
Goodwill		1,556.2			1,564.0
Intangible assets, net		1,036.0			1,057.2
Deferred income taxes		1.2			2.3
Other non-current assets		12.9			13.5
Operating lease right of use assets		47.0			50.0
Total assets	$	4,124.8		$	4,130.6
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	179.0		$	173.3
Accrued payroll		58.5			81.8
Accruals and other current liabilities		81.1			77.0
Income tax payable		13.1			6.0
Current portion of long-term debt		13.2			11.1
Liabilities held for sale		53.1			53.0
Operating lease liabilities		14.1			14.3
Total current liabilities		412.1			416.5
Long-term debt, net of current portion		1,390.7			1,401.0
Deferred income taxes		243.2			250.5
Pension liabilities		29.4			29.9
Long-term taxes payable		1.8			2.7
Other long-term liabilities		5.8			7.3
Operating lease liabilities, net of current portion		34.8			37.6
Stockholders’ equity:
Common stock ($0.001 par value per share, 120,000,000 shares authorized,   65,059,097 and 64,923,539 shares issued and outstanding at March 31, 2022 and December 31, 2021, respectively)		0.1			0.1
Additional paid-in capital		1,718.2			1,718.4
Retained earnings		317.2			277.6
Accumulated other comprehensive loss		(28.5	)		(11.0	)
Total stockholders’ equity		2,007.0			1,985.1
Total liabilities and stockholders’ equity	$	4,124.8		$	4,130.6

The accompanying notes are an integral part of these unaudited condensed consolidated interim financial statements.

1

ALTRA INDUSTRIAL MOTION CORP.

Condensed Consolidated Statements of Operations

Amounts in millions, except per share data

	Quarter Ended
	March 31, 2022			March 31, 2021
	(Unaudited)			(Unaudited)
Net sales	$	511.7		$	472.1
Cost of sales		331.4			300.4
Gross profit		180.3			171.7
Operating expenses:
Selling, general and administrative expenses		88.6			89.8
Impairment charges		6.1			—
Research and development expenses		17.6			15.9
Restructuring costs		0.4			0.9
		112.7			106.6
Income from operations		67.6			65.1
Other non-operating (income) and expense:
Interest expense, net		11.3			16.9
Other non-operating income, net		(0.1	)		(1.5	)
		11.2			15.4
Income before income taxes		56.4			49.7
Provision for income taxes		11.6			10.5
Net income	$	44.8		$	39.2
Weighted average shares, basic		65.0			64.7
Weighted average shares, diluted		65.3			65.3
Net income per share:
Basic	$	0.69		$	0.61
Diluted	$	0.69		$	0.60
Cash dividend declared per share	$	0.08		$	0.06

The accompanying notes are an integral part of these unaudited condensed consolidated interim financial statements.

2

ALTRA INDUSTRIAL MOTION CORP.

Condensed Consolidated Statements of Comprehensive Income (Loss)

Amounts in millions

	Quarter Ended
	March 31, 2022			March 31, 2021
	(Unaudited)			(Unaudited)
Net income	$	44.8		$	39.2
Other comprehensive income:
Reclassification of interest rate swap, net of tax		—			2.4
Amortization of actuarial losses, net of tax		(0.1	)		—
Foreign currency translation adjustment		(17.4	)		(43.0	)
Total other comprehensive loss:		(17.5	)		(40.6	)
Comprehensive income/(loss)	$	27.3		$	(1.4	)

The accompanying notes are an integral part of these unaudited condensed consolidated interim financial statements.

3

ALTRA INDUSTRIAL MOTION CORP.

Condensed Consolidated Statements of Cash Flows

Amounts in millions

	Quarter Ended
	March 31, 2022			March 31, 2021
	(Unaudited)			(Unaudited)
Cash flows from operating activities
Net income	$	44.8		$	39.2
Adjustments to reconcile net income to net operating cash flows:
Depreciation		10.2			13.1
Amortization of intangible assets		14.0			17.6
Amortization of deferred financing costs		0.3			1.2
Gain on foreign currency, net		(0.3	)		(0.2	)
Accretion of debt discount	0.0				0.1
Non-cash amortization of interest rate swap expense		—			3.1
Impairment charges		6.1			—
(Gain)/Loss on disposal and other		(0.3	)		0.1
Benefit for deferred taxes		(4.4	)		—
Stock-based compensation		3.9			3.5
Changes in assets and liabilities:
Trade receivables, net		(56.5	)		(21.5	)
Inventories		(37.9	)		(15.5	)
Accounts payable and accrued liabilities		(6.3	)		5.7
Other current assets and liabilities		5.4			(10.7	)
Other operating assets and liabilities		(2.8	)		0.5
JVS transaction costs paid		(1.1	)		—
Net cash (used in) provided by operating activities		(24.9	)		36.2
Cash flows from investing activities
Purchase of property, plant and equipment		(17.8	)		(9.6	)
Net cash used in investing activities		(17.8	)		(9.6	)
Cash flows from financing activities
Payments on Revolving Credit Facility		(5.0	)		—
Payments on Term Loan B Facility		—			(20.0	)
Payments on Term Loan A Facility		(2.5	)		—
Dividend payments		(5.2	)		(3.9	)
Net payments on financing leases, mortgages, and other obligations		(0.3	)		(0.4	)
Net proceeds from China debt		—			0.3
Shares surrendered for tax withholding		(4.1	)		(3.1	)
Net cash used in financing activities		(17.1	)		(27.1	)
Effect of exchange rate changes on cash and cash equivalents		(2.6	)		(4.5	)
Net change in cash and cash equivalents		(62.4	)		(5.0	)
Cash and cash equivalents at beginning of period		246.1			254.4
Cash and cash equivalents at end of period	$	183.7		$	249.4
Cash paid during the period for:
Interest paid on borrowings	$	4.9		$	6.4
Income taxes paid	$	11.5		$	16.6

The accompanying notes are an integral part of these unaudited condensed consolidated interim financial statements.

4

ALTRA INDUSTRIAL MOTION CORP.

Condensed Consolidated Statements of Stockholders’ Equity

Amounts in millions

(Unaudited)

	Common Stock		Shares		Additional Paid in Capital			Retained Earnings			Accumulated Other Comprehensive Income (Loss)			Total
Balance at January 1, 2022	$	0.1		64.9	$	1,718.4		$	277.6		$	(11.0	)	$	1,985.1
Stock-based compensation and vesting    of restricted stock, net of withholdings		—		0.2		(0.2	)		—			—			(0.2	)
Net income		—		—		—			44.8			—			44.8
Dividends declared, $0.08 per share		—		—		—			(5.2	)		—			(5.2	)
Total comprehensive loss, net of    tax		—		—		—			—			(17.5	)		(17.5	)
Balance at March 31, 2022	$	0.1		65.1	$	1,718.2		$	317.2		$	(28.5	)	$	2,007.0

The accompanying notes are an integral part of these unaudited condensed consolidated interim financial statements.

5

ALTRA INDUSTRIAL MOTION CORP.

Condensed Consolidated Statements of Stockholders’ Equity

Amounts in millions

(Unaudited)

	Common Stock		Shares		Additional Paid in Capital		Retained Earnings			Accumulated Other Comprehensive Income (Loss)			Total
Balance at January 1, 2021	$	0.1		64.7	$	1,706.0	$	269.5		$	21.1		$	1,996.7
Stock-based compensation and vesting    of restricted stock, net of withholdings		—		0.1		0.4		—			—			0.4
Net income		—		—		—		39.2			—			39.2
Dividends declared, $0.06 per share		—		—		—		(3.9	)		—			(3.9	)
Total comprehensive loss, net of    tax		—		—		—		—			(40.6	)		(40.6	)
Balance at March 31, 2021	$	0.1	$	64.8	$	1,706.4	$	304.8		$	(19.5	)	$	1,991.8

The accompanying notes are an integral part of these unaudited condensed consolidated interim financial statements.

6

ALTRA INDUSTRIAL MOTION CORP.

Notes to Unaudited Condensed Consolidated Interim Financial Statements

Amounts in millions, unless otherwise noted

1. Organization and Nature of Operations

Headquartered in Braintree, Massachusetts, Altra Industrial Motion Corp. (the “Company”, “Altra”, “we”, or “our”) is a leading global designer, producer and marketer of a wide range of electro-mechanical power transmission motion control (“PTMC”) products. The Company brings together strong brands with production facilities in 16 countries. As of March 31, 2022, Altra’s leading brands included Ameridrives Couplings, Bauer Gear Motor, Bibby Turboflex, Boston Gear, Delroyd Worm Gear, Formsprag Clutch, Guardian Couplings, Huco, Industrial Clutch, Inertia Dynamics, Jacobs Vehicle Systems (“JVS”) (see Note 4 to the consolidated financial statements for further information regarding the divestiture of the JVS business), Kilian Manufacturing, Kollmorgen, Lamiflex Couplings, Marland Clutch, Matrix, Nook Industries, Nuttall Gear, Portescap, Stieber Clutch, Stromag, Svendborg Brakes, TB Wood’s, Thomson, Twiflex, Warner Electric, Warner Linear, and Wichita Clutch.

2. Basis of Presentation

The Company’s unaudited condensed consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and do not include all of the information and note disclosures required by generally accepted accounting principles in the United States, or GAAP. These statements should be read in conjunction with the financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021, filed with the U.S. Securities and Exchange Commission (the “SEC”) on February 28, 2022. In the opinion of management, the accompanying unaudited condensed consolidated financial statements include all adjustments, consisting of normal recurring adjustments, necessary to present fairly the Company’s financial position and cash flows for the interim periods presented. The results are not necessarily indicative of future results. The Company considers events or transactions that occur after the balance sheet date but before the financial statements are issued to provide additional evidence relative to certain estimates or to identify matters that require additional disclosure.

3. Recent Accounting Standards

Recent Accounting Pronouncements

In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting (“ASU 2020-04”). This ASU provides relief from certain accounting consequences that could result from the global markets’ anticipated transition away from the use of the London Interbank Offered Rate (“LIBOR”) and other interbank offered rates to alternative reference rates. The relief provided by this ASU is elective and applies to all entities, subject to meeting certain criteria, that have contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. The optional amendments are effective as of March 12, 2020 through December 31, 2022. The Company is currently evaluating the effect of the adoption of this standard on the Company.

In October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers, which amends the accounting related to contract assets and liabilities acquired in business combinations. Under current GAAP, an entity generally recognizes assets and liabilities acquired in a business combination, including contract assets and contract liabilities arising from revenue contracts with customers, at fair value on the acquisition date. ASU 2021-08 requires that entities recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with ASC Topic 606, Revenue from Contracts with Customers. ASU 2021-08 is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years, and should be applied prospectively to business combinations occurring on or after the effective date of the amendment. Early adoption is permitted, including adoption in an interim period. The Company is currently evaluating the impact of this new guidance on the consolidated financial statements.

 

4. Acquisitions and Divestitures

Nook Industries Acquisition

On December 31, 2021, the Company acquired all of the issued and outstanding equity interests of Nook Industries, LLC ("Nook"), a leader in the U.S. engineered linear motion industry. The acquisition expands the Company's current portfolio of linear product offerings. The acquisition was accounted for as a business combination using the acquisition method of accounting and the results have been consolidated into the Company's Automation & Specialty ("A&S") segment.

The aggregate purchase price of approximately $138.5 million, inclusive of certain post-closing adjustments but subject to others, consisted of $125.2 million of cash transferred, net of $5.1 million of cash acquired, and a noncontingent purchase price

7

ALTRA INDUSTRIAL MOTION CORP.

Notes to Unaudited Condensed Consolidated Interim Financial Statements

Amounts in millions, unless otherwise noted

holdback of $8.2 million. The purchase price holdback was recorded in accruals and other current liabilities at December 31, 2021 and was released in January 2022. The Company borrowed $130.0 million under its Revolving Credit Facility in December 2021 to finance the transaction.

The fair value of all the acquired identifiable assets and liabilities summarized below are based on preliminary valuations and are subject to change as the Company obtains additional information during the acquisition measurement period. The excess of the purchase price over the fair value of the net assets acquired was recorded as goodwill. The goodwill is deductible for income tax purposes. The Company did not record any measurement period adjustments during the quarter ended March 31, 2022. The purchase price allocation as of the acquisition date is as follows:

	At Acquisition Date
Total cash consideration	$	130.3
Purchase price holdback		8.2
Fair value of consideration transferred		138.5
Recognized identifiable assets acquired and liabilities    assumed:
Cash and cash equivalents		5.1
Receivables		3.7
Inventory		10.8
Prepaids and other current assets		0.4
Property, plant and equipment		12.8
Deferred tax asset		0.9
Other non-current assets		5.0
Intangibles		55.1
Accounts payable		(2.9	)
Accrued payroll		(0.7	)
Accrued expenses and other current liabilities		(2.7	)
Other long term liability		(4.6	)
Total identifiable net assets acquired		82.9
Goodwill	$	55.6
Intangible assets acquired consist of:
Customer relationships	$	54.0
Trade name		1.1
Total intangible assets	$	55.1

The following table sets forth the unaudited pro forma results of operations of the Company for the quarter ended March 31, 2021 as if the Company had acquired Nook on January 1, 2021. The pro forma information contains the actual operating results of the Company and the Nook business, adjusted to include the pro forma impact of (i) additional depreciation expense as a result of estimated depreciation based on the fair value of fixed assets; (ii) additional expense as a result of the estimated amortization of identifiable intangible assets; (iii) additional interest expense associated with the borrowings used to finance the acquisition and (iv) inventory fair value adjustment. These pro forma amounts do not purport to be indicative of the results that would have actually been obtained if the acquisition occurred at the beginning of the period or that may be obtained in the future.

	Pro forma (unaudited)
	Quarter Ended March 31, 2021
Total revenues	$	481.1
Net income (loss)		37.5
Basic earnings per share	$	0.58
Diluted earnings per share	$	0.57

JVS Divestiture

8

ALTRA INDUSTRIAL MOTION CORP.

Notes to Unaudited Condensed Consolidated Interim Financial Statements

Amounts in millions, unless otherwise noted

In the fourth quarter of 2021, the Company committed to a plan to sell our JVS business within our A&S reporting segment in an effort to exit the heavy-duty trucks and transportation industry. On February 8, 2022, the Company entered into a purchase and sale agreement with Cummins Inc. (the "Buyer") for $325.0 million in cash subject to customary adjustments, and on April 8, 2022, the Company completed the sale. Transaction costs related to the divestiture totaled approximately $9.4 million. The Company received net cash consideration of approximately $325.9 million, which remains subject to customary purchase price adjustments. The Company determined the criteria to be classified as held for sale were met and the assets and liabilities were presented as held for sale in the Consolidated Balance Sheets and measured at the lower of carrying value or fair value less cost to sell until the transaction is completed. The Company determined that the disposal group classified as held for sale does not meet the criteria for classification as discontinued operations as the disposal is not considered a strategic shift that has a major effect on the Company’s operations and financial results. The JVS business is not a significant disposal based on the Company's quantitative and qualitative evaluation.

Before measuring the fair value less costs to sell of the disposal group as a whole, the Company first reviewed individual assets and liabilities to determine if any fair value adjustments were required and concluded no individual asset impairments were required. Then, based on the purchase and sale agreement entered into by the Company and the Buyer, the Company determined the fair value of the disposal group to be equal to the selling price, less costs to sell. Based on this review, during the fourth quarter of 2021, the Company recorded a non-cash goodwill impairment charge of $60.0 million as the sale was considered to be a triggering event to evaluate goodwill impairment for the JVS reporting unit. Additionally, the Company recorded an asset held for sale impairment charge of $82.4 million, for a total impairment charge of $142.4 million in 2021. The Company recorded an additional asset held for sale impairment charge of $6.1 million during the quarter ended March 31, 2022.

The assets and liabilities of the JVS business classified as held for sale at March 31, 2022 and December 31, 2021 were as follows:

	March 31, 2022				December 31, 2021
Assets
Current Assets
Trade receivables	$	21.5			$	11.3
Inventories		12.6				16.3
Prepaid expenses and other current assets		4.2				2.3
Property, plant and equipment, net		66.7				64.6
Goodwill		—				—
Intangible assets, net		364.7				364.5
Other assets		0.7				0.7
Impairment on carrying value		(87.4	)	(1)		(82.4	)	(2)
Total assets held for sale	$	383.0			$	377.3
Liabilities
Current Liabilities
Accounts payable	$	20.2			$	20.8
Other current liabilities		9.6				9.8
Deferred tax liabilities		22.4				22.3
Other liabilities		0.9				0.1
Total liabilities held for sale	$	53.1			$	53.0
(1) Includes the effect of approximately $11.2 million of favorable cumulative foreign currency translation adjustment and accumulated other post retirement benefit obligation gains. Additionally, assets held for sale balance reflects approximately $9.4 million of estimated transaction costs incurred, approximately $1.1 million of transaction costs paid during the quarter, and a favorable working capital adjustment of approximately $2.0 million.
(2) Includes the effect of approximately $10.8 million of favorable cumulative foreign currency translation adjustment and accumulated other post retirement benefit obligation gains and approximately $11.5 million of estimated transaction costs incurred.

5. Revenue Recognition

We sell our products through three primary commercial channels: original equipment manufacturers (OEMs), industrial distributors and direct to end users. Each of our segments sells similar products, which are balanced across end-user industries including, without limitation, energy, food processing, general industrial, material handling, mining, transportation, industrial automation, robotics, medical devices, and turf & garden.

9

ALTRA INDUSTRIAL MOTION CORP.

Notes to Unaudited Condensed Consolidated Interim Financial Statements

Amounts in millions, unless otherwise noted

As the Company’s standard payment terms are less than one year, the Company has elected the practical expedient under Accounting Standards Codification (“ASC”) 606-10-32-18 to not assess whether a contract has a significant financing component. Revenue is recognized when control of the product is transferred to the customer (i.e., when the Company’s performance obligation is satisfied), which typically occurs at shipment from the Company’s manufacturing site or delivery to the customer’s named location. In determining whether control has transferred, the Company considers if there is a present right to payment and legal title, along with risks and rewards of ownership having transferred to the customer. In certain circumstances, the Company manufactures customized product without alternative use for its customers, which would generally result in the transfer of control over time. The Company has evaluated the amount of revenue subject to recognition over time and concluded that it is immaterial.

The following table disaggregates our revenue for each reportable segment. The Company believes that disaggregating revenue into these categories achieves the disclosure objective to depict how the nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factors.

	Quarter Ended
	March 31, 2022			March 31, 2021
Power Transmission Technologies	$	253.7		$	221.0
Automation & Specialty		259.2			252.1
Inter-segment eliminations		(1.2	)		(1.0	)
Total net sales	$	511.7		$	472.1

Net sales by geographic region based on point of shipment origin are as follows:

	Quarter Ended
	March 31, 2022		March 31, 2021
North America (primarily U.S.)	$	291.3	$	247.0
Europe excluding Germany		93.4		84.9
Germany		56.4		51.0
China		41.9		64.1
Asia and other excluding China		28.7		25.1
Total net sales	$	511.7	$	472.1

The payment terms and conditions in our customer contracts vary. In some cases, customers will partially prepay for their goods; in other cases, after appropriate credit evaluations, payment will be due in arrears. In addition, there are constraints that cause variability in the ultimate consideration to be recognized. These constraints typically include early payment discounts, volume rebates, rights of return, surcharges, and other customer considerations.

Payments received from customers are recorded as accounts receivable when an unconditional right to the consideration exists. A contract asset is recognized when the Company satisfies a performance obligation by transferring a promised good to the customer before consideration is due. A contract liability is recognized when consideration is received from a customer prior to the Company satisfying the related performance obligation. Contract assets and contract liabilities are recognized in other current assets and other current liabilities, respectively, in the Company’s consolidated balance sheets.

The Company had inconsequential contract assets for the quarters ended March 31, 2022 and March 31, 2021, respectively. The opening and closing balances of the Company’s current contract liabilities as of the quarters ended March 31, 2022 and March 31, 2021 are as follows:

	Quarter Ended
	March 31, 2022		March 31, 2021
Beginning balance	$	13.5	$	10.3
Closing balance		17.9		11.7
Increase	$	4.4	$	1.4

10

ALTRA INDUSTRIAL MOTION CORP.

Notes to Unaudited Condensed Consolidated Interim Financial Statements

Amounts in millions, unless otherwise noted

In the three-month period ended March 31, 2022, substantially all outstanding revenue has been recognized related to contract liabilities outstanding at January 1, 2022.

6. Fair Value of Financial Instruments

Fair value is determined based upon the exit price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants, as determined by either the principal market or the most advantageous market. Inputs used in the valuation techniques to derive fair values are classified based on a three-level hierarchy, as follows:

•Level 1- Quoted prices in active markets for identical assets or liabilities.

•Level 2- Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets with insufficient volume or infrequent transactions (less active markets); or model-derived.

•Level 3- Unobservable inputs to the valuation methodology that are significant to the measurement of fair value of assets or liabilities.

The Company considers all highly liquid investments purchased with a remaining maturity of three months or less to be cash equivalents and are classified as Level 1. The carrying values of financial instruments, including accounts receivable, cash equivalents, accounts payable, and other accrued liabilities are carried at cost, which approximates fair value, and are classified as Level 1. Debt under the Credit Agreement (as defined herein) is classified as Level 2 and is comprised of the Term Loan Facility and the Revolving Credit Facility (both as defined herein). As of March 31, 2022, the carrying amount of the Term Loan Facility was $397.5 million and the carrying amount of the Revolving Credit Facility was $600.0 million, each approximates fair value due to the fact that the interest rate on the debt is based on variable interest rates. The carrying amount of the Notes (as defined herein) was $400.0 million and the estimated fair value of the Notes was $410.0 million at March 31, 2022. The Notes are classified as Level 2.

The Company determines the fair value of financial instruments using quoted market prices whenever available and classifies these investments as Level 1. When quoted market prices are not available for various types of financial instruments (such as derivative instruments), the Company uses standard models with market-based inputs, which take into account the present value of estimated future cash flows and the ability of the Company or the financial counterparty to perform. These investments are classified as Level 2. For cross-currency interest rate swaps and interest rate swaps, the significant inputs to these models are interest rate curves for discounting future cash flows and are adjusted for credit risk. See additional discussion of the Company’s use of financial instruments including cross-currency interest rate swaps and interest rate swaps included in Note 16.

In December 2020, the Company invested $5.0 million for a minority equity interest in a privately held manufacturing software company, MTEK Industry AB (“MTEK”), over which the Company does not exert significant influence. The equity investment does not have a readily determinable fair value and does not qualify for the practical expedient to estimate fair value using the net asset value per share. Therefore, in accordance with ASU 2016-01, the Company elected to measure the investment at its cost less impairment, if any, adjusted for observable price changes in orderly transactions for identical or a similar investment of the same issuer. This investment is considered a Level 3 asset based on the lack of observable inputs and is classified within other non-current assets in the consolidated balance sheets. The Company monitors its equity investment in MTEK for indicators of impairments or upward adjustments on an ongoing basis. If the Company determines that such an indicator is present, an adjustment will be recorded, which will be measured as the difference between the carrying value and estimated fair value. As of March 31, 2022, there were no indicators that support an adjustment to MTEK’s carrying value.

11

ALTRA INDUSTRIAL MOTION CORP.

Notes to Unaudited Condensed Consolidated Interim Financial Statements

Amounts in millions, unless otherwise noted

7. Changes in Accumulated Other Comprehensive Income/(Loss) by Component

The following is a reconciliation of changes in accumulated other comprehensive income/(loss) by component for the periods presented:

	Pension & Other Post Retirement Benefit Plans			Cumulative Foreign Currency Translation Adjustment			Total
Accumulated other comprehensive income (loss) by component, January 1, 2022	$	0.2		$	(11.2	)	$	(11.0	)
Amortization of actuarial losses, net of tax		(0.1	)		—			(0.1	)
Foreign currency translation adjustments, net of tax		—			(17.4	)		(17.4	)
Net current-period other comprehensive loss		(0.1	)		(17.4	)		(17.5	)
Accumulated other comprehensive income (loss) by component, March 31, 2022	$	0.1		$	(28.6	)	$	(28.5	)

	Gains and (Losses) on Cash Flow Hedges			Defined Benefit Pension Plans			Cumulative Foreign Currency Translation Adjustment			Total
Accumulated other comprehensive income (loss) by component, January 1, 2021	$	(21.5	)	$	(3.7	)	$	46.3		$	21.1
Reclassification of interest rate swap to income, net of tax		2.4			—			—			2.4
Foreign currency translation adjustments, net of tax		—			—			(43.0	)		(43.0	)
Net current-period other comprehensive income (loss)		2.4			—			(43.0	)		(40.6	)
Accumulated other comprehensive income (loss) by component, March 31, 2021	$	(19.1	)	$	(3.7	)	$	3.3		$	(19.5	)

8. Net Income per Share

Basic earnings per share is based on the weighted average number of shares of common stock outstanding, and diluted earnings per share is based on the weighted average number of shares of common stock outstanding and all potentially dilutive common stock equivalents outstanding. Common stock equivalents are included in the per share calculations when the effect of their inclusion is dilutive.

The following is a reconciliation of basic to diluted net income per share:

	Quarter Ended
	March 31, 2022		March 31, 2021
Net income	$	44.8	$	39.2
Shares used in net income per common share - basic		65.0		64.7
Effect of dilutive shares		0.3		0.6
Shares used in net income per common share - diluted		65.3		65.3
Earnings per share:
Basic	$	0.69	$	0.61
Diluted	$	0.69	$	0.60

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ALTRA INDUSTRIAL MOTION CORP.

Notes to Unaudited Condensed Consolidated Interim Financial Statements

Amounts in millions, unless otherwise noted

9. Inventories

Inventories at March 31, 2022 and December 31, 2021 consisted of the following:

	March 31, 2022		December 31, 2021
Raw materials	$	160.8	$	124.1
Work in process		29.9		26.7
Finished goods		117.6		117.0
	$	308.3	$	267.8

10. Goodwill and Intangible Assets

The Company conducts an annual impairment review of goodwill and indefinite-lived intangible assets in the fourth quarter of each year, unless events occur which trigger the need for an interim impairment review. There were no triggering events during the quarter ended March 31, 2022. The 2021 annual goodwill impairment review indicated that the Thomson reporting unit’s fair value exceeded its carrying value by less than 10%. All other reporting units had fair values that exceeded their carrying value by 10% or more.

Changes in goodwill from January 1, 2022 through March 31, 2022 were as follows:

	Power Transmission Technologies			Automation & Specialty			Total
Goodwill	$	442.8		$	1,352.1		$	1,794.9
Accumulated impairment loss		(31.8	)		(199.1	)		(230.9	)
Balance January 1, 2022	$	411.0		$	1,153.0		$	1,564.0
Impact of changes in foreign currency		(2.2	)		(5.6	)		(7.8	)
Goodwill balance March 31, 2022	$	408.8		$	1,147.4		$	1,556.2

Other intangible assets as of March 31, 2022 and December 31, 2021 consisted of the following:

	March 31, 2022						December 31, 2021
	Cost		Accumulated Amortization		Net		Cost		Accumulated Amortization		Net
Other intangible assets
Intangible assets not subject to amortization:
Tradenames and trademarks (1)	$	210.2	$	0.1	$	210.1	$	212.2	$	—	$	212.2
Intangible assets subject to amortization:
Customer relationships		953.0		215.1		737.9		960.2		206.4		753.8
Product technology and patents		141.6		53.6		88.0		141.4		50.2		91.2
Total intangible assets	$	1,304.8	$	268.8	$	1,036.0	$	1,313.8	$	256.6	$	1,057.2
(1) While the majority of the Company's tradenames are considered indefinite lived intangible assets, tradenames acquired through the acquisition of Nook are subject to amortization. The net book value of Nook's tradename was $1.0 million as of March 31, 2022.

The Company recorded $14.0 million and $17.6 million of amortization expense in the quarters ended March 31, 2022 and 2021, respectively.

The estimated amortization expense for intangible assets is approximately $42.4 million for the remainder of 2022, $55.5 million in 2023, $55.1 million in 2024, $54.5 million in 2025, $53.5 million in 2026 and $565.9 million thereafter.

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ALTRA INDUSTRIAL MOTION CORP.

Notes to Unaudited Condensed Consolidated Interim Financial Statements

Amounts in millions, unless otherwise noted

11. Warranty Costs

The contractual warranty period of the Company's products generally ranges from three months to two years with certain warranties extending for longer periods. Estimated expenses related to product warranties are accrued at the time products are sold to customers and are recorded in accruals and other current liabilities on the unaudited condensed consolidated balance sheets. Estimates are established using historical information as to the nature, frequency and average costs of warranty claims.

Changes in the carrying amount of accrued product warranty costs for each of the quarters ended March 31, 2022 and 2021 were as follows:

	March 31, 2022			March 31, 2021
Balance at beginning of period	$	8.3		$	9.6
Accrued current period warranty expense		1.3			0.9
Payments and adjustments		(0.9	)		(0.8	)
Balance at end of period	$	8.7		$	9.7

12. Debt

Outstanding debt obligations at March 31, 2022 and December 31, 2021 were as follows:

	March 31, 2022			December 31, 2021
Debt:
Term loan	$	397.5		$	400.0
Revolver		600.0			605.0
Notes		400.0			400.0
Mortgages and other		8.4			9.2
Finance leases		0.1			0.1
Total gross debt		1,406.0			1,414.3
Less: debt discount and deferred financing    costs		(2.1	)		(2.2	)
Total debt, net of debt discount and    deferred financing costs		1,403.9			1,412.1
Less: current portion of long-term debt		(13.2	)		(11.1	)
Total long-term debt	$	1,390.7		$	1,401.0

2021 Credit Agreement

On November 17, 2021, the Company entered into a new Credit Agreement (the “Credit Agreement”). The Credit Agreement provides for a five-year term loan in an aggregate principal amount of $400.0 million (the “Term Loan Facility”) and a five-year revolving credit facility in an aggregate committed principal amount of $1.0 billion (the “Revolving Credit Facility” and together with the Term Loan Facility, the “Credit Facilities”). The Company immediately provided notice to the administrative agent of the Credit Agreement to draw down $480.0 million under the Revolving Credit Facility. The aggregate proceeds of $880.0 million under the Credit Facilities were used to repay in full and extinguish all outstanding indebtedness for borrowed money under the 2018 Credit Agreement. The remaining availability under the Revolving Credit Facility will be used for working capital and general corporate purposes.

The Credit Facilities are guaranteed on a senior secured basis by certain direct and indirect domestic subsidiaries of the Company (each a “Guarantor” and collectively the “Guarantors”; the Guarantors collectively with the Borrowers, the “Loan Parties”).

The stated maturity date of the Credit Facilities is November 17, 2026, and there are scheduled quarterly principal payments due on the outstanding amount on the Term Loan Facility. The amounts available under the Revolving Credit Facility may be drawn upon in accordance with the terms of the Credit Agreement. All amounts outstanding under the Credit Facilities are due on the stated maturity or such earlier time, if any, required under the Credit Agreement. The amounts owed under either of the Credit Facilities may be prepaid at any time, subject to usual notification and breakage payment provisions. Interest on the amounts outstanding under the Credit Facilities is calculated using either a Base Rate or Eurocurrency Rate, plus the applicable margin. The applicable margins for

14

ALTRA INDUSTRIAL MOTION CORP.

Notes to Unaudited Condensed Consolidated Interim Financial Statements

Amounts in millions, unless otherwise noted

Eurocurrency Loans are between 1.000% to 1.750%, and for Base Rate Loans are between 0.000% and 0.750%. The amounts of the margins are calculated based on the Total Leverage Ratio (as defined in the Credit Agreement). A portion of the Revolving Credit Facility may be used for the issuance of letters of credit, and a portion of the amount of the Revolving Credit Facility is available for borrowings in certain agreed upon foreign currencies. The interest rate on the Credit Facilities was 1.709% at March 31, 2022.

Revolving borrowings and issuances of letters of credit under the Revolving Credit Facility are subject to the satisfaction of customary conditions, including the accuracy of representations and warranties and the absence of defaults.

The Credit Agreement contains usual and customary representations and warranties, usual and customary affirmative and negative covenants and restrictions, which among other things, will require the Borrowers to provide certain financial reports to the Lenders, require the Company to maintain certain financial covenants relating to consolidated leverage and interest coverage, and limit the ability of the Company and its subsidiaries to incur or guarantee additional indebtedness, pay dividends or make other equity distributions, purchase or redeem capital stock or debt, make certain investments, sell assets, engage in certain transactions, and effect a consolidation or merger. The obligations of the borrowers of the Credit Facilities under the Credit Agreement may be accelerated upon customary events of default, including non-payment of principal, interest, fees and other amounts, inaccuracy of representations and warranties, violation of covenants, cross default and cross acceleration, voluntary and involuntary bankruptcy or insolvency proceedings, inability to pay debts as they become due, material judgments, ERISA events, actual or asserted invalidity of security documents or guarantees and change in control.

The Company incurred $3.7 million in issuance costs, which is being amortized over the term of the debt as an adjustment to the effective interest rate on the outstanding borrowings.

As of March 31, 2022, the Company had $997.5 million outstanding on the Credit Agreement. As of March 31, 2022 and December 31, 2021, the Company had $4.3 million and $4.8 million in letters of credit outstanding, respectively. The Company had $395.7 million available to borrow under the Credit Facilities at March 31, 2022, subject to customary conditions including the accuracy of representation and warranties and the absence of defaults.

Notes

On October 1, 2018, upon the closing of the combination of the Company with four operating companies from Fortive Corporation’s (“Fortive”) Automation & Specialty platform (excluding Fortive’s Hengstler and Dynapar businesses), the Company assumed $400 million aggregate principal amount of 6.125% senior notes due 2026 (the “Notes”). The Notes will mature on October 1, 2026. Interest on the Notes accrues from October 1, 2018 and is payable semi-annually commencing on April 1, 2019. The Notes may be redeemed at the option of the issuer on or after October 1, 2023. The Notes are guaranteed on a senior unsecured basis by the Company and certain of its domestic subsidiaries.

2018 Credit Agreement

On October 1, 2018, the Company and certain subsidiaries entered into a credit agreement (the “2018 Credit Agreement”) with JPMorgan Chase Bank, N.A., as administrative and collateral agent, and a syndicate of lenders, which provided for a term loan in an aggregate principal amount of $1,340.0 million (the “2018 Term Loan Facility”) and a revolving credit facility in an aggregate committed principal amount of $300.0 million (the “2018 Revolving Credit Facility” and together with the 2018 Term Loan Facility, the “2018 Credit Facilities”).

On November 17, 2021, in connection with the new Credit Agreement, the 2018 Credit Agreement was terminated and all outstanding indebtedness for borrowed money thereunder was repaid in full.

Mortgages and Other Agreements

The Company’s subsidiaries in Europe have entered into certain long-term fixed rate term loans that are generally secured by local property, plant and equipment. The debt has interest rates that range from 1.0% to 2.5%, with various quarterly and monthly installments through 2028.

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ALTRA INDUSTRIAL MOTION CORP.

Notes to Unaudited Condensed Consolidated Interim Financial Statements

Amounts in millions, unless otherwise noted

Financing Leases

The Company leases certain equipment under finance lease arrangements, whose obligations are included in both short-term and long-term debt. Finance lease obligations amounted to approximately $0.1 million and $0.1 million at March 31, 2022 and December 31, 2021, respectively. Finance lease right of use assets are included in property, plant and equipment with the related amortization recorded as depreciation expense. Finance lease liabilities are included in current and non-current other liabilities on the Company’s consolidated balance sheets.

13. Stockholders’ Equity

Common Stock

Effective October 1, 2018, the Company amended its Articles of Incorporation to increase the number of authorized shares of the Company's common stock from 90.0 million shares to 120.0 million shares. As of March 31, 2022 and December 31, 2021, there were 65,059,097 and 64,923,539 shares of common stock issued and outstanding, respectively.

Preferred Stock

On December 20, 2006, the Company amended and restated its certificate of incorporation authorizing 10.0 million shares of undesignated Preferred Stock (“Preferred Stock”). The Preferred Stock may be issued from time to time in one or more classes or series, the shares of each class or series to have such designations and powers, preferences, rights, qualifications, limitations and restrictions as determined by the Company’s Board of Directors. There was no Preferred Stock issued or outstanding at March 31, 2022 or December 31, 2021.

Restricted Common Stock

The 2014 Omnibus Incentive Plan (the “2014 Plan”) was approved by the Company’s stockholders at the Company’s 2014 Annual Meeting of Stockholders. The 2014 Plan provides for various forms of stock-based compensation to our directors, executive personnel and other key employees and consultants. Under the 2014 Plan, the remaining total number of shares of common stock available for delivery pursuant to the grant of awards was 3.7 million as of March 31, 2022.

The restricted stock and restricted stock units issued pursuant to the 2014 Plan generally vest ratably over a period ranging from immediately to five years from the date of grant, provided, that the vesting of the restricted stock or restricted stock units may accelerate upon the occurrence of certain events. Common stock awarded under the 2014 Plan is generally subject to restrictions on transfer, repurchase rights, and other limitations and rights as set forth in the applicable award agreements.

The 2014 Plan permits the Company to grant, among other things, restricted stock, restricted stock units, stock options and performance share awards to key employees. Certain awards include vesting based upon achievement of specified performance criteria. Compensation expense recorded (in selling, general and administrative expense) during the quarters ended March 31, 2022 and 2021 was $3.9 million and $3.5 million, respectively. The Company recognizes stock-based compensation expense on a straight-line basis for the shares vesting ratably under the plan and uses the graded-vesting method of recognizing stock-based compensation expense for the performance share awards based on the probability of the specific performance metrics being achieved over the requisite service period. Total remaining unrecognized compensation cost is approximately $30.9 million as of March 31, 2022, and will be recognized over a weighted average remaining period of three years.

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ALTRA INDUSTRIAL MOTION CORP.

Notes to Unaudited Condensed Consolidated Interim Financial Statements

Amounts in millions, unless otherwise noted

Stock Options

The following table summarizes the stock option activity under the Company’s plan for the quarter ended March 31, 2022:

	Weighted Average Remaining Contractual Life in Years		Options (In thousands)		Weighted- average grant date fair value		Aggregate Intrinsic Value (In millions)
Outstanding at January 1, 2022				500.0	$	39.26
Granted				176.2		45.05
Outstanding at March 31, 2022		8.3		676.2	$	40.77	$	2.3
Exercisable at March 31, 2022		7.5		241.3	$	35.87	$	1.4
Unvested and expected to vest at March 31, 2022		8.7		407.2	$	43.34	$	0.9

Restricted Stock Units

The following table summarizes the Restricted Stock Unit activity under the Company’s plan for the quarter ended March 31, 2022:

	Shares (In thousands)			Weighted- average grant date fair value		Aggregate Intrinsic Value (In millions)
Unvested at January 1, 2022		420.5		$	42.21
Granted		173.5			45.05
Vested		(90.4	)		38.72
Canceled/Forfeited		(1.9	)		44.15
Unvested at March 31, 2022		501.7		$	43.81	$	19.5

Performance Share Awards

The following table summarizes the Performance Share Award activity under the Company’s plan for the quarter ended March 31, 2022:

	Shares (In thousands)			Weighted- average grant date fair value		Aggregate Intrinsic Value (In millions)
Unvested at January 1, 2022		286.5		$	40.23
Granted		81.6			45.45
Vested		(125.9	)		32.02
Unvested at March 31, 2022		242.2		$	46.64	$	9.4

See Note 12, Stockholders’ Equity, to the audited consolidated financial statements of the Company's Annual Report on Form 10-K for the year ended December 31, 2021 for further information regarding stock-based compensation.

14. Restructuring Costs

From time to time, the Company has initiated various restructuring programs and incurred severance and other restructuring costs.

During 2017, the Company commenced a restructuring plan (“2017 Altra Plan”) as a result of the Company’s acquisition of Stromag and to rationalize its global renewable energy business. The actions taken pursuant to the 2017 Altra Plan included reducing

17

ALTRA INDUSTRIAL MOTION CORP.

Notes to Unaudited Condensed Consolidated Interim Financial Statements

Amounts in millions, unless otherwise noted

headcount, facility consolidations and the elimination of certain costs. The Company did not incur any costs as a result of the 2017 Altra Plan during the quarter ended March 31, 2022. The Company does not expect to incur any additional material costs as a result of the 2017 Altra Plan.

During 2019, the Company commenced a restructuring plan (“2019 Altra Plan”) to drive efficiencies, reduce the number of facilities and optimize its operating margin. The Company expects to incur an additional $1 - $2 million in restructuring expenses under the 2019 Altra Plan over the next two years, primarily related to headcount reductions and plant consolidations. During the quarter ended March 31, 2022, the Company incurred expenses of $0.4 million comprised mainly of severance costs.

The following is a reconciliation of the accrued restructuring costs between January 1, 2022 and March 31, 2022:

	2017 Altra Plan		2019 Altra Plan			Total All Plans
Balance at January 1, 2022	$	—	$	0.5		$	0.5
Restructuring expense incurred		—		0.4			0.4
Cash payments		—		(0.3	)		(0.3	)
Balance at March 31, 2022	$	—	$	0.6		$	0.6

The following is a reconciliation of the accrued restructuring costs between January 1, 2021 and March 31, 2021:

	2017 Altra Plan			2019 Altra Plan			Total All Plans
Balance at January 1, 2021	$	0.5		$	1.8		$	2.3
Restructuring expense incurred		—			0.9			0.9
Cash payments		(0.1	)		(1.4	)		(1.5	)
Balance at March 31, 2021	$	0.4		$	1.3		$	1.7

The following is a reconciliation of restructuring expense by segment for the quarter ended March 31, 2022:

	2017 Altra Plan		2019 Altra Plan		Total All Plans
Power Transmission Technologies	$	—	$	—	$	—
Automation & Specialty		—		0.4		0.4
Total restructuring expense	$	—	$	0.4	$	0.4

The following is a reconciliation of restructuring expense by segment for the quarter ended March 31, 2021:

	2017 Altra Plan		2019 Altra Plan		Total All Plans
Power Transmission Technologies	$	—	$	0.6	$	0.6
Automation & Specialty		—		0.3		0.3
Total restructuring expense	$	—	$	0.9	$	0.9

The total accrued restructuring reserve as of March 31, 2022, relates to severance to be paid to former employees and facility consolidation and relocation costs under the 2019 Altra Plan and is recorded in accruals and other current liabilities on the accompanying unaudited condensed consolidated balance sheet.

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ALTRA INDUSTRIAL MOTION CORP.

Notes to Unaudited Condensed Consolidated Interim Financial Statements

Amounts in millions, unless otherwise noted

15. Segments, Concentrations and Geographic Information

Segments

The internal reporting structure used by our Chief Operating Decision Maker (“CODM”) to assess performance and allocate resources determines the basis for our reportable operating segments. Our CODM is our Chief Executive Officer, and he evaluates operations and allocates resources based on a measure of income from operations. Our operations are organized in two reporting segments that are aligned with key product types and end markets served, Power Transmission Technologies (“PTT”) and Automation & Specialty (“A&S”):

•Power Transmission Technologies - PTT. This segment included the following key product offerings as of March 31, 2022:

oCouplings, Clutches & Brakes. Couplings are the interface between two shafts, which enable power to be transmitted from one shaft to the other. Clutches in this segment are devices that use mechanical, hydraulic, pneumatic, or friction type connections to facilitate engaging or disengaging two rotating members. Brakes are combinations of interacting parts that work to slow or stop machinery. Products in this segment are generally used in heavy industrial applications and energy markets.

oElectromagnetic Clutches & Brakes. Products in this segment include brakes and clutches that are used to electronically slow, stop, engage or disengage equipment utilizing electromagnetic friction type connections. Products in this segment are used in industrial and commercial markets including agricultural machinery, material handling, motion control, and turf & garden.

oGearing. Gears are utilized to reduce the speed and increase the torque of an electric motor or engine to the level required to drive a particular piece of equipment. Gears produced by the Company are primarily utilized in industrial applications.

•Automation & Specialty – A&S. This segment included the following key brands as of March 31, 2022:

oKollmorgen: Provides rotary precision motion solutions, including servo motors, stepper motors, high performance electronic drives and motion controllers and related software, and precision linear actuators. These products are used in advanced material handling, aerospace and defense, factory automation, medical, packaging, printing, semiconductor, robotic and other applications.

oPortescap: Provides high-efficiency miniature motors and motion control products, including brush and brushless DC motors, can stack motors and disc magnet motors. These products are used in medical, industrial power tool and general industrial equipment applications.

oThomson: Provides systems that enable and support the transition of rotary motion to linear motion. Products include linear bearings, guides, glides, lead and ball screws, industrial linear actuators, clutch brakes, precision gears, resolvers and inductors. These products are used in factory automation, medical, mobile off-highway, material handling, food processing and other niche applications.

oJacobs Vehicle Systems (JVS): Provides renowned “Jake Brake” diesel engine braking systems and valve actuation mechanisms for the commercial vehicle market, including compression release, bleeder and exhaust brakes. These products are primarily used in heavy duty Class 8 truck applications (see Note 18 to the consolidated financial statements for further information regarding the divestiture of the JVS business).

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ALTRA INDUSTRIAL MOTION CORP.

Notes to Unaudited Condensed Consolidated Interim Financial Statements

Amounts in millions, unless otherwise noted

Segment financial information and a reconciliation of segment results to unaudited condensed consolidated results are as follows:

	Quarter Ended
	March 31, 2022			March 31, 2021
Net Sales:
Power Transmission Technologies	$	253.7		$	221.0
Automation & Specialty		259.2			252.1
Inter-segment eliminations		(1.2	)		(1.0	)
Net sales	$	511.7		$	472.1
Income from operations:
Segment earnings:
Power Transmission Technologies	$	32.3		$	27.8
Automation & Specialty (1)		35.6			41.4
Corporate expenses (2)		0.1			(3.2	)
Restructuring costs		(0.4	)		(0.9	)
Income from operations	$	67.6		$	65.1
Other non-operating expense:
Net interest expense		11.3			16.9
Other non-operating income, net		(0.1	)		(1.5	)
Total non-operating expense	$	11.2		$	15.4
Income before income taxes		56.4			49.7
Provision for income taxes		11.6			10.5
Net income	$	44.8		$	39.2

(1)The Company recorded a non-cash impairment charge of $6.1 million at the JVS reporting unit during the first quarter of 2022 related to the held for sale classification.

(2)Certain expenses are maintained at the corporate level and are not allocated to the segments. These include various administrative expenses related to the corporate headquarters, depreciation on capitalized software costs, non-capitalizable software implementation costs and acquisition related expenses.

Selected information by segment (continued):

	Quarter Ended
	March 31, 2022		March 31, 2021
Depreciation and amortization:
Power Transmission Technologies	$	7.4	$	8.0
Automation & Specialty		16.2		22.0
Corporate		0.6		0.7
Total depreciation and amortization	$	24.2	$	30.7
	March 31, 2022		March 31, 2021
Total assets:
Power Transmission Technologies	$	1,085.6	$	1,059.9
Automation & Specialty		2,893.8		2,966.9
Corporate (3)		145.4		140.7
Total assets	$	4,124.8	$	4,167.5

(3)Corporate assets are primarily cash and cash equivalents, tax related asset accounts, certain capitalized software costs, property, plant and equipment and deferred financing costs.

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ALTRA INDUSTRIAL MOTION CORP.

Notes to Unaudited Condensed Consolidated Interim Financial Statements

Amounts in millions, unless otherwise noted

Net sales to third parties by geographic region are as follows:

	Net Sales
	Quarter Ended
	March 31, 2022		March 31, 2021
North America (primarily U.S.)	$	291.3	$	247.0
Europe excluding Germany		93.4		84.9
Germany		56.4		51.0
China		41.9		64.1
Asia and other excluding China		28.7		25.1
Total	$	511.7	$	472.1

Net sales to third parties are attributed to the geographic regions based on the country in which the shipment originates. Amounts attributed to the geographic regions for property, plant and equipment are based on the location of the entity, which holds such assets.

16. Derivative Financial Instruments

The Company may manage changes in market conditions related to interest on debt obligations and foreign currency exposures by entering into derivative instruments, including interest rate and foreign currency swap agreements. All derivative instruments are recognized as either assets or liabilities on the balance sheet at fair value at the end of each period. The Company determines the fair value of financial instruments using quoted market prices whenever available. When quoted market prices are not available for various types of financial instruments (such as forwards, options and swaps), the Company uses standard models with market-based inputs, which take into account the present value of estimated future cash flows and the ability of Altra or the financial counterparty to perform. For cross-currency interest rate swaps, the significant inputs are interest rate curves for discounting future cash flows, and exchange rate curves of the foreign currency for translating future cash flows. For interest rate swaps, the significant inputs to these models are interest rate curves for discounting future cash flows that are adjusted for credit risk. Both cross-currency interest rate swaps and interest rate swaps are Level 2 investments. Refer to Note 6 for a description of the fair value levels. For designated hedging relationships, the Company formally documents the hedging relationship consistent with the requirements of ASC 815, Derivatives.

Cross-Currency Interest Rate Swaps

In December 2018, the Company entered into cross-currency swap agreements to hedge its net investment in Euro-denominated assets against future volatility in the exchange rate between the U.S. dollar and the Euro. By doing so, the Company synthetically converted a portion of its U.S. dollar-based long-term debt into Euro-denominated long-term debt. At inception, the cross-currency swaps were designated as net investment hedges.

For net investment hedges, changes in the fair value of the effective portion of the derivatives’ gains or losses are reported as foreign currency translation gains or losses in accumulated other comprehensive income (loss) (“AOCIL”). The gains or losses on derivative instruments reported in AOCIL are reclassified to earnings in the period in which earnings are affected by the underlying item, such as a disposal or substantial liquidations of the entities being hedged. During the first quarter of 2020, the Company terminated the cross-currency interest rate swaps. The Company received the cash value of the cross-currency interest rate swaps of approximately $56.2 million upon termination. In addition, the Company paid the interest owed and received the interest due, resulting in the recognition of approximately $3.3 million in net interest income, and paid termination fees of approximately $0.9 million. At March 31, 2022 and March 31, 2021, the Company had a gain in AOCIL of approximately $44.8 million, net of $11.4 million of tax. That balance will remain in AOCIL until the period in which earnings are affected by the underlying item, such as a disposal or substantial liquidations of the entities being hedged.

Interest Rate Swaps

In January 2017, the Company entered into an interest rate swap agreement to fix the variable interest rate payable on a portion of its outstanding borrowings. This interest rate swap matured on January 31, 2020. Additionally, in December 2018, the Company entered into an interest rate swap agreement designed to manage the cash flow risk caused by interest rate changes on the forecasted interest payments expected to occur related to a portion of its outstanding borrowings under the 2018 Credit Agreement.

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ALTRA INDUSTRIAL MOTION CORP.

Notes to Unaudited Condensed Consolidated Interim Financial Statements

Amounts in millions, unless otherwise noted

The interest rate swap agreement was designed to manage exposure to interest rates on the Company’s variable rate indebtedness and was recognized on the balance sheet at fair value. The Company designated this interest rate swap agreement as a cash flow hedge and changes in the fair value of the swap were recognized in other comprehensive income until the hedged items were recognized in earnings.

During 2020, the Company terminated the interest rate swap agreement. The Company paid the cash value of the interest rate swaps of approximately $34.7 million upon termination. In addition, the Company paid the interest owed and received the interest due, resulting in the recognition of approximately $0.1 million in net interest expense, and paid termination fees of approximately $0.1 million. In November 2021, the Company terminated the 2018 Credit Agreement. As a result of the decision to terminate the 2018 Credit Agreement, the remaining balance of the unrealized loss in AOCIL was immediately reclassified to “Interest expense, net” in the accompanying condensed consolidated statements of operations. The Company reclassified $2.4 million, net of $0.7 million of tax benefit, of non-cash interest expense from AOCIL to earnings for the quarter ended March 31, 2021.

17. Commitments and Contingencies

General Litigation

The Company is involved in various pending legal proceedings arising out of the ordinary course of business. These proceedings primarily involve commercial claims, product liability claims, personal injury claims, and workers’ compensation claims. With respect to these proceedings, management believes that the Company will prevail, has adequate insurance coverage or has established appropriate reserves to cover potential liabilities. Any costs that management estimates may be paid related to these proceedings or claims are accrued when the liability is considered probable and the amount can be reasonably estimated. There can be no assurance, however, as to the ultimate outcome of any of these matters, and if all or substantially all of these legal proceedings were to be determined adversely to the Company, there could be a material adverse effect on the results of operations, cash flows, or financial condition of the Company. We have established loss provisions for matters in which losses are probable and can be reasonably estimated. For matters where a reserve has not been established and for which we believe a loss is reasonably possible, as well as for matters where a reserve has been recorded but for which an exposure to loss in excess of the amount accrued is reasonably possible, we believe that such losses, individually and in the aggregate, will not have a material effect on our unaudited condensed consolidated financial statements.

Our estimates regarding potential losses and materiality are based on our judgment and assessment of the claims utilizing currently available information. Although we will continue to reassess our reserves and estimates based on future developments, our objective assessment of the legal merits of such claims may not always be predictive of the outcome and actual results may vary from our current estimates. We will continue to consider the applicable guidance in ASC 450-20, based on the facts known at the time of our future filings, as it relates to legal contingencies, and will adjust our disclosures as may be required under the guidance.

There were no material amounts accrued in the accompanying unaudited condensed consolidated balance sheets for potential litigation as of March 31, 2022 or December 31, 2021.

The Company also risks exposure to product liability claims in connection with products it has sold and those sold by businesses that the Company acquired. Although in some cases third parties have retained responsibility for product liability claims relating to products manufactured or sold prior to the acquisition of the relevant business and in other cases the persons from whom the Company has acquired a business may be required to indemnify the Company for certain product liability claims subject to certain caps or limitations on indemnification, the Company cannot assure that those third parties will in fact satisfy their obligations with respect to liabilities retained by them or their indemnification obligations. If those third parties become unable to or otherwise do not comply with their respective obligations including indemnity obligations, or if certain product liability claims for which the Company is obligated were not retained by third parties or are not subject to these indemnities, the Company could become subject to significant liabilities or other adverse consequences. Moreover, even in cases where third parties retain responsibility for product liability claims or are required to indemnify the Company, significant claims arising from products that have been acquired could have a material adverse effect on the Company’s ability to realize the benefits from an acquisition, could result in the reduction of the value of goodwill that the Company recorded in connection with an acquisition, or could otherwise have a material adverse effect on the Company’s business, financial condition, or operations.

22

ALTRA INDUSTRIAL MOTION CORP.

Notes to Unaudited Condensed Consolidated Interim Financial Statements

Amounts in millions, unless otherwise noted

Environmental

There is contamination at some of the Company’s current facilities, primarily related to historical operations at those sites, for which the Company could be liable for the investigation and remediation under certain environmental laws. The potential for contamination also exists at other of the Company’s current or former sites, based on historical uses of those sites. The Company currently is not undertaking any material remediation or investigations and the costs or liability in connection with potential contamination conditions at these facilities cannot be predicted at this time because the potential existence of contamination has not been investigated or not enough is known about the environmental conditions or likely remedial requirements. Currently, other parties with contractual liability are addressing or have plans or obligations to address those contamination conditions that may pose a material risk to human health, safety or the environment. In addition, while the Company attempts to evaluate the risk of liability associated with these facilities at the time the Company acquired them, there may be environmental conditions currently unknown to the Company relating to prior, existing or future sites or operations or those of predecessor companies whose liabilities the Company may have assumed or acquired which could have a material adverse effect on the Company’s business.

The Company is being indemnified, or expects to be indemnified, by third parties subject to certain caps or limitations on the indemnification, for certain environmental costs and liabilities associated with certain owned or operated sites. Accordingly, based on the indemnification and the experience with similar sites of the environmental consultants who the Company has hired, the Company does not expect such costs and liabilities to have a material adverse effect on its business, operations or earnings. The Company cannot assure you, however, that those third parties will in fact satisfy their indemnification obligations. If those third parties become unable to, or otherwise do not, comply with their respective indemnity obligations, or if certain contamination or other liability for which the Company is obligated is not subject to these indemnities, the Company could become subject to significant liabilities.

From time to time, the Company is notified that it is a potentially responsible party and may have liability in connection with off-site disposal facilities. To date, the Company has generally resolved matters involving off-site disposal facilities for a nominal sum but there can be no assurance that the Company will be able to resolve pending or future matters in a similar fashion.

18. Subsequent Events

On April 8, 2022, the Company completed the previously announced sale of all of the issued and outstanding equity interests of the entities which collectively constitute its JVS business segment to Cummins Inc., an Indiana corporation, for $325.0 million in cash subject to customary adjustments. The net cash consideration received was approximately $325.9 million.

On April 26, 2022, the Company declared a dividend of $0.09 per share for the quarter ended June 30, 2022, payable on July 6, 2022 to stockholders of record as of June 17, 2022.

On April 26, 2022, the Company announced that its Board of Directors approved a new share repurchase program authorizing the buyback of up to $300 million of the Company's common stock through December 31, 2024.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Cautionary Statement Regarding Forward-Looking Statements

This Quarterly Report on Form 10-Q contains forward-looking statements, within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which reflect the Company’s current estimates, expectations and projections about the Company’s future results, performance, prospects and opportunities. Forward-looking statements include, among other things, the information concerning the Company’s possible future results of operations including revenue, costs of goods sold, gross margin, future profitability, future economic improvement, business and growth strategies, financing plans, expected leverage levels, the Company’s competitive position and the effects of competition, the projected growth of the industries in which we operate, and the Company’s ability to consummate strategic acquisitions and other transactions. In addition, all statements regarding the anticipated effects of the novel coronavirus, or COVID-19, pandemic and the responses thereto, including the pandemic’s impact on general economic and market conditions, as well as on our business, customers, end markets, results of operations and financial condition and anticipated actions to be taken by management to sustain the Company during the economic uncertainty caused by the pandemic and related governmental and business actions, as well as other statements that are not strictly historic in nature are forward looking. Forward-looking statements include statements that are not historical facts and can be identified by forward-looking words such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect” “forecast,” “intend,” “plan,” “may,” “project,” “should,” “will,” “would,” and similar expressions or variations. These forward-looking statements are based upon information currently available to the Company and are subject to a number of risks, uncertainties, and other factors that could cause the Company’s actual results, performance, prospects, or opportunities to differ materially from those expressed in, or implied by, these forward-looking statements.

Important factors that could cause the Company’s actual results to differ materially from the results referred to in the forward-looking statements the Company makes in this report include:

•the effects of intense competition in the markets in which we operate;

•the cyclical nature of the markets in which we operate;

•the Company’s ability to invest in new technologies and manufacturing techniques and to develop or adapt to changing technology and manufacturing techniques;

•political and economic conditions globally, nationally, regionally, and in the markets in which we operate;

•international operations, including currency risks;

•the loss of independent distributors on which we rely;

•the accuracy of estimated forecasts of OEM customers;

•the scope and duration of the COVID-19 global pandemic and its impact on global economic systems, our employees, sites, operations, customers, and supply chain, including the impact of the pandemic on manufacturing and supply capabilities throughout the world;

•disruption of our supply chain including the impact of the global semiconductor chip shortage;

•the disruption of the Company’s production or commercial activities;

•natural disasters, war, civil unrest, terrorism, fire, floods, tornadoes, earthquakes, hurricanes, pandemics, including, but not limited to, the COVID-19 pandemic, and the ongoing military action between Russia and Ukraine, or other matters beyond the Company’s control;

•fluctuations in the costs of raw materials used in our products;

•work stoppages and other labor issues involving the Company’s facilities or the Company’s customers;

•the Company’s ability to retain key executives;

•the Company’s ability to recruit, retain and motivate key sales, marketing or engineering personnel;

•the Company’s ability to obtain or protect intellectual property rights and avoid infringing on the intellectual property rights of others;

•unplanned repairs or equipment outages;

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•failure of the Company’s operating equipment or information technology infrastructure, including cyber-attacks or other security breaches, and failure to comply with data privacy laws or regulations;

•the Company’s ability to implement and maintain enhancements to its Enterprise Resource Planning (ERP) system;

•the Company’s exposure to renewable energy markets;

•the Company’s ability to achieve the efficiencies, savings and other benefits anticipated from our cost reduction, margin improvement, restructuring, plant consolidation and other business optimization initiatives;

•the Company’s ability to achieve its business plans, including with respect to an uncertain economic environment;

•global economic changes and continued volatility and disruption in global financial markets;

•adverse conditions in the credit and capital markets limiting or preventing the Company’s and its customers’ and suppliers’ ability to borrow or raise capital;

•changes in market conditions that would result in the impairment of goodwill, indefinite lived intangibles or other assets of the Company;

•any negative effects of the Company’s leverage, which could adversely affect its financial health;

•the significant operating and financial restrictions imposed by the Credit Agreement;

•the Company’s exposure to variable interest rates and foreign currency exchange rates, including risks related to transitioning from LIBOR to a replacement alternative reference rate and risks related to the use of hedging arrangements to manage interest rate and currency risk;

•changes in accounting rules and standards, audits, compliance with the Sarbanes-Oxley Act, and regulatory investigations;

•changes to trade policies, legislation, treaties, regulations and tariffs both in and outside of the United States;

•exposure to United Kingdom political developments, including the effect of its withdrawal from the European Union, and the uncertainty surrounding the effect of Brexit and related negative developments in the European Union and elsewhere;

•defects, quality issues, inadequate disclosure or misuse with respect to our products and capabilities and related potential product liability claims;

•the outcome of litigation to which the Company is a party from time to time;

•changes in labor or employment laws;

•environmental laws and regulations and the Company’s failure to comply with such laws;

•tax laws and regulations in various jurisdictions to which the Company is subject and the inability to successfully defend claims from taxing authorities related to the Company’s current or acquired businesses;

•changes in the Company’s tax rates or exposure to additional income tax liabilities or assessments, as well as audits by tax authorities;

•changes in volatility of the Company’s stock price and the risk of litigation following a decline in the price of the Company’s stock;

•the Company’s ability to successfully execute, manage and integrate key acquisitions and mergers, including the Nook acquisition and the combination (the “Fortive Transaction”) of the Company with four operating companies from Fortive Corporation’s (“Fortive”) Automation & Specialty platform (excluding Fortive’s Hengstler and Dynapar businesses);

•the risks associated with the Company’s ability to successfully divest or otherwise dispose of businesses that that are deemed not to fit with our strategic plan or are not achieving the desired return on investment;

•the Company’s debt and access to capital, credit ratings, indebtedness, and ability to raise additional capital and operate under the terms of the Company’s debt obligations;

•restrictions relating to the tax free treatment of the Fortive Transaction; and

•other factors, risks, and uncertainties referenced in the Company’s filings with the Securities and Exchange Commission, including the “Risk Factors” set forth in our Annual Report on Form 10-K.

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ALL FORWARD-LOOKING STATEMENTS SPEAK ONLY AS OF THE DATE OF THIS REPORT. EXCEPT AS REQUIRED BY LAW, WE UNDERTAKE NO OBLIGATION TO PUBLICLY UPDATE OR RELEASE ANY REVISIONS TO THESE FORWARD-LOOKING STATEMENTS TO REFLECT ANY EVENTS OR CIRCUMSTANCES AFTER THE DATE OF THIS REPORT OR TO REFLECT THE OCCURRENCE OF UNANTICIPATED EVENTS. ALL SUBSEQUENT WRITTEN AND ORAL FORWARD-LOOKING STATEMENTS ATTRIBUTABLE TO US OR ANY PERSON ACTING ON THE COMPANY’S BEHALF ARE EXPRESSLY QUALIFIED IN THEIR ENTIRETY BY THE CAUTIONARY STATEMENTS CONTAINED OR REFERRED TO IN THIS SECTION AND IN OUR RISK FACTORS SET FORTH (1) IN THE SECTION TITLED “RISK FACTORS,” SET FORTH IN PART II, ITEM 1A OF THIS QUARTERLY REPORT ON FORM 10-Q; (2) IN PART I, ITEM 1A OF THE COMPANY’S ANNUAL REPORT ON FORM 10-K FOR THE YEAR ENDED DECEMBER 31, 2021, FILED WITH THE SEC ON FEBRUARY 28, 2022; AND (3) IN THE COMPANY’S OTHER SEC FILINGS.

The following discussion of the financial condition and results of operations of Altra Industrial Motion Corp. and its subsidiaries should be read together with (1) the unaudited condensed consolidated financial statements of Altra Industrial Motion Corp. and its subsidiaries and the related notes and other financial information included elsewhere in this Quarterly Report on Form 10-Q and (2) the audited consolidated financial statements of Altra Industrial Motion Corp. and its subsidiaries and the related notes and management’s discussion and analysis of financial conditions and results of operations included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021. The following discussion includes forward-looking statements. For a discussion of important factors that could cause actual results to differ materially from the results referred to in the forward-looking statements, see “Forward-Looking Statements” and “Risk Factors” in this Quarterly Report on Form 10-Q and “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021. Unless the context requires otherwise, the terms “Altra,” “Altra Industrial Motion Corp.,” “the Company,” “we,” “us,” and “our” refer to Altra Industrial Motion Corp. and its subsidiaries.

General

We are a leading global designer, producer and marketer of a wide range of electromechanical power transmission motion control (“PTMC”) products. Our technologies are used in various motion related applications and across a wide variety of high-volume manufacturing and non-manufacturing processes in which reliability and precision are critical to avoid costly down time and enhance the overall efficiency of operations.

We market our products under well recognized and established brands, which have been in existence for an average of over 85 years. We serve a diversified group of customers comprised of over 1,000 direct original equipment manufacturers (“OEMs”) including GE, Honeywell and Siemens, and also benefit from established, long-term relationships with leading industrial distributors, including Applied Industrial Technologies, Grainger, Kaman Industrial Technologies and Motion Industries. Many of our customers operate globally across a large number of industries, ranging from transportation, turf and agriculture, energy and mining to factory automation, medical and robotics. Our relationships with these customers often span multiple decades, which we believe reflects the high level of performance, quality and service we deliver, supplemented by the breadth of our offering, vast geographic footprint and our ability to rapidly develop custom solutions for complex customer requirements.

On December 31, 2021, the Company acquired all of the issued and outstanding equity interests of Nook Industries, LLC ("Nook"), a leader in the U.S. engineered linear motion industry. The acquisition expands the Company's current portfolio of linear product offerings. The acquisition is being accounted for as a business combination using the acquisition method of accounting and the results have been consolidated into the Company's Automation & Specialty segment. The aggregate purchase price of approximately $138.5 million, inclusive of certain post-closing adjustments but subject to others, consisted of $125.2 million of cash transferred, net of $5.1 million of cash acquired, and a noncontingent purchase price holdback of $8.2 million. The purchase price holdback was released in January 2022. The Company borrowed $130.0 million under its Revolving Credit Facility (as defined below) in December 2021 to finance the transaction.

On April 8, 2022, the Company completed the previously announced sale of all of the issued and outstanding equity interests of the entities which collectively constitute its Jacobs Vehicle Systems (“JVS”) business segment to Cummins Inc., an Indiana corporation, for $325.0 million in cash subject to customary adjustments. The net cash consideration received was approximately $325.9 million, which remains subject to customary purchase price adjustments.

Our website is www.altramotion.com. By following the link “Investor Relations” and then “SEC Filings” on our website, you can access our Annual Reports on Form 10-K, our Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), which we make available free of charge, as soon as reasonably practicable after such forms are filed with or furnished to the SEC. We are not including the information contained on or available through our website as a part of, or incorporating such information by reference into, this Quarterly Report on Form 10-Q.

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Business Outlook

Our future financial performance depends, in large part, on conditions in the markets that we serve and on conditions in the U.S., European, and global economies in general. In the quarter ended March 31, 2022, we experienced strong sales as our team executed very well in spite of continued challenges including supply chain constraints, labor shortages, inflation pressures, and the continued impact of COVID-19. Our pricing initiatives helped improve earnings and our backlog levels remain strong. In April 2022, we also completed the sale of our Jacobs Vehicle Systems business and used the proceeds to pay down approximately $315 million in debt and strengthen our balance sheet.

We will remain focused on leveraging the Altra Business System to drive organic growth initiatives, to manage our portfolio through disciplined mergers and acquisitions, to integrate the Nook business, and to execute on our strategy to position Altra as a premier industrial company.

Critical Accounting Policies

The preparation of our unaudited condensed consolidated financial statements and related disclosures in conformity with generally accepted accounting principles in the United States (“GAAP”) requires management to make judgments, assumptions and estimates that affect our reported amounts of assets, revenues and expenses, as well as related disclosures of contingent assets and liabilities. We base our estimates on past experiences and other assumptions we believe to be appropriate, and we evaluate these estimates on an on-going basis. See the discussion of critical accounting policies in our Annual Report on Form 10-K for the year ended December 31, 2021. There have been no changes in the identification or application of the Company’s critical accounting policies during the quarter ended March 31, 2022.

Recent Accounting Standards

See Part 1, Notes to Unaudited Condensed Consolidated Interim Financial Statements, Note 3 – Recent Accounting Standards.

Results of Operations

(Amounts in millions, unless otherwise noted)

	Quarter Ended
	March 31, 2022			March 31, 2021
Net sales	$	511.7		$	472.1
Cost of sales		331.4			300.4
Gross profit		180.3			171.7
Gross profit percentage		35.2	%		36.4	%
Selling, general and administrative expenses		88.6			89.8
Impairment of Goodwill and Intangible Asset		6.1			—
Research and development expenses		17.6			15.9
Restructuring costs		0.4			0.9
Income from operations		67.6			65.1
Interest expense, net		11.3			16.9
Other non-operating income, net		(0.1	)		(1.5	)
Income before income taxes		56.4			49.7
Provision for income taxes		11.6			10.5
Net income	$	44.8		$	39.2

Quarter Ended March 31, 2022 compared with Quarter Ended March 31, 2021

(Amounts in millions, unless otherwise noted)

Amounts in millions, except percentage data	Quarter Ended
	March 31, 2022		March 31, 2021		Change		%
Net sales	$	511.7	$	472.1	$	39.6		8.4	%

Net Sales The increase in net sales during the quarter ended March 31, 2022 when compared to the quarter ended March 31, 2021 was primarily due to strength across most end markets, especially the turf and garden and factory automation end markets as well as the addition of approximately $11.2 million of sales from Nook. Changes in foreign exchange had an unfavorable impact on

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net sales of $8.7 million for the quarter ended March 31, 2022. Price had a favorable impact on net sales of $17.7 million for the quarter ended March 31, 2022.

Amounts in millions, except percentage data	Quarter Ended
	March 31, 2022			March 31, 2021			Change		%
Gross profit	$	180.3		$	171.7		$	8.6		5.0	%
Gross profit as a percent of sales		35.2	%		36.4	%

Gross Profit The decrease in gross profit as a percent of sales during the quarter ended March 31, 2022 when compared to the quarter ended March 31, 2021 was primarily due to increasing costs associated with logistics, supply chain and labor as well as changes in foreign exchange, which had an unfavorable impact of $3.2 million. This decrease was partially offset by price, which had a favorable impact of $17.7 million for the quarter ended March 31, 2022.

Amounts in millions, except percentage data	Quarter Ended
	March 31, 2022			March 31, 2021			Change			%
Selling, general and administrative expense (“SG&A”)	$	88.6		$	89.8		$	(1.2	)		(1.3	)%
SG&A as a percent of sales		17.3	%		19.0	%

Selling, general and administrative expenses The decrease in SG&A during the quarter ended March 31, 2022 when compared to the quarter ended March 31, 2021 was primarily driven by the decrease in amortization expense as a result of the JVS disposal group being classified as held for sale. Refer to Note 4 for further information on the held for sale classification. This decrease was partially offset due to the inclusion of the SG&A expenses from Nook of $2.8 million as well as changes in foreign exchange, which had an unfavorable impact on SG&A of $2.1 million.

Amounts in millions, except percentage data	Quarter Ended
	March 31, 2022		March 31, 2021		Change		%
Research and development expenses (“R&D”)	$	17.6	$	15.9	$	1.7		10.7	%

Research and development expense The increase in research and development expenses for the quarter ended March 31, 2022 when compared to the quarter ended March 31, 2021 was primarily due to expenses returning that were deferred such as backfilling open positions. Foreign exchange had an unfavorable impact on R&D of $0.2 million. We expect R&D costs to be approximately 2.5% - 3.5% of sales in future periods.

Amounts in millions, except percentage data	Quarter Ended
	March 31, 2022		March 31, 2021		Change			%
Restructuring costs	$	0.4	$	0.9	$	(0.5	)		(55.6	)%

Restructuring costs During the quarter ended September 30, 2017, we commenced a restructuring plan (“2017 Altra Plan”) as a result of Altra’s acquisition of Stromag and to rationalize our global renewable energy business. The actions taken pursuant to the 2017 Altra Plan included reducing headcount, facility consolidations and the elimination of certain costs. The total 2017 Altra Plan savings are in line with our expectations. We do not expect to incur any additional material costs as a result of the 2017 Altra Plan.

During 2019, we commenced a restructuring plan (“2019 Altra Plan”) to drive efficiencies, reduce the number of facilities and optimize our operating margin. We expect to incur an additional $1 - $2 million in restructuring expenses under the 2019 Altra Plan over the next two years, primarily related to headcount reductions and plant consolidations. We achieved savings of $0.6 million during the quarter ended March 31, 2022 under the 2019 Altra Plan and estimate additional future savings to be approximately $1 - $2 million over the next two years. The cost savings for the quarter ended March 31, 2022 were recognized as reductions in SG&A and Cost of Sales of approximately $0.4 million and $0.2 million, respectively.

Amounts in millions, except percentage data	Quarter Ended
	March 31, 2022		March 31, 2021		Change			%
Interest expense, net	$	11.3	$	16.9	$	(5.6	)		(33.1	)%

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Interest expense, net The decrease in interest expense during the quarter ended March 31, 2022 when compared to the quarter ended March 31, 2021 was primarily due to the lower average interest rates as a result of our November 2021 refinancing. In addition, interest expense decreased during the quarter ended March 31, 2022 when compared to the quarter ended March 31, 2021 because we recorded $3.1 million of non-cash interest expense related to the termination of the interest rate swap during the quarter ended March 31, 2021. Since the remaining balance of the unrealized loss from the termination of the interest rate swap was reclassified from accumulated other comprehensive income (loss) to interest expense in the fourth quarter of 2021 in connection with the refinancing, no non-cash interest expense related to the termination of the interest rate swap was recorded during the quarter ended March 31, 2022. We expect our interest expense in 2022 to continue to decrease as additional principal payments on our debt are made.

Amounts in millions, except percentage data	Quarter Ended
	March 31, 2022			March 31, 2021			Change		%
Provision for income taxes	$	11.6		$	10.5		$	1.1		10.5	%
Provision for income taxes as a percent of income before    income taxes		20.6	%		21.1	%

Provision for Income Taxes The provision for income tax as a percent of income before income taxes decreased for the quarter ended March 31, 2022 when compared to the quarter ended March 31, 2021 . The decrease in the 2022 provision for income tax as a percent of income before income taxes is mainly due to a net benefit of $2.5 million mainly related to the JVS divestiture recorded in the quarter ended March 31, 2022, partially offset by a higher annual effective tax rate in 2022 compared to 2021.

Segment Performance

(Amounts in millions unless otherwise noted)

	Quarter Ended
	March 31, 2022			March 31, 2021
Net Sales:
Power Transmission Technologies	$	253.7		$	221.0
Automation & Specialty		259.2			252.1
Inter-segment eliminations		(1.2	)		(1.0	)
Net sales	$	511.7		$	472.1
Income from operations:
Segment earnings:
Power Transmission Technologies	$	32.3		$	27.8
Automation & Specialty		35.6			41.4
Corporate expenses (1)		0.1			(3.2	)
Restructuring costs		(0.4	)		(0.9	)
Income from operations	$	67.6		$	65.1

(1)Certain expenses are maintained at the corporate level and not allocated to the segments. These include various administrative expenses related to the Company’s corporate headquarters, certain U.S. healthcare costs and credits, depreciation on capitalized software costs, non-capitalizable software implementation costs and acquisition related expenses.

Power Transmission Technologies

Net sales in the Power Transmission Technologies segment were $253.7 million for the quarter ended March 31, 2022. The increase of approximately $32.7 million or 14.8% from the quarter ended March 31, 2021 was primarily due to the broad based strength across most of our end markets, especially material handling, metals and mining, turf and garden and agriculture end markets. In addition, price had a favorable impact on net sales for the quarter ended March 31, 2022 of $11.5 million. The increase in net sales was partially offset by changes in foreign exchange for the quarter ended March 31, 2022, which had an unfavorable impact on net sales of $5.2 million. Income from operations for the quarter ended March 31, 2022 was $32.3 million, an increase of 16.2%, which was primarily driven by the increase in sales and partially offset by increasing costs from logistics, supply chain and labor.

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Automation & Specialty

Net sales in the Automation & Specialty segment were $259.2 million for the quarter ended March 31, 2022. The increase of approximately $7.1 million, or 2.8% from the quarter ended March 31, 2021 was primarily due to the inclusion of sales from the newly acquired Nook business, which were approximately $11.1 million for the quarter ended March 31, 2022. In addition, the increase was due to continued strength in the factory automation end market, as well as price, which had a favorable impact on net sales of $6.2 million for the quarter ended March 31, 2022. The increase in net sales was partially offset by a decline in the China class 8 heavy duty truck market as well as changes in foreign exchange, which had an unfavorable impact on net sales of $3.5 million for the quarter ended March 31, 2022. Income from operations for the quarter ended March 31, 2022 was $35.6 million, a decrease of 14.0%, which was primarily driven by the asset held for sale impairment charge of $6.1 million recorded at the JVS reporting unit related to the held for sale classification.

Liquidity and Capital Resources

Overview

We finance our capital and working capital requirements through a combination of cash flows from operating activities and borrowings under the Revolving Credit Facility (as defined herein). At March 31, 2022, we had the ability under the Revolving Credit Facility to borrow an additional $395.7 million subject to satisfying customary conditions. We expect that our primary ongoing requirements for cash will be for working capital, debt service, capital expenditures, acquisitions, pensions, other post-employment benefits and dividends.

We believe, based on current and projected levels of cash flows from operating activities, together with our ability to borrow under the Revolving Credit Facility, that we have sufficient liquidity to meet our short-term and long-term needs to make required payments of interest on our debt, to make amortization payments under the Altra Credit Facilities, to fund our operating needs, to fund working capital and capital expenditure requirements and to comply with the financial ratios in our debt agreements.

In the event additional funds are needed for operations, we could attempt to obtain new debt and/or refinance existing debt, or attempt to raise capital in the equity markets. There can be no assurance, however, that additional debt or equity financing will be available on commercially acceptable terms, if at all.

Notes

On September 26, 2018, Stevens Holding Company, Inc., a wholly owned subsidiary of the Company (“Stevens Holding”), announced the pricing of $400.0 million aggregate principal amount of Stevens Holding’s 6.125% senior notes due 2026 (the “Notes”) in a private debt offering pursuant to Rule 144A and Regulation S under the Securities Act of 1933 (the “Private Placement”). On October 1, 2018, the Private Placement closed, and Stevens Holding sold $150.0 million aggregate principal amount of the Notes (the “Primary Notes”) and an unaffiliated selling securityholder sold $250.0 million aggregate principal amount of the Notes (the “Selling Securityholder Notes”). The Notes will mature on October 1, 2026. Interest on the Notes accrues from October 1, 2018, and the first interest payment date on the Notes was April 1, 2019. The Notes may be redeemed at the option of Stevens Holding on or after October 1, 2023, in the manner and at the redemption prices specified in the indenture governing the Notes, plus accrued and unpaid interest thereon, if any, to, but excluding, the date of redemption. The Notes are guaranteed on a senior unsecured basis by Altra and certain of its domestic subsidiaries.

The unaffiliated selling securityholder received the Selling Securityholder Notes from Fortive prior to the closing of the Private Placement in exchange for certain outstanding Fortive debt held or acquired by the unaffiliated selling securityholder. Stevens Holding used the net proceeds of the Primary Notes to fund a dividend payment to Fortive prior to the consummation of the merger that was part of the Fortive Transaction, pursuant to which such merger Stevens Holdings became a wholly-owned subsidiary of the Company, and Stevens Holding did not receive any proceeds from the sale of the Selling Securityholder Notes.

2021 Altra Credit Agreement

On November 17, 2021, the Company entered into a new Credit Agreement (the “Credit Agreement” or the "Altra Credit Agreement") with certain subsidiaries of the Company (together with the Company, the “Borrowers”) , the lenders party to the Credit Agreement from time to time (collectively, the “Lenders”), Bank of Montreal as administrative agent (the “Administrative Agent”), as sustainability structuring agent and collateral agent thereunder, and under the security and guarantee documents for the Lenders, and BMO Capital Markets Corp., Citizens Bank, N.A., JPMorgan Chase Bank, N.A., and Wells Fargo Securities, LLC as joint lead arrangers and joint bookrunners. Pursuant to the Credit Agreement, the Lenders made available to the Borrowers a term loan facility of $400.0 million (the “Term Loan Facility” or "Term Loan" or “Term Loan A”) and a revolving credit facility of $1,000.0 million (the “Revolving Credit Facility” or "Revolver", and together with the Term Loan Facility, the “Credit Facilities”). The aggregate proceeds of the Credit Facilities were used to repay in full and extinguish all outstanding indebtedness for borrowed money under the 2018 Credit Agreement. The amounts available under the Credit Facilities are to be available for general corporate purposes and to

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repay existing indebtedness. The stated maturity of both of the Credit Facilities is November 17, 2026, and there are scheduled quarterly principal payments due on the outstanding amount of the Term Loan Facility.

The Credit Facilities are guaranteed on a senior secured basis by certain direct and indirect domestic subsidiaries of the Company (each a “Guarantor” and collectively the “Guarantors”; the Guarantors collectively with the Borrowers, the “Loan Parties”).

The amounts available under the Revolving Credit Facility may be drawn upon in accordance with the terms of the Credit Agreement. All amounts outstanding under the Credit Facilities are due on the stated maturity or such earlier time, if any, required under the Credit Agreement. The amounts owed under either of the Credit Facilities may be prepaid at any time, subject to usual notification and breakage payment provisions. Interest on the amounts outstanding under the Credit Facilities is calculated using either a Base Rate or Eurocurrency Rate, plus the applicable margin. The applicable margins for Eurocurrency Loans are between 1.000% to 1.750%, and for Base Rate Loans are between 0.000% and 0.750%. The amounts of the margins are calculated based on the Total Leverage Ratio (as defined in the Credit Agreement). A portion of the Revolving Credit Facility may be used for the issuance of letters of credit, and a portion of the amount of the Revolving Credit Facility is available for borrowings in certain agreed upon foreign currencies. The interest rate on the Credit Facilities was 1.709% at March 31, 2022.

Revolving borrowings and issuances of letters of credit under the Revolving Credit Facility are subject to the satisfaction of customary conditions, including the accuracy of representations and warranties and the absence of defaults.

The Credit Agreement contains usual and customary representations and warranties, usual and customary affirmative and negative covenants and restrictions, which among other things, will require the Borrowers to provide certain financial reports to the Lenders, require the Borrowers to maintain certain financial covenants relating to consolidated leverage and interest coverage, and limit the ability of the Company and its subsidiaries to incur or guarantee additional indebtedness, pay dividends or make other equity distributions, purchase or redeem capital stock or debt, make certain investments, sell assets, engage in certain transactions, and effect a consolidation or merger. The obligations of the borrowers of the Credit Facilities under the Credit Agreement may be accelerated upon customary events of default, including non-payment of principal, interest, fees and other amounts, inaccuracy of representations and warranties, violation of covenants, cross default and cross acceleration, voluntary and involuntary bankruptcy or insolvency proceedings, inability to pay debts as they become due, material judgments, ERISA events, actual or asserted invalidity of security documents or guarantees and change in control.

Pursuant to the Credit Agreement, on November 17, 2021, the Loan Parties and the Administrative Agent entered into a Guarantee and Collateral Agreement (the “Guarantee and Collateral Agreement”), pursuant to which each Loan Party pledges, assigns and grants to the Administrative Agent, on behalf of and for the ratable benefit of the Lenders, a security interest in all of its right, title and interest in, to and under all personal property, whether now owned by or owing to, or after acquired by or arising in favor of such Loan Party (including under any trade name or derivations), and whether owned or consigned by or to, or leased from or to, such Loan Party, and regardless of where located, except for specific excluded personal property identified in the Guarantee and Collateral Agreement (collectively, the “Collateral”). Notwithstanding the foregoing, the Collateral does not include, among other items, more than 65% of the capital stock of the first tier foreign subsidiaries of the Company. The Guarantee and Collateral Agreement contains other customary representations, warranties and covenants of the parties.

In connection with the Guarantee and Collateral Agreement, certain of the Loan Parties delivered a Patent Security Agreement and a Trademark Security Agreement in favor of the Administrative Agent pursuant to which each of the Loan Parties signatory thereto pledges, assigns and grants to the Administrative Agent, on behalf of and for the ratable benefit of the Lenders, a security interest in all of its right, title and interest in, to and under all registered patents, patent applications, registered trademarks and trademark applications owned by such Loan Parties.

2018 Altra Credit Agreement

On October 1, 2018, the Company entered into a Credit Agreement (the “2018 Credit Agreement”) with certain subsidiaries of Altra, JPMorgan Chase Bank, N.A., as administrative agent and collateral agent, and a syndicate of lenders. The 2018 Credit Agreement provided for a seven-year senior secured term loan to the Company in an aggregate principal amount of $1,340.0 million (the “2018 Term Loan Facility”) and a five-year senior secured revolving credit facility available to the Company and certain of its subsidiaries in an aggregate committed principal amount of $300.0 million (the “2018 Revolving Credit Facility” and together with the 2018 Term Loan Facility, the “2018 Credit Facilities”). The initial proceeds of the 2018 Term Loan Facility were used to (i) consummate the Direct Sales, (ii) repay in full and extinguish all outstanding indebtedness for borrowed money under the Company’s previous credit agreement and (iii) pay certain fees, costs, and expenses in connection with the consummation of the Fortive Transaction. Any proceeds of the 2018 Term Loan Facility not so used could be used for general corporate purposes and the proceeds of the 2018 Revolving Credit Facility were used for working capital and general corporate purposes.

On November 17, 2021, in connection with the new Credit Agreement, the 2018 Credit Agreement was terminated and all outstanding indebtedness for borrowed money thereunder was repaid in full.

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Borrowings

The following is a summary of our borrowings as of March 31, 2022 and March 31, 2021, respectively:

	Amounts in millions
	March 31, 2022		March 31, 2021
Debt:
Term loan A	$	397.5	$	—
Term loan B		—		1,010.0
Revolver		600.0		—
Notes		400.0		400.0
Mortgages and other		8.4		12.2
Finance leases		0.1		0.2
Total gross debt	$	1,406.0	$	1,422.4

Cash and Cash Equivalents

The following is a summary of our cash balances and cash flows (in millions) as of and for the quarter ended March 31, 2022 and March 31, 2021, respectively:

	March 31, 2022			March 31, 2021			Change
Cash and cash equivalents at the beginning of the period	$	246.1		$	254.4		$	(8.3	)
Net cash (used in) provided by operating activities		(24.9	)		36.2			(61.1	)
Net cash used in investing activities		(17.8	)		(9.6	)		(8.2	)
Net cash used in financing activities		(17.1	)		(27.1	)		10.0
Effect of exchange rate changes on cash and    cash equivalents		(2.6	)		(4.5	)		1.9
Cash and cash equivalents at the end of the period	$	183.7		$	249.4		$	(65.7	)

Cash Flows for 2022

Net cash used in operating activities was approximately $24.9 million for the quarter ended March 31, 2022, an increase of $61.1 million of net cash used as compared to the prior year. The increase in net cash used was primarily due to unfavorable changes in operating assets and liabilities of approximately $56.6 million, which reflect timing difference between the receipt and payment of cash associated with transactions and when they are recognized in our results of operations.

Net cash used in investing activities for the quarter ended March 31, 2022 increased approximately $8.2 million compared to the quarter ended March 31, 2021, primarily due to increased property, plant and equipment purchases.

Net cash used in financing activities for the quarter ended March 31, 2022 as compared to the quarter ended March 31, 2021 decreased by $10.0 million, primarily due decreased debt paydowns of approximately $12.5 million when compared to the quarter ended March 31, 2021.

We intend to use our remaining cash and cash equivalents and cash flow from operations to provide for our working capital needs, to service our debt, including principal payments, for capital expenditures, for pension funding, for other post-retirement benefits funding and to pay dividends to our stockholders. As of March 31, 2022 we have approximately $165.8 million of cash and cash equivalents held by foreign subsidiaries. We believe, based on current and projected levels of cash flows from operating activities, together with our ability to borrow under the Revolving Credit Facility, that we have sufficient liquidity to make required payments of interest on our debt, to make amortization payments under the Credit Facilities, to fund our operating needs, to fund working capital and capital expenditure requirements and to comply with the financial ratios in our debt agreements.

Contractual Obligations

There were no material changes in our contractual obligations during the period ended March 31, 2022.

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Item 3. Quantitative and Qualitative Disclosures About Market Risk

We are exposed to various market risk factors such as fluctuating interest rates, changes in foreign currency rates, and changes in commodity prices. During the reporting period, there have been no material changes to the quantitative and qualitative disclosures regarding our market risk set forth in our Annual Report on Form 10-K for the year ended December 31, 2021.

Item 4. Controls and Procedures

Disclosure Controls and Procedures

As of March 31, 2022, our management, under the supervision and with the participation of our chief executive officer and chief financial officer, carried out an evaluation of the effectiveness of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act. Our disclosure controls and procedures are designed to provide reasonable assurance that information required to be disclosed in the reports that we file or submit under the Exchange Act, such as this Quarterly Report on Form 10-Q, is (i) recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and (ii) accumulated and communicated to our management, including our principal executive officer and principal financial officers, as appropriate, to allow timely decisions regarding required disclosures. Based upon that evaluation, our chief executive officer and chief financial officer have concluded that, as of March 31, 2022, our disclosure controls and procedures were effective at a reasonable assurance level.

Changes in Internal Control Over Financial Reporting

There has been no change in our internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act) that occurred during our fiscal quarter ended March 31, 2022, that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

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PART II - OTHER INFORMATION

Item 1. Legal Proceedings

We are, from time to time, party to various legal proceedings arising out of our business. During the reporting period, there have been no material changes to the description of legal proceedings set forth in our Annual Report on Form 10-K for the year ended December 31, 2021.

Item 1A. Risk Factors

The reader should carefully consider the Risk Factors described in our Annual Report on Form 10-K for the year ended December 31, 2021 filed with the Securities and Exchange Commission. Those risk factors described elsewhere in this report on Form 10-Q and in our Annual Report on Form 10-K for the year ended December 31, 2021 are not the only risks we face, but are considered to be the most material. These risk factors could cause our actual results to differ materially from those stated in forward looking statements contained in this Form 10-Q and elsewhere. All risk factors stated in our Annual Report on Form 10-K for the year ended December 31, 2021 are incorporated herein by reference.

Below are additional risk factors that should be carefully considered by the reader in addition to the risk factors previously disclosed in our Annual Report on Form 10-K for the year ended December 31, 2021.

The ongoing military action between Russia and Ukraine could adversely affect our business, financial condition and operating results.

On February 24, 2022, Russian military forces invaded Ukraine, and sustained conflict and disruption in the region is likely. This conflict could lead to significant market and other disruptions, including significant volatility in commodity prices and supply of energy resources, instability in financial markets, supply chain interruptions, political and social instability, changes in consumer or purchaser preferences as well as increase in cyberattacks and espionage.

Russia’s recognition of two separatist republics in the Donetsk and Luhansk regions of Ukraine and subsequent military action against Ukraine have led to an unprecedented expansion of sanction programs imposed by the United States, the European Union, the United Kingdom, Canada, Switzerland, Japan and other countries against Russia, Belarus, the Crimea Region of Ukraine, the so-called Donetsk People’s Republic and the so-called Luhansk People’s Republic, including, among others:

•blocking sanctions against some of the largest state-owned and private Russian financial institutions (and their subsequent removal from the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) payment system) and certain Russian businesses, some of which have significant financial and trade ties to the European Union;

•blocking sanctions against Russian and Belarusian individuals, including the Russian President, other politicians and those with government connections or involved in Russian military activities; and

•blocking of Russia’s foreign currency reserves as well as expansion of sectoral sanctions and export and trade restrictions, limitations on investments and access to capital markets and bans on various Russian imports.

The situation is rapidly evolving as a result of the conflict in Ukraine, and the United States, the European Union, the United Kingdom and other countries may implement additional sanctions, export controls or other measures against Russia, Belarus and other countries, regions, officials, individuals or industries in the respective territories. Such sanctions and other measures, as well as the existing and potential further responses from Russia or other countries to such sanctions, tensions and military actions, could adversely affect the global economy and financial markets and could adversely affect our business, financial condition and results of operations.

We are actively monitoring the situation in Ukraine and assessing its impact on our business, including our business partners and customers. We have no way to predict the progress or outcome of the conflict in Ukraine or its impacts in Ukraine, Russia or Belarus as the conflict, and any resulting government reactions, are rapidly developing and beyond our control. The extent and duration of the military action, sanctions and resulting market disruptions could be significant and could potentially have substantial impact on the global economy and our business for an unknown period of time. Any of the above mentioned factors could affect our business, financial condition and operating results. Any such disruptions may also magnify the impact of other risks described in our Annual Report on Form 10-K for the year ended December 31, 2021.

New or more stringent government regulations or standards designed to address climate change could increase our operational costs, and severe weather associated with a changing climate could negatively impact our operations and those of our customers and suppliers.

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We are subject to domestic and foreign regulations and standards governing emissions controls which are, in part, designed to address climate change. Due to increasing global concern over the effects of climate change, new or more stringent regulations and standards may be mandated. In addition, various stakeholders may demand additional controls beyond what is required by such regulations or standards. Such additional regulations, standards and demands may expose us to increased operational costs associated with compliance, data collection and disclosure, and raw material sourcing, our manufacturing operations, and the distribution of our products may be adversely affected. Further, tighter emissions controls as a result of these actions could increase our operational costs and could lead to disruptions in our operations as compliance is attained. Severe weather associated with a changing climate could also negatively impact our facilities, information systems and infrastructure, as well as those of our customers and suppliers. This could disrupt supply, customer demand and negatively affect our ability to fulfill orders, manufacture products and maintain operations. In addition, certain markets and industries which Altra serves may be negatively impacted by global trends and market adjustment in response to a changing climate which could have an adverse impact on our financial performance. There can be no assurance that our efforts to address these regulations, standards, or stakeholder demands will be successful or that any future investments we make in furtherance of achieving climate change targets and goals will meet investor expectations or any regulatory or legal standards regarding sustainability performance. If we fail to sufficiently address applicable regulations, standards and stakeholder demands or fail to achieve or improperly report on our progress toward achieving our goals and commitments to reduce our carbon footprint or address sustainability programs and initiatives, the results could have an adverse impact on our business, results of operations and financial condition.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

(a) Recent Sales of Unregistered Equity Securities

None.

(b) Use of Proceeds

None.

(c) Issuer Purchases of Equity Securities

None.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not Applicable.

Item 5. Other Information

None.

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Item 6. Exhibits

The following exhibits are filed as part of this report:

Exhibit Number	Description
3.1(1)	Certificate of Amendment to the Second Amended and Restated Certificate of Incorporation of Altra industrial Motion Corp., as filed with the Secretary of State of the State of Delaware.
3.2(2)	Second Amended and Restated Certificate of Incorporation of the Registrant
3.3(3)	Second Amended and Restated Bylaws of the Registrant
10.1(4)	Purchase and Sale Agreement, dated February 8, 2022, between Cummins Inc. and Altra Industrial Motion Corp.
10.2*	Amendment No. 1 to the Purchase and Sale Agreement, dated April 8, 2022, by and between Cummins Inc. and Altra Industrial Motion Corp.
10.3*	Release Letter, dated April 8, 2022,made by Altra Industrial Motion Corp. to Bank of Montreal under that certain Credit Agreement, dated as of November 17, 2021, by and among Altra Industrial Motion Corp, the designated subsidiary borrowers party thereto, the lenders party thereto and Bank of Montreal, as administrative agent, sustainability structuring agent and collateral agent.
10.4*	Supplement to Guarantee and Collateral Agreement, dated April 6, 2022, to the Guarantee and Collateral Agreement, dated November 17, 2021, by and among Altra Industrial Motion Corp., the Guarantors from time to time party thereto and Bank of Montreal, as collateral agent for the Secured Parties.
10.5*	Release of Patent Security Interest, dated April 8, 2022, by Bank of Montreal in favor of American Precision Industries, Inc., Inertia Dynamics, LLC, Jacobs Vehicle Systems, Inc., Kilian Manufacturing Corporation, Kollmorgen Corporation, TV Wood’s Incorporated, Thomson Industries, Inc., and Warner Electric, LLC.
10.6*	Patent Security Agreement, dated as of April 6, 2022, made by Nook Industries, LLC in favor of Bank of Montreal.
10.7*	Release of Security Interest in Trademarks, dated April 8, 2022, by Bank of Montreal, as Administrative Agent, in favor of Altra Industrial Motion Corp., American Precision Industries, Inc., Ameridrives International, LLC, Boston Gear, LLC, Guardian Couplings, LLC, Inertia Dynamics, LLC, Formsprag LLC, Jacobs Vehicle Systems, Inc., Kilian Manufacturing Corporation, Kollmorgen Corporation, TV Wood’s Incorporated, and Thomson Industries, Inc.
10.8*	Trademark Security Agreement, dated as of April 6, 2022, made by Nook Industries, LLC in favor of Bank of Montreal.
31.1*	Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2*	Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1**	Certification of Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2**	Certification of Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101*	The following materials from the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2022, formatted in iXBRL (Inline Extensible Business Reporting Language): (i) the Unaudited Condensed Consolidated Statement of Operations, (ii) the Unaudited Condensed Consolidated Statement of Comprehensive Income (Loss), (iii) the Unaudited Condensed Consolidated Balance Sheet, (iv) the Unaudited Condensed Consolidated Statement of Cash Flows, (v) the Unaudited Consolidated Statement of Stockholders’ Equity and (vi) Notes to Unaudited Condensed Consolidated Interim Financial Statements.
104	Cover Page Interactive Data File, formatted in iXBRL and contained in Exhibit 101.

* Filed herewith.

** This certification is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”), as amended, or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act.

(1) Incorporated by reference to Altra Industrial Motion Corp.’s Current Report on Form 8-K, filed with the SEC on October 1, 2018.

(2) Incorporated by reference to Altra Industrial Motion Corp.’s (formerly known as Altra Holdings, Inc.) Amendment No. 4 to Registration Statement on Form S-1/A filed with the SEC on December 4, 2006.

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(3) Incorporated by reference to Altra Industrial Motion Corp.’s Current Report on Form 8-K, filed with the SEC on October 27, 2008.

(4) Incorporated by reference to Altra Industrial Motion Corp.’s Annual Report on Form 10-K, filed with the SEC on February 28, 2022.

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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 thereunto duly authorized.

		ALTRA INDUSTRIAL MOTION CORP.
May 2, 2022	By:	/s/ Carl R. Christenson
	Name:	Carl R. Christenson
	Title	Chairman and Chief Executive Officer
		(Principal Executive Officer)
May 2, 2022	By:	/s/ Todd B. Patriacca
	Name:	Todd B. Patriacca
	Title:	Executive V.P., Chief Financial Officer and Treasurer
		(Principal Financial Officer and Principal Accounting Officer)

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EX-10.2

Exhibit 10.2

EXECUTION VERSION

amendment NO. 1 to the Purchase AND SALE Agreement

This AMENDMENT NO. 1 TO THE PURCHASE AND SALE AGREEMENT is entered into as of April 8, 2022 (this “Amendment”), by and between Cummins Inc., an Indiana corporation (the “Purchaser”) and Altra Industrial Motion Corp., a Delaware corporation (the “Seller”). Capitalized terms used but not otherwise defined herein have the meanings set forth in the Purchase Agreement (as defined below).

WHEREAS, the Seller and Purchaser have entered into that certain Purchase and Sale Agreement, dated as of February 8, 2022 (as amended, supplemented or otherwise modified from time to time prior to the date hereof, the “Purchase Agreement”); and

WHEREAS, the Purchaser and the Seller wish to amend the Purchase Agreement in connection with the Closing as set forth herein.

NOW, THEREFORE, the Purchaser and the Seller agree as follows:

1. Release of Escrow. Section 2.06 of the Purchase Agreement is hereby deleted and replaced in its entirety with the following:

Escrow Arrangement. At the Closing, the Purchaser shall pay or cause to be paid to the Escrow Agent, in immediately available funds by wire transfer, cash in U.S. Dollars in an amount (the “Escrow Amount”) equal to the (a) Closing Purchase Price, reduced for any amount deducted or withheld pursuant to Section 2.05(b), without duplication, plus (b) the Escrow Agent Fees, to hold in an account (the “Escrow Account”) in accordance with the terms of an escrow agreement (the “Escrow Agreement”) in the form of Exhibit C. The Purchaser and the Seller shall jointly take all actions under the Escrow Agreement and otherwise to cause the Escrow Amount to be released and disbursed to the Seller (or to one or more Affiliates of the Seller as designated by the Seller in such amounts designated by the Seller) as early in the day as practicable on the fourth business day after the Closing Date (e.g. if the Closing Date is April 8, 2022, the Escrow Amount shall be so released and disbursed on April 14, 2022).

2. China Filing. The fifth sentence of Section 7.01(g) of the Purchase Agreement is hereby deleted and replaced in its entirety with the following:

Upon the grant by the State Administration of Market Regulation of the People’s Republic of China of the approval of the Required China Filings (the “China Filing Approval”), the Seller and the Purchaser shall use commercially reasonable efforts to enable the Transferred Chinese Entity to complete all required procedures at the Ministry of Commerce of the PRC or its competent local counterpart in the province within which the Transferred Chinese Entity is located to reflect the sale and transfer of the Transferred Interests.

[Signature Page to Amendment to Purchase Agreement]

3. Amendment and Restatement of the Local Transfer Agreement. Within 10 business days of the conclusive determination of the Final Purchase Price pursuant to Section 2.04 of the Purchase Agreement, the Purchaser and the Seller shall cause their respective Affiliates to amend and restate the Local Transfer Agreement such that the purchase price specified in the third recital and Section 2 thereof shall each be replaced with the portion of the Final Purchase Price allocated to the Transferred Chinese Entity pursuant to Section 3.04(b) of the Purchase Agreement, with no other adjustments made to such agreement (other than the inclusion of a customary clause indicating that such amended and restated agreement amends and restates the Local Transfer Agreement in its entirety).

4. Escrow Agent. The definition of “Escrow Agent” in Section 1.01 of the Purchase Agreement is hereby deleted and replaced in its entirety with the following:

“Escrow Agent” means U.S. Bank National Association, a national banking association, and any successor thereto under the Escrow Agreement.

5. Form of Local Transfer Agreement. Exhibit B to the Purchase Agreement is hereby deleted and replaced in its entirety with the exhibit set forth in Annex 1 attached hereto.

6. Form of Escrow Agreement. The Purchase Agreement is hereby amended by including the exhibit set forth in Annex 2 attached hereto as Exhibit C to the Purchase Agreement.

7. Transferred Czech Assets. Section 1.01(j) of the Disclosure Letter is hereby deleted and replaced in its entirety with the schedule set forth in Annex 3 attached hereto.

8. 401(k) Plan Loans. Section 7.05(d)(ii) of the Purchase Agreement is hereby deleted and replaced in its entirety with the following:

Each Purchaser DC Plan or the policies thereunder will provide for the receipt in kind from the DC Employees of “eligible rollover distributions” (as such term is defined under Section 402 of the Code). The Purchaser and the Seller shall cooperate in order to facilitate any such distribution or rollover and to effect an eligible rollover distribution for those DC Employees who timely elect to rollover their account balances directly into a Purchaser DC Plan. Each Business DC Plan and any applicable policy thereunder will be amended to provide that a DC Employee who has an outstanding loan under a Business DC Plan will be permitted to continue repaying such loan under such Business DC Plan after the Closing Date to the maximum extent permitted by law.

9. Offer Employees. The first sentence of Section 7.05(a)(iii) of the Purchase Agreement is hereby deleted and replaced in its entirety with the following:

As soon as reasonably practicable (but in any event no later than fifteen (15) days following the Closing Date), the Purchaser shall offer employment, effective no later than thirty (30) days following the Closing Date, to all Offer Employees who are actively at work on the Closing Date (each, an “Active Offer Employee”) and the Purchaser shall be liable for, and shall reimburse and indemnify the Seller with respect to, all costs and expenses incurred by the Seller in connection with the employment of such Offer Employees during the period beginning on the Closing Date and ending on the earlier of (x) the date the Offer Employees transfer employment to Purchaser (such date, the “Transfer Time”) and (y) such 30th day following the Closing Date. Notwithstanding the foregoing, the Purchaser shall not be liable for, and shall not reimburse or

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indemnify the Seller with respect to any amount due in connection with the employment of such Offer Employee as the result of the willful misconduct or unlawful activity of the Seller or its agents (for the avoidance of doubt, any liabilities that arise as a result of an action or an omission by the Purchaser shall be borne solely by the Purchaser and the Seller shall have no liability in connection therewith). Prior to the applicable Transfer Time, an Offer Employee who remains employed shall be for all purposes considered an employee of Seller.

10. Severance. Section 7.05(b)(vi) of the Purchase Agreement is hereby deleted and replaced in its entirety with the following:

Severance or Other Termination Liabilities. The Seller and the Purchaser intend that the Transactions should not constitute a separation, termination or severance of employment of any Business Employee prior to or upon the occurrence of the Closing Date or the applicable Transfer Time, including for purposes of any Business Benefit Plan that provides for separation, termination or severance benefits, and that such employee shall have continuous and uninterrupted employment immediately before and immediately after the Closing Date and the applicable Transfer Time, and Seller and the Purchaser shall, and shall cause their respective Affiliates to, comply with any requirements under applicable Law to ensure the same. In the event an Offer Employee does not accept an offer of employment from the Purchaser (for the avoidance of doubt, regardless of whether such offer complies or does not comply with the requirements of this Agreement) and such Offer Employee’s employment is terminated by the Seller following such rejection, the Purchaser shall be liable for, and shall indemnify the Seller with respect to, all costs and expenses incurred by the Seller in connection with any severance payments or other separation benefits (including the employer-paid portion of any employment taxes) resulting from such termination.

11. Effectiveness. This Amendment shall become effective as of the date hereof.

12. Effect of Amendment. This Amendment shall not constitute a waiver, amendment or modification of any other provision of the Purchase Agreement. Except as specifically modified and amended hereby, the Purchase Agreement shall remain unchanged and in full force and effect. References in the Purchase Agreement to “this Agreement”, “herein”, “hereunder”, “hereto”, “hereof” and words of similar import shall refer to the Purchase Agreement as amended by this Amendment, and references to the date of the Purchase Agreement, and references to the “date hereof”, “the date of this Agreement” or words of similar meaning in the Purchase Agreement, shall continue to refer to February 8, 2022.

13. Miscellaneous. The provisions of Sections 1.03 (Interpretation), 11.01 (Notices), 11.02 (Amendment), 11.03 (Extension; Waiver), 11.04 (Severability), 11.05 (Counterparts), 11.06 (Entire Agreement; Third-Party Beneficiaries), 11.07 (Governing Law), 11.08 (Assignment), 11.09 (Enforcement; Jurisdiction; Consent to Service of Process; Waiver of Jury Trial) of the Purchase Agreement are incorporated herein by reference, mutatis mutandis and shall be binding upon the Purchaser and the Seller.

[Signature Page Follows]

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IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly executed as of the date first written above.

Cummins inc.

By: /s/ Jeffrey Wiltrout

Name: Jeffrey Wiltrout

Title: Vice President - Corporate Strategy

[Signature Page to Amendment to Purchase Agreement]

ALTRA INDUSTRIAL MOTION CORP.

By:/s/ Glenn E. Deegan
Name: Glenn E. Deegan
Title: Chief Legal and Human Resources Officer

[Signature Page to Amendment to Purchase Agreement]

EX-10.3

Exhibit 10.3

EXECUTION VERSION

Bank of Montreal,

as Administrative Agent and Collateral Agent

115 S. LaSalle Street, Floor 25

Chicago, IL 60603

April 8, 2022

Re: Release of Guarantor

Ladies and Gentlemen:

Reference is hereby made to (i) that certain Credit Agreement, dated as of November 17, 2021 (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), by and among ALTRA INDUSTRIAL MOTION CORP., a Delaware corporation (the “Company”), certain Subsidiaries of the Company from time to time party thereto pursuant to Section 2.25 thereof (each, a “Designated Borrower” and, together with the Company, the “Borrowers” and each, a “Borrower”), the Lenders and BANK OF MONTREAL (“BMO”), as administrative agent thereunder (in such capacity, “Administrative Agent”), as Sustainability Structuring Agent, and as Collateral Agent thereunder and under the Security and Guarantee Documents for the Lenders, (ii) the Guarantee and Collateral Agreement, dated as of November 17, 2021 (the “Guarantee and Collateral Agreement”), by and among the Company, the Guarantors from time to time party thereto and BMO, as Collateral Agent for the Secured Parties and (iii) that certain Officer’s Certificate, dated as of April 8, 2022 (the “Officer’s Certificate”), submitted by the Company to the Administrative Agent. Each capitalized term used herein and not defined herein shall have the respective meaning given thereto in the Credit Agreement.

You have notified us that (i) JACOBS VEHICLE SYSTEMS, INC., a Delaware corporation (the “Released Guarantor”) will cease to be a Restricted Subsidiary as a result of the sale (the “Specified Disposition”) by the Company of all of the issued and outstanding equity interests of the Released Guarantor owned by the Company pursuant to the Purchase and Sale Agreement, dated as of February 8, 2022, by and between the Company and Cummins Inc., an Indiana corporation and (ii) consequently, you desire to obtain a release of the Released Guarantor from the Guarantee and Collateral Agreement and each other Loan Document to which it is a party.

Pursuant to Section 8.10 of the Credit Agreement, and in reliance on the Officer’s Certificate, the Agent hereby agrees that, upon consummation of the Specified Disposition, the Released Guarantor will be automatically released from all of its obligations under the Guarantee and Collateral Agreement and each other Loan Document to which it is a party, and all security interests and Liens upon any assets of, or Equity Interests issued by, the Released Guarantor under the Loan Documents will automatically be released; provided, that, nothing contained herein or otherwise shall be deemed a release or termination by the Agent of any security interests in and Liens upon any assets of any Loan Party other than Released Guarantor.

Upon consummation of the Specified Disposition, the Agent will, at the Company’s sole cost and expense, promptly execute, deliver and file any Uniform Commercial Code financing statement terminations, releases, cancellations, satisfactions and such other agreements, and take all other actions, reasonably requested by the Released Guarantor, to terminate (or evidence the termination of) any Liens or security interests in the Released Guarantor.

Except for the foregoing release of the Released Guarantor, the Credit Agreement, the Guarantee and Collateral Agreement and each other Loan Document is hereby confirmed and ratified in all respects and,

in each case, shall remain in full force and effect according to its terms. The execution and delivery of this letter agreement and any document or agreement referred to herein or in connection herewith shall be without recourse to or representation or warranty by the Agent.

[Signature page follows.]

Very truly yours,

ALTRA INDUSTRIAL MOTION CORP.

By: /s/ Todd Patriacca

Name: Todd Patriacca

Title: Executive Vice President Finance, Chief Financial Officer and Treasurer

[Altra – Jacobs Vehicle Systems, Inc. Release]

Accepted and Agreed:

BANK OF MONTREAL,

As Administrative Agent and Collateral Agent

By: /s/ Matthew Gerber

Name: Matthew Gerber

Title: Managing Director

[Altra – Jacobs Vehicle Systems, Inc. Release]

EX-10.4

Exhibit 10.4

EXECUTION DRAFT

SUPPLEMENT TO GUARANTEE AND COLLATERAL AGREEMENT

This SUPPLEMENT NO. 1 (this “Supplement”), dated as of April 5, 2022, to the Guarantee and Collateral Agreement, dated as of November 17, 2021 (the “Guarantee and Collateral Agreement”), by and among ALTRA INDUSTRIAL MOTION CORP., a Delaware corporation (the “Company”), the Guarantors from time to time party thereto and BANK OF MONTREAL (“BMO”), as collateral agent for the Secured Parties (as defined in the Credit Agreement (as defined below)), is entered into by and between the New Subsidiary (as defined below) and the Collateral Agent.

1.Reference is made to the Credit Agreement dated as of November 17, 2021 (as amended, amended and restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), among the Company, the Designated Borrowers from time to time party thereto, the lenders from time to time party thereto (the “Lenders”) and BMO, as administrative agent for the Lenders and as Collateral Agent.

2.Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned to such terms in the Guarantee and Collateral Agreement and if not defined therein, such capitalized terms shall have the meanings assigned to such terms in the Credit Agreement.

3.The Grantors have entered into the Guarantee and Collateral Agreement in order to induce the Lenders to make Loans and the Issuing Banks to issue Letters of Credit. Section 8.16 of the Guarantee and Collateral Agreement provides that additional Restricted Subsidiaries may become Guarantors and Grantors under the Guarantee and Collateral Agreement by execution and delivery of an instrument in the form of this Supplement. The undersigned Restricted Subsidiary (the “New Subsidiary”) is executing this Supplement in accordance with the requirements of the Credit Agreement to become a Guarantor and a Grantor under the Guarantee and Collateral Agreement in order to induce the Lenders to make additional Loans and the Issuing Banks to issue additional Letters of Credit and as consideration for Loans previously made and Letters of Credit previously issued.

Accordingly, the Collateral Agent and the New Subsidiary agree as follows:

Section 1.In accordance with Section 8.16 of the Guarantee and Collateral Agreement, the New Subsidiary by its signature below becomes a Grantor and Guarantor under the Guarantee and Collateral Agreement with the same force and effect as if originally named therein as a Grantor and Guarantor and the New Subsidiary hereby (a) agrees to all the terms and provisions of the Guarantee and Collateral Agreement applicable to it as a Grantor and Guarantor thereunder and (b) represents and warrants that the representations and warranties made by it as a Grantor and Guarantor thereunder are true and correct on and as of the date hereof. In furtherance of the foregoing, the New Subsidiary, as security for the payment and performance in full of the Obligations, does hereby create and grant to the Collateral Agent, its successors and assigns, for the benefit of the Secured Parties, their successors and assigns, a security interest in and lien on all of the New Subsidiary’s right, title and interest in and to the Collateral of the New Subsidiary and (c) without limiting clause (a) above, irrevocably authorizes the Collateral Agent (or its designee) at any time and from time to time to file in any relevant jurisdiction any initial financing statements (including fixture filings) with respect to the Article 9 Collateral or any part thereof and amendments thereto that (i) indicate the Article 9 Collateral as “all assets, whether now owned or hereafter acquired” of the New Subsidiary or words of similar effect or of a lesser scope or with greater detail, and (ii) contain the information required by Article 9 of the Uniform Commercial Code of each applicable jurisdiction for the filing of any financing statement or amendment, including (A)

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whether the New Subsidiary is an organization, the type of organization and any organizational identification number issued to the New Subsidiary and (B) in the case of a financing statement filed as a fixture filing, a sufficient description of the real property to which such Article 9 Collateral relates and the New Subsidiary agrees to provide such information required for any such filing to the Collateral Agent promptly upon request. Each reference to a “Grantor” or a “Guarantor” in the Guarantee and Collateral Agreement shall be deemed to include the New Subsidiary. The Guarantee and Collateral Agreement is hereby incorporated herein by reference.

Section 2.The New Subsidiary represents and warrants to the Collateral Agent and the other Secured Parties that this Supplement has been duly authorized, executed and delivered by it and constitutes its legal, valid and binding obligation, enforceable against it in accordance with its terms (subject to applicable bankruptcy, insolvency, reorganization, moratorium, capital impairment, recognition of judgments or other similar laws or other laws affecting creditors’ rights generally and subject to general principles of equity, regardless of whether considered in a proceeding in equity or at law).

Section 3.This Supplement may be executed in counterparts (and by different parties hereto on different counterparts), each of which shall constitute an original, but all of which when taken together shall constitute a single contract. This Supplement shall become effective when the Collateral Agent shall have received counterparts of this Supplement that, when taken together, bear the signatures of the New Subsidiary and the Collateral Agent. Delivery of an executed signature page to this Supplement by fax, “.pdf”, or other similar electronic format shall be as effective as delivery of a manually signed counterpart of this Supplement.

Section 4.The New Subsidiary hereby represents and warrants that, as of the date hereof, (a) set forth on Schedule I attached hereto is a true and correct schedule of (i) any and all Pledged Stock owned by the New Subsidiary and the percentage of the issued and outstanding shares or units of each class of the Equity Interests of the issuer thereof represented by such Pledged Stock and (ii) any and all Pledged Debt Securities now owned by the New Subsidiary, (b) set forth on Schedule II attached hereto is a true and complete list of all (i) Patents that have been granted by the United States Patent and Trademark Office and Patents for which United States applications are published and pending, (ii) Copyrights that have been registered with the United States Copyright Office and Copyrights for which United States registration applications are pending, (iii) Trademarks that have been registered with the United States Patent and Trademark Office and Trademarks for which United States registration applications are pending and (iv) exclusive Copyright Licenses under which the New Subsidiary is a licensee and that, in the case of clauses (i), (ii) and (iii) are owned by the New Subsidiary, in each case truly and completely specifying the name of the registered owner, title, type of mark, registration or application number, a brief description thereof and, if applicable, the licensee and licensor and date of license agreement, (c) set forth on Schedule III attached hereto is a true and complete list of all Commercial Tort Claims in respect of which a complaint or a counterclaim has been filed by the New Subsidiary, seeking damages in an amount reasonably estimated to exceed $10,000,000, including a summary description of such claim and (d) set forth on Annex A hereto, is the true and correct legal name of the New Subsidiary and its jurisdiction of organization or formation.

Section 5.Except as expressly supplemented hereby, the Guarantee and Collateral Agreement shall remain in full force and effect.

Section 6.THIS SUPPLEMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK.

Section 7.In case any one or more of the provisions contained in this Supplement should be held invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of

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the remaining provisions contained herein and in the Guarantee and Collateral Agreement shall not in any way be affected or impaired thereby (it being understood that the invalidity of a particular provision in a particular jurisdiction shall not in and of itself affect the validity of such provision in any other jurisdiction). The parties hereto shall endeavor in good-faith negotiations to replace the invalid, illegal or unenforceable provisions with valid provisions the economic effect of which comes as close as possible to that of the invalid, illegal or unenforceable provisions.

Section 8.All communications and notices hereunder shall (except as otherwise expressly permitted by the Guarantee and Collateral Agreement) be in writing and given as provided in Section 9.02 of the Credit Agreement. All communications and notices hereunder to the New Subsidiary shall be given to it in care of the Company as provided in Section 9.02 of the Credit Agreement.

Section 9.The New Subsidiary agrees to reimburse the Collateral Agent for its out-of-pocket expenses in connection with this Supplement, including the fees, other charges and disbursements of counsel for the Collateral Agent, to the extent provided for in Section 9.04 of the Credit Agreement as if each reference therein to “Company” or “Borrower” were a reference to “New Subsidiary”.

[Remainder of page intentionally left blank]

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IN WITNESS WHEREOF, the New Subsidiary and the Collateral Agent have duly executed this Supplement to the Guarantee and Collateral Agreement as of the day and year first above written.

NOOK INDUSTRIES, LLC,

By: /s/ Todd Patriacca
Name: Todd Patriacca
Title: Treasurer

BANK OF MONTREAL, as
Collateral Agent,

By: /s/ Matt Gerber
Name: Matt Gerber
Title: Managing Director

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EX-10.5

Exhibit 10.5

RELEASE OF PATENT SECURITY INTEREST

This RELEASE OF PATENT SECURITY INTEREST (“Release”) is made and effective as of April 8, 2022 by BANK OF MONTREAL (the “Secured Party”), in favor of AMERICAN PRECISION INDUSTRIES, INC., INERTIA DYNAMICS, LLC, JACOBS VEHICLE SYSTEMS, INC., KILIAN MANUFACTURING CORPORATION, KOLLMORGEN CORPORATION, TB WOOD’S INCORPORATED, THOMSON INDUSTRIES, INC., and WARNER ELECTRIC LLC (collectively, the “Grantors”).

WHEREAS, Grantors have pledged and granted to the Secured Party a security interest in and to all of the right, title and interest of Grantors in, to and under the Patent Collateral (as defined below) of record with the United States Patent and Trademark Office at Reel 031139, Frame 0134 on August 6, 2013 and at Reel 058214, Frame 0832 on November 19, 2021; and

WHEREAS, the Grantors have requested that the Secured Party enter into this Release in order to effectuate, evidence and record the release and reassignment to the Grantors of any and all right, title and interest the Secured Party has in the Patent Collateral.

NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Secured Party hereby states as follows:

1.Release of Security Interest. Secured Party hereby terminates, releases and discharges any and all security interests that it has in any and all right, title and interest of the Grantors, and reassigns to the Grantors, any and all right, title and interest that it may have, in, to and under the following (collectively, the “Patent Collateral”):

(a)the letters patents of the United States or the equivalent thereof in any other country, all registrations and recordings thereof, and all applications for letters patent of the United States or the equivalent thereof in any other country, including registrations, recordings and pending applications in the United States Patent and Trademark Office (or any successor or any similar offices in any other country) including those listed in Schedule 1 attached hereto, and all reissues, divisions, continuations, continuations-in-part, renewals, extensions and reexaminations thereof and amendments thereto and the inventions disclosed or claimed therein, including the right to make, use and/or sell the inventions disclosed or claimed therein (the “Patents”);

(b)all rights of any kind whatsoever of such Grantor accruing under any of the foregoing provided by applicable law of any jurisdiction, by international treaties and conventions and otherwise throughout the world;

(c)any and all royalties, fees, income, payments and other proceeds now or hereafter due or payable with respect to any and all of the foregoing; and

(d)any and all claims and causes of action and rights to sue, with respect to any of the foregoing, whether occurring before, on or after the date hereof, including all rights to and claims for damages, restitution and injunctive and other legal and equitable relief for past, present

and future infringement, misappropriation, misuse, breach or default or other violation, with the right but no obligation to sue for such legal and equitable relief and to collect, or otherwise recover, any such damages.

2.Secured Party hereby authorizes the recordation of this Release of Patent Security Interest with the United States Patent and Trademark Office.

IN WITNESS WHEREOF, Secured Party has caused this Release to be duly executed and delivered by its officer thereunto duly authorized as of the date first above written.

BANK OF MONTREAL

By: /s/ Matt Gerber

Name: Matthew Gerber

Title: Managing Director

EX-10.6

Exhibit 10.6

Execution Version

PATENT SECURITY AGREEMENT

This PATENT SECURITY AGREEMENT, dated as of April 6, 2022 (this “Agreement”), is entered into by the Grantor that is a signatory hereto, in favor of BANK OF MONTREAL (“BMO”), as collateral agent for the Secured Parties (as defined in the Credit Agreement (as defined below)) (in such capacity, the “Collateral Agent”).

Reference is made to (a) the Guarantee and Collateral Agreement, dated as of November 17, 2021 (as amended, amended and restated, supplemented or otherwise modified from time to time, the “Guarantee and Collateral Agreement”), among Altra Industrial Motion Corp., a Delaware corporation (the “Company”), the Guarantors from time to time party thereto and the Collateral Agent and (b) the Credit Agreement dated as of November 17, 2021 (as amended, amended and restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), among the Company, the Designated Borrowers from time to time party thereto, the Lenders from time to time party thereto and BMO, as administrative agent and as collateral agent. The Lenders have agreed to extend credit to the Company and the Designated Borrowers subject to the terms and conditions set forth in the Credit Agreement. The obligations of the Lenders to extend such credit are conditioned upon, among other things, the execution and delivery of this Agreement. The Grantor will derive substantial benefits from the extension of credit pursuant to the Credit Agreement and is willing to execute and deliver this Agreement in order to induce the Lenders to extend such credit. Accordingly, the parties hereto agree as follows:

Section 1.Terms. Capitalized terms used in this Agreement and not otherwise defined herein have the meanings specified in the Credit Agreement or the Guarantee and Collateral Agreement, as applicable. The rules of construction specified in Section 1.04 of the Credit Agreement also apply to this Agreement, mutatis mutandis.

Section 2.Grant of Security Interest. As security for the payment or performance, as the case may be, in full of the Obligations, the Grantor hereby assigns, pledges and grants to the Collateral Agent, its successors and assigns, for the benefit of the Secured Parties, a security interest in, all of its right, title and interest in, to and under any and all of the following assets and properties now owned or at any time hereafter acquired by the Grantor or in which the Grantor now has or at any time in the future may acquire any right, title or interest (collectively, the “Patent Collateral”):

(i)all letters patent of the United States or the equivalent thereof in any other country, all registrations and recordings thereof, and all applications for letters patent of the United States or the equivalent thereof in any other country, including registrations, recordings and pending applications in the United States Patent and Trademark Office (or any successor or any similar offices in any other country), including those listed on Schedule I attached hereto;

(ii)all reissues, continuations, divisions, continuations-in-part, renewals or extensions thereof, and the inventions disclosed or claimed therein, including the right to make, use and/or sell the inventions disclosed or claimed therein;

(iii)income, fees, royalties, damages, claims and payments now and hereafter due and/or payable with respect to any of the foregoing; and

(iv)rights to sue for past, present and future infringement, misappropriation or other violations of any of the foregoing.

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Section 3.Security Agreement. The security interests granted to the Collateral Agent herein are granted in furtherance, and not in limitation of, the security interests granted to the Collateral Agent pursuant to the Guarantee and Collateral Agreement. The Grantor hereby acknowledges and affirms that the rights and remedies of the Collateral Agent with respect to the Patent Collateral are more fully set forth in the Guarantee and Collateral Agreement, the terms and provisions of which are hereby incorporated herein by reference as if fully set forth herein. In the event of any conflict between the terms of this Agreement and the Guarantee and Collateral Agreement, the terms of the Guarantee and Collateral Agreement shall govern.

Section 4.Counterparts. This Agreement may be executed in counterparts (and by different parties hereto on different counterparts), each of which shall constitute an original but all of which when taken together shall constitute a single contract.

Section 5.Applicable Law. This Agreement shall be construed in accordance with and governed by the laws of the State of New York.

[Remainder of page intentionally left blank]

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IN WITNESS WHEREOF, the parties hereto have duly executed this Agreement as of the day and year first above written.

NOOK INDUSTRIES, LLC, as Grantor

By: /s/ Todd Patriacca

Name: Todd Patriacca

Title: Treasurer

[Signature Page to Patent Security Agreement]

BANK OF MONTREAL, as Collateral Agent,

By: /s/ Matt Gerber
Name: Matt Gerber
Title: Managing Director

[Signature Page to Patent Security Agreement]

EX-10.7

Exhibit 10.7

Execution Version

RELEASE OF SECURITY INTERESTS IN TRADEMARKS

THIS RELEASE OF SECURITY INTERESTS IN TRADEMARKS (this “Release”) is made as of this 8 day of April, 2022, by BANK OF MONTREAL, as Administrative Agent (“Agent”), in favor of ALTRA INDUSTRIAL MOTION CORP., AMERICAN PRECISION INDUSTRIES, INC., AMERIDRIVES INTERNATIONAL, LLC, BOSTON GEAR LLC, GUARDIAN COUPLINGS LLC, INERTIA DYNAMICS, LLC, FORMSPRAG LLC, JACOBS VEHICLE SYSTEMS, INC., KILIAN MANUFACTURING CORPORATION, KOLLMORGEN CORPORATION, TB WOOD’S INCORPORATED, and THOMSON INDUSTRIES, INC. (collectively “Grantors”).

WHEREAS, pursuant to the Trademark Security Agreement, dated as of November 17, 2021 (the “Security Agreement”), a Lien on and security interest (the “Security Interest”) was granted by Grantors to Agent in certain collateral, including the Trademark Collateral of Grantors, including the Trademarks listed on Schedule A attached hereto;

WHEREAS, the Security Agreement was recorded in the United States Patent and Trademark Office on November 19, 2021 at Reel/Frame 7501/0198; and

WHEREAS, Agent now desires to terminate and release its Security Interest in the Trademark Collateral listed on Schedule A attached hereto.

FOR GOOD AND VALUABLE CONSIDERATION, the receipt and adequacy of which are hereby acknowledged, and upon the terms set forth in this Release, Agent hereby agrees as follows:

1.Definitions. Capitalized terms not defined herein have the meanings set forth in the Security Agreement.

2.Release of Security Interest. Agent hereby terminates, releases and discharges and reassigns to Grantors any and all Security Interests granted by Grantors in favor of Agent in, all of its right, title, and interest in, to the following Collateral of Grantors (collectively, the “Trademark Collateral”):

(a)all of its Trademarks referred to on Schedule A hereto;

(b)all renewals and extensions of the foregoing;

(c)all goodwill associated with or symbolized by the Trademarks; and

(d)all other assets, rights and interests that uniquely reflect or embody such goodwill

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(e)all income, fees, royalties, damages, claims and payments now and hereafter due and/or payable with respect to any of the foregoing; and

(f)rights to sue for past, present and future infringement, misappropriation, or other violations of any of the foregoing

Any right, title or interest of Agent in, to and under such Trademark Collateral shall hereby cease and become void.

3.Recordation. Agent hereby authorizes Grantors and their designees to record this Release with the United States Patent and Trademark Office or any other applicable governmental authority at Grantors’ expense.

[Signature Page Follows]

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IN WITNESS WHEREOF, Agent has caused this Release to be executed by its authorized officer as of the date of this Release.

BANK OF MONTREAL as Agent


By: /s/ Matt Gerber
Name: Matthew Gerber
Title: Managing Director

EX-10.8

Exhibit 10.8

Execution Version

TRADEMARK SECURITY AGREEMENT

This TRADEMARK SECURITY AGREEMENT, dated as of April 6, 2022 (this “Agreement”), is entered into by the Grantor that is a signatory hereto, in favor of BANK OF MONTREAL (“BMO”), as collateral agent for the Secured Parties (as defined in the Credit Agreement (as defined below)) (in such capacity, the “Collateral Agent”).

Reference is made to (a) the Guarantee and Collateral Agreement, dated as of November 17, 2021 (as amended, amended and restated, supplemented or otherwise modified from time to time, the “Guarantee and Collateral Agreement”), among Altra Industrial Motion Corp., a Delaware corporation (the “Company”), the Guarantors from time to time party thereto and the Collateral Agent and (b) the Credit Agreement dated as of November 17, 2021 (as amended, amended and restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), among the Company, the Designated Borrowers from time to time party thereto, the Lenders from time to time party thereto and BMO, as administrative agent and as collateral agent. The Lenders have agreed to extend credit to the Company and the Designated Borrowers subject to the terms and conditions set forth in the Credit Agreement. The obligations of the Lenders to extend such credit are conditioned upon, among other things, the execution and delivery of this Agreement. The Grantor will derive substantial benefits from the extension of credit pursuant to the Credit Agreement and is willing to execute and deliver this Agreement in order to induce the Lenders to extend such credit. Accordingly, the parties hereto agree as follows:

Section 1.Terms. Capitalized terms used in this Agreement and not otherwise defined herein have the meanings specified in the Credit Agreement or the Guarantee and Collateral Agreement, as applicable. The rules of construction specified in Section 1.04 of the Credit Agreement also apply to this Agreement, mutatis mutandis.

Section 2.Grant of Security Interest. As security for the payment or performance, as the case may be, in full of the Obligations, the Grantor hereby assigns, pledges and grants to the Collateral Agent, its successors and assigns, for the benefit of the Secured Parties, a security interest in, all of its right, title and interest in, to and under any and all of the following assets and properties now owned or at any time hereafter acquired by the Grantor or in which the Grantor now has or at any time in the future may acquire any right, title or interest (collectively, the “Trademark Collateral”):

(i)all trademarks, service marks, trade names, corporate names, company names, business names, fictitious business names, domain names, trade styles, trade dress, logos, other source or business identifiers, designs and general intangibles of like nature, now existing or hereafter adopted or acquired, all registrations and recordings thereof, and all registration and recording applications filed in connection therewith, including registrations and registration applications in the United States Patent and Trademark Office (or any successor office) or any similar offices in any State of the United States or any other country or any political subdivision thereof, and all extensions or renewals thereof, including those listed on Schedule I attached hereto (the “Trademarks”);

(ii)all goodwill associated with or symbolized by the Trademarks;

(iii)all other assets, rights and interests that uniquely reflect or embody such goodwill;

(iv)income, fees, royalties, damages, claims and payments now and hereafter due and/or payable with respect to any of the foregoing; and

(v)rights to sue for past, present and future infringement, misappropriation or other violations of any of the foregoing;

but excluding any intent-to-use trademark or service mark application prior to the filing of, and acceptance of, a “Statement of Use” or “Amendment to Allege Use” with the United States Patent and Trademark Office with respect thereto, to the extent, if any, that, and solely during the period, if any, in which the grant of a security interest therein would impair the validity or enforceability of such intent-to-use trademark application under applicable federal law.

Section 3.Security Agreement. The security interests granted to the Collateral Agent herein are granted in furtherance, and not in limitation of, the security interests granted to the Collateral Agent pursuant to the Guarantee and Collateral Agreement. The Grantor hereby acknowledges and affirms that the rights and remedies of the Collateral Agent with respect to the Trademark Collateral are more fully set forth in the Guarantee and Collateral Agreement, the terms and provisions of which are hereby incorporated herein by reference as if fully set forth herein. In the event of any conflict between the terms of this Agreement and the Guarantee and Collateral Agreement, the terms of the Guarantee and Collateral Agreement shall govern.

Section 4.Counterparts. This Agreement may be executed in counterparts (and by different parties hereto on different counterparts), each of which shall constitute an original but all of which when taken together shall constitute a single contract.

Section 5.Applicable Law. This Agreement shall be construed in accordance with and governed by the laws of the State of New York.

[Remainder of page intentionally left blank]

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IN WITNESS WHEREOF, the parties hereto have duly executed this Agreement as of the day and year first above written.

NOOK INDUSTRIES, LLC,

as Grantor

By: /s/ Todd Patriacca

Name: Todd Patriacca

Title: Treasurer

[Signature Page to Trademark Security Agreement]

BANK OF MONTREAL, as Collateral Agent,

By: /s/ Matt Gerber
Name: Matt Gerber

Title: Managing Director

[Signature Page to Trademark Security Agreement]

EX-31.1

EXHIBIT 31.1

Certification of Chief Executive Officer

I, Carl R. Christenson, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Altra Industrial Motion Corp.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: May 2, 2022	By:	/s/ Carl R. Christenson
	Name:	Carl R. Christenson
	Title:	Chairman and Chief Executive Officer

EX-31.2

EXHIBIT 31.2

Certification of Chief Financial Officer

I, Todd B. Patriacca, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Altra Industrial Motion Corp.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: May 2, 2022	By:	/s/ Todd B. Patriacca
	Name:	Todd B. Patriacca
	Title:	Executive V.P., Chief Financial Officer and Treasurer

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Altra Industrial Motion Corp. (the “Company”) on Form 10-Q for the period ended March 31, 2022 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Carl R. Christenson, Chairman and Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002:

1. The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: May 2, 2022	By:	/s/ Carl R. Christenson
	Name:	Carl R. Christenson
	Title:	Chairman and Chief Executive Officer

EX-32.2

Exhibit 32.2

CERTIFICATION PURSUANT TO SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Altra Industrial Motion Corp. (the “Company”) on Form 10-Q for the period ended March 31, 2022 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Todd B. Patriacca, Executive V.P., Chief Financial Officer and Treasurer of the Company, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002:

1. The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: May 2, 2022	By:	/s/ Todd B. Patriacca
	Name	Todd B. Patriacca
	Title:	Executive V.P., Chief Financial Officer and Treasurer

XML

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2022	Apr. 29, 2022
Cover [Abstract]
Entity Registrant Name	ALTRA INDUSTRIAL MOTION CORP.
Entity Central Index Key	0001374535
Trading Symbol	AIMC
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Document Type	10-Q
Document Period End Date	Mar. 31, 2022
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	Q1
Amendment Flag	false
Entity Current Reporting Status	Yes
Entity Shell Company	false
Entity File Number	001-33209
Entity Tax Identification Number	61-1478870
Entity Address, Address Line One	300 Granite Street
Entity Address, Address Line Two	Suite 201
Entity Address, City or Town	Braintree
Entity Address, State or Province	MA
Entity Address, Postal Zip Code	02184
City Area Code	781
Local Phone Number	917-0600
Entity Common Stock, Shares Outstanding (in shares)		65,059,097
Entity Interactive Data Current	Yes
Entity Incorporation, State or Country Code	DE
Security Exchange Name	NASDAQ
Document Quarterly Report	true
Document Transition Report	false
Title of 12(b) Security	Common Stock, $0.001 par value

XML

Condensed Consolidated Balance Sheets - USD ($) $ in Millions	Mar. 31, 2022	Dec. 31, 2021
Current assets:
Cash and cash equivalents	$ 183.7	$ 246.1
Trade receivables, less allowance for credit losses of $4.2 and $4.1 million at March 31, 2022 and December 31, 2021, respectively	269.6	224.5
Inventories	308.3	267.8
Income tax receivable	10.2	11.7
Assets held for sale	383.0	377.3
Prepaid expenses and other current assets	40.3	40.4
Total current assets	1,195.1	1,167.8
Property, plant and equipment, net	276.4	275.8
Goodwill	1,556.2	1,564.0
Intangible assets, net	1,036.0	1,057.2
Deferred income taxes	1.2	2.3
Other non-current assets	12.9	13.5
Operating lease right of use assets	47.0	50.0
Total assets	4,124.8	4,130.6
Current liabilities:
Accounts payable	179.0	173.3
Accrued payroll	58.5	81.8
Accruals and other current liabilities	81.1	77.0
Income tax payable	13.1	6.0
Current portion of long-term debt	13.2	11.1
Liabilities held for sale	53.1	53.0
Operating lease liabilities	14.1	14.3
Total current liabilities	412.1	416.5
Long-term debt, net of current portion	1,390.7	1,401.0
Deferred income taxes	243.2	250.5
Pension liabilities	29.4	29.9
Long-term taxes payable	1.8	2.7
Other long-term liabilities	5.8	7.3
Operating lease liabilities, net of current portion	34.8	37.6
Stockholders’ equity:
Common stock ($0.001 par value per share, 120,000,000 shares authorized, 65,059,097 and 64,923,539 shares issued and outstanding at March 31, 2022 and December 31, 2021, respectively)	0.1	0.1
Additional paid-in capital	1,718.2	1,718.4
Retained earnings	317.2	277.6
Accumulated other comprehensive loss	(28.5)	(11.0)
Total stockholders’ equity	2,007.0	1,985.1
Total liabilities and stockholders’ equity	$ 4,124.8	$ 4,130.6

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Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions	Mar. 31, 2022	Dec. 31, 2021
Statement of Financial Position [Abstract]
Allowance for credit losses	$ 4.2	$ 4.1
Common stock, par value (in USD per share)	$ 0.001	$ 0.001
Common stock, shares authorized (in shares)	120,000,000	120,000,000
Common stock, shares issued (in shares)	65,059,097	64,923,539
Common stock, shares outstanding (in shares)	65,059,097	64,923,539

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Condensed Consolidated Statements of Operations - USD ($) shares in Millions, $ in Millions	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Income Statement [Abstract]
Net sales	$ 511.7	$ 472.1
Cost of sales	331.4	300.4
Gross profit	180.3	171.7
Operating expenses:
Selling, general and administrative expenses	88.6	89.8
Impairment charges	6.1
Research and development expenses	17.6	15.9
Restructuring costs	0.4	0.9
Total operating expenses	112.7	106.6
Income from operations	67.6	65.1
Other non-operating (income) and expense:
Interest expense, net	11.3	16.9
Other non-operating income, net	(0.1)	(1.5)
Total other non-operating (income) expense, net	11.2	15.4
Income before income taxes	56.4	49.7
Provision for income taxes	11.6	10.5
Net income	$ 44.8	$ 39.2
Weighted average shares, basic	65.0	64.7
Weighted average shares, diluted	65.3	65.3
Net income per share:
Basic	$ 0.69	$ 0.61
Diluted	0.69	0.60
Cash dividend declared per share	$ 0.08	$ 0.06

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Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Statement of Comprehensive Income [Abstract]
Net income	$ 44.8	$ 39.2
Other Comprehensive income:
Reclassification of interest rate swap, net of tax		2.4
Amortization of actuarial losses, net of tax	(0.1)
Foreign currency translation adjustment	(17.4)	(43.0)
Total other comprehensive loss:	(17.5)	(40.6)
Comprehensive income/(loss)	$ 27.3	$ (1.4)

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Condensed Consolidated Statements of Cash Flows - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Cash flows from operating activities
Net income	$ 44.8	$ 39.2
Adjustments to reconcile net income to net operating cash flows:
Depreciation	10.2	13.1
Amortization of intangible assets	14.0	17.6
Amortization of deferred financing costs	0.3	1.2
Gain on foreign currency, net	(0.3)	(0.2)
Accretion of debt discount	0.0	0.1
Non-cash amortization of interest rate swap expense		3.1
Impairment charges	6.1
(Gain)/Loss on disposal and other	(0.3)	0.1
Benefit for deferred taxes	(4.4)
Stock-based compensation	3.9	3.5
Changes in assets and liabilities:
Trade receivables, net	(56.5)	(21.5)
Inventories	(37.9)	(15.5)
Accounts payable and accrued liabilities	(6.3)	5.7
Other current assets and liabilities	5.4	(10.7)
Other operating assets and liabilities	(2.8)	0.5
JVS transaction costs paid	(1.1)
Net cash (used in) provided by operating activities	(24.9)	36.2
Cash flows from investing activities
Purchase of property, plant and equipment	(17.8)	(9.6)
Net cash used in investing activities	(17.8)	(9.6)
Cash flows from financing activities
Payments on Revolving Credit Facility	(5.0)
Dividend payments	(5.2)	(3.9)
Net payments on financing leases, mortgages, and other obligations	(0.3)	(0.4)
Net proceeds from China debt		0.3
Shares surrendered for tax withholding	(4.1)	(3.1)
Net cash used in financing activities	(17.1)	(27.1)
Effect of exchange rate changes on cash and cash equivalents	(2.6)	(4.5)
Net change in cash and cash equivalents	(62.4)	(5.0)
Cash and cash equivalents at beginning of period	246.1	254.4
Cash and cash equivalents at end of period	183.7	249.4
Cash paid during the period for:
Interest paid on borrowings	4.9	6.4
Income taxes paid	11.5	16.6
Term Loan A
Cash flows from financing activities
Payments on Term Loan Facility	$ (2.5)
Term Loan B
Cash flows from financing activities
Payments on Term Loan Facility		$ (20.0)

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Condensed Consolidated Statements of Stockholders' Equity - USD ($) shares in Millions, $ in Millions	Total	Common Stock [Member]	Additional Paid in Capital [Member]	Retained Earnings [Member]	Accumulated Other Comprehensive Income (Loss) [Member]
Beginning balance at Dec. 31, 2020	$ 1,996.7	$ 0.1	$ 1,706.0	$ 269.5	$ 21.1
Beginning balance (in shares) at Dec. 31, 2020		64.7
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock-based compensation and vesting of restricted stock, net of withholdings	0.4		0.4
Stock-based compensation and vesting of restricted stock, net of withholdings (in shares)		0.1
Net income	39.2			39.2
Dividends declared	(3.9)			(3.9)
Total comprehensive loss, net of tax	(40.6)				(40.6)
Ending balance at Mar. 31, 2021	1,991.8	$ 0.1	1,706.4	304.8	(19.5)
Ending balance (in shares) at Mar. 31, 2021		64.8
Beginning balance at Dec. 31, 2021	1,985.1	$ 0.1	1,718.4	277.6	(11.0)
Beginning balance (in shares) at Dec. 31, 2021		64.9
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock-based compensation and vesting of restricted stock, net of withholdings	(0.2)		(0.2)
Stock-based compensation and vesting of restricted stock, net of withholdings (in shares)		0.2
Net income	44.8			44.8
Dividends declared	(5.2)			(5.2)
Total comprehensive loss, net of tax	(17.5)				(17.5)
Ending balance at Mar. 31, 2022	$ 2,007.0	$ 0.1	$ 1,718.2	$ 317.2	$ (28.5)
Ending balance (in shares) at Mar. 31, 2022		65.1

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Condensed Consolidated Statements of Stockholders' Equity (Parenthetical) - $ / shares	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Cash dividend declared	$ 0.08	$ 0.06
Retained Earnings [Member]
Cash dividend declared	$ 0.08	$ 0.06

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Organization and Nature of Operations

3 Months Ended

Mar. 31, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Organization and Nature of Operations

1. Organization and Nature of Operations

Headquartered in Braintree, Massachusetts, Altra Industrial Motion Corp. (the “Company”, “Altra”, “we”, or “our”) is a leading global designer, producer and marketer of a wide range of electro-mechanical power transmission motion control (“PTMC”) products. The Company brings together strong brands with production facilities in 16 countries. As of March 31, 2022, Altra’s leading brands included Ameridrives Couplings, Bauer Gear Motor, Bibby Turboflex, Boston Gear, Delroyd Worm Gear, Formsprag Clutch, Guardian Couplings, Huco, Industrial Clutch, Inertia Dynamics, Jacobs Vehicle Systems (“JVS”) (see Note 4 to the consolidated financial statements for further information regarding the divestiture of the JVS business), Kilian Manufacturing, Kollmorgen, Lamiflex Couplings, Marland Clutch, Matrix, Nook Industries, Nuttall Gear, Portescap, Stieber Clutch, Stromag, Svendborg Brakes, TB Wood’s, Thomson, Twiflex, Warner Electric, Warner Linear, and Wichita Clutch.

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Basis of Presentation

3 Months Ended

Mar. 31, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Basis of Presentation

2. Basis of Presentation

The Company’s unaudited condensed consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and do not include all of the information and note disclosures required by generally accepted accounting principles in the United States, or GAAP. These statements should be read in conjunction with the financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021, filed with the U.S. Securities and Exchange Commission (the “SEC”) on February 28, 2022. In the opinion of management, the accompanying unaudited condensed consolidated financial statements include all adjustments, consisting of normal recurring adjustments, necessary to present fairly the Company’s financial position and cash flows for the interim periods presented. The results are not necessarily indicative of future results. The Company considers events or transactions that occur after the balance sheet date but before the financial statements are issued to provide additional evidence relative to certain estimates or to identify matters that require additional disclosure.

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Recent Accounting Standards

3 Months Ended

Mar. 31, 2022

Accounting Changes and Error Corrections [Abstract]

Recent Accounting Standards

3. Recent Accounting Standards

Recent Accounting Pronouncements

In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting (“ASU 2020-04”). This ASU provides relief from certain accounting consequences that could result from the global markets’ anticipated transition away from the use of the London Interbank Offered Rate (“LIBOR”) and other interbank offered rates to alternative reference rates. The relief provided by this ASU is elective and applies to all entities, subject to meeting certain criteria, that have contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. The optional amendments are effective as of March 12, 2020 through December 31, 2022. The Company is currently evaluating the effect of the adoption of this standard on the Company.

In October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers, which amends the accounting related to contract assets and liabilities acquired in business combinations. Under current GAAP, an entity generally recognizes assets and liabilities acquired in a business combination, including contract assets and contract liabilities arising from revenue contracts with customers, at fair value on the acquisition date. ASU 2021-08 requires that entities recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with ASC Topic 606, Revenue from Contracts with Customers. ASU 2021-08 is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years, and should be applied prospectively to business combinations occurring on or after the effective date of the amendment. Early adoption is permitted, including adoption in an interim period. The Company is currently evaluating the impact of this new guidance on the consolidated financial statements.

 

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Acquisitions and Divestitures

3 Months Ended

Mar. 31, 2022

Business Combinations [Abstract]

Acquisitions and Divestitures

4. Acquisitions and Divestitures

Nook Industries Acquisition

On December 31, 2021, the Company acquired all of the issued and outstanding equity interests of Nook Industries, LLC ("Nook"), a leader in the U.S. engineered linear motion industry. The acquisition expands the Company's current portfolio of linear product offerings. The acquisition was accounted for as a business combination using the acquisition method of accounting and the results have been consolidated into the Company's Automation & Specialty ("A&S") segment.

The aggregate purchase price of approximately $138.5 million, inclusive of certain post-closing adjustments but subject to others, consisted of $125.2 million of cash transferred, net of $5.1 million of cash acquired, and a noncontingent purchase price

holdback of $8.2 million. The purchase price holdback was recorded in accruals and other current liabilities at December 31, 2021 and was released in January 2022. The Company borrowed $130.0 million under its Revolving Credit Facility in December 2021 to finance the transaction.

The fair value of all the acquired identifiable assets and liabilities summarized below are based on preliminary valuations and are subject to change as the Company obtains additional information during the acquisition measurement period. The excess of the purchase price over the fair value of the net assets acquired was recorded as goodwill. The goodwill is deductible for income tax purposes. The Company did not record any measurement period adjustments during the quarter ended March 31, 2022. The purchase price allocation as of the acquisition date is as follows:

	At Acquisition Date
Total cash consideration	$	130.3
Purchase price holdback		8.2
Fair value of consideration transferred		138.5
Recognized identifiable assets acquired and liabilities    assumed:
Cash and cash equivalents		5.1
Receivables		3.7
Inventory		10.8
Prepaids and other current assets		0.4
Property, plant and equipment		12.8
Deferred tax asset		0.9
Other non-current assets		5.0
Intangibles		55.1
Accounts payable		(2.9	)
Accrued payroll		(0.7	)
Accrued expenses and other current liabilities		(2.7	)
Other long term liability		(4.6	)
Total identifiable net assets acquired		82.9
Goodwill	$	55.6
Intangible assets acquired consist of:
Customer relationships	$	54.0
Trade name		1.1
Total intangible assets	$	55.1

The following table sets forth the unaudited pro forma results of operations of the Company for the quarter ended March 31, 2021 as if the Company had acquired Nook on January 1, 2021. The pro forma information contains the actual operating results of the Company and the Nook business, adjusted to include the pro forma impact of (i) additional depreciation expense as a result of estimated depreciation based on the fair value of fixed assets; (ii) additional expense as a result of the estimated amortization of identifiable intangible assets; (iii) additional interest expense associated with the borrowings used to finance the acquisition and (iv) inventory fair value adjustment. These pro forma amounts do not purport to be indicative of the results that would have actually been obtained if the acquisition occurred at the beginning of the period or that may be obtained in the future.

	Pro forma (unaudited)
	Quarter Ended March 31, 2021
Total revenues	$	481.1
Net income (loss)		37.5
Basic earnings per share	$	0.58
Diluted earnings per share	$	0.57

JVS Divestiture

In the fourth quarter of 2021, the Company committed to a plan to sell our JVS business within our A&S reporting segment in an effort to exit the heavy-duty trucks and transportation industry. On February 8, 2022, the Company entered into a purchase and sale agreement with Cummins Inc. (the "Buyer") for $325.0 million in cash subject to customary adjustments, and on April 8, 2022, the Company completed the sale. Transaction costs related to the divestiture totaled approximately $9.4 million. The Company received net cash consideration of approximately $325.9 million, which remains subject to customary purchase price adjustments. The Company determined the criteria to be classified as held for sale were met and the assets and liabilities were presented as held for sale in the Consolidated Balance Sheets and measured at the lower of carrying value or fair value less cost to sell until the transaction is completed. The Company determined that the disposal group classified as held for sale does not meet the criteria for classification as discontinued operations as the disposal is not considered a strategic shift that has a major effect on the Company’s operations and financial results. The JVS business is not a significant disposal based on the Company's quantitative and qualitative evaluation.

Before measuring the fair value less costs to sell of the disposal group as a whole, the Company first reviewed individual assets and liabilities to determine if any fair value adjustments were required and concluded no individual asset impairments were required. Then, based on the purchase and sale agreement entered into by the Company and the Buyer, the Company determined the fair value of the disposal group to be equal to the selling price, less costs to sell. Based on this review, during the fourth quarter of 2021, the Company recorded a non-cash goodwill impairment charge of $60.0 million as the sale was considered to be a triggering event to evaluate goodwill impairment for the JVS reporting unit. Additionally, the Company recorded an asset held for sale impairment charge of $82.4 million, for a total impairment charge of $142.4 million in 2021. The Company recorded an additional asset held for sale impairment charge of $6.1 million during the quarter ended March 31, 2022.

The assets and liabilities of the JVS business classified as held for sale at March 31, 2022 and December 31, 2021 were as follows:

	March 31, 2022				December 31, 2021
Assets
Current Assets
Trade receivables	$	21.5			$	11.3
Inventories		12.6				16.3
Prepaid expenses and other current assets		4.2				2.3
Property, plant and equipment, net		66.7				64.6
Goodwill		—				—
Intangible assets, net		364.7				364.5
Other assets		0.7				0.7
Impairment on carrying value		(87.4	)	(1)		(82.4	)	(2)
Total assets held for sale	$	383.0			$	377.3
Liabilities
Current Liabilities
Accounts payable	$	20.2			$	20.8
Other current liabilities		9.6				9.8
Deferred tax liabilities		22.4				22.3
Other liabilities		0.9				0.1
Total liabilities held for sale	$	53.1			$	53.0
(1) Includes the effect of approximately $11.2 million of favorable cumulative foreign currency translation adjustment and accumulated other post retirement benefit obligation gains. Additionally, assets held for sale balance reflects approximately $9.4 million of estimated transaction costs incurred, approximately $1.1 million of transaction costs paid during the quarter, and a favorable working capital adjustment of approximately $2.0 million.
(2) Includes the effect of approximately $10.8 million of favorable cumulative foreign currency translation adjustment and accumulated other post retirement benefit obligation gains and approximately $11.5 million of estimated transaction costs incurred.

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Revenue Recognition

3 Months Ended

Mar. 31, 2022

Revenue from Contract with Customer [Abstract]

Revenue Recognition

5. Revenue Recognition

We sell our products through three primary commercial channels: original equipment manufacturers (OEMs), industrial distributors and direct to end users. Each of our segments sells similar products, which are balanced across end-user industries including, without limitation, energy, food processing, general industrial, material handling, mining, transportation, industrial automation, robotics, medical devices, and turf & garden.

As the Company’s standard payment terms are less than one year, the Company has elected the practical expedient under Accounting Standards Codification (“ASC”) 606-10-32-18 to not assess whether a contract has a significant financing component. Revenue is recognized when control of the product is transferred to the customer (i.e., when the Company’s performance obligation is satisfied), which typically occurs at shipment from the Company’s manufacturing site or delivery to the customer’s named location. In determining whether control has transferred, the Company considers if there is a present right to payment and legal title, along with risks and rewards of ownership having transferred to the customer. In certain circumstances, the Company manufactures customized product without alternative use for its customers, which would generally result in the transfer of control over time. The Company has evaluated the amount of revenue subject to recognition over time and concluded that it is immaterial.

The following table disaggregates our revenue for each reportable segment. The Company believes that disaggregating revenue into these categories achieves the disclosure objective to depict how the nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factors.

	Quarter Ended
	March 31, 2022			March 31, 2021
Power Transmission Technologies	$	253.7		$	221.0
Automation & Specialty		259.2			252.1
Inter-segment eliminations		(1.2	)		(1.0	)
Total net sales	$	511.7		$	472.1

Net sales by geographic region based on point of shipment origin are as follows:

	Quarter Ended
	March 31, 2022		March 31, 2021
North America (primarily U.S.)	$	291.3	$	247.0
Europe excluding Germany		93.4		84.9
Germany		56.4		51.0
China		41.9		64.1
Asia and other excluding China		28.7		25.1
Total net sales	$	511.7	$	472.1

The payment terms and conditions in our customer contracts vary. In some cases, customers will partially prepay for their goods; in other cases, after appropriate credit evaluations, payment will be due in arrears. In addition, there are constraints that cause variability in the ultimate consideration to be recognized. These constraints typically include early payment discounts, volume rebates, rights of return, surcharges, and other customer considerations.

Payments received from customers are recorded as accounts receivable when an unconditional right to the consideration exists. A contract asset is recognized when the Company satisfies a performance obligation by transferring a promised good to the customer before consideration is due. A contract liability is recognized when consideration is received from a customer prior to the Company satisfying the related performance obligation. Contract assets and contract liabilities are recognized in other current assets and other current liabilities, respectively, in the Company’s consolidated balance sheets.

The Company had inconsequential contract assets for the quarters ended March 31, 2022 and March 31, 2021, respectively. The opening and closing balances of the Company’s current contract liabilities as of the quarters ended March 31, 2022 and March 31, 2021 are as follows:

	Quarter Ended
	March 31, 2022		March 31, 2021
Beginning balance	$	13.5	$	10.3
Closing balance		17.9		11.7
Increase	$	4.4	$	1.4

In the three-month period ended March 31, 2022, substantially all outstanding revenue has been recognized related to contract liabilities outstanding at January 1, 2022.

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Fair Value of Financial Instruments

3 Months Ended

Mar. 31, 2022

Fair Value Disclosures [Abstract]

Fair Value of Financial Instruments

6. Fair Value of Financial Instruments

Fair value is determined based upon the exit price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants, as determined by either the principal market or the most advantageous market. Inputs used in the valuation techniques to derive fair values are classified based on a three-level hierarchy, as follows:

•Level 1- Quoted prices in active markets for identical assets or liabilities.

•Level 2- Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets with insufficient volume or infrequent transactions (less active markets); or model-derived.

•Level 3- Unobservable inputs to the valuation methodology that are significant to the measurement of fair value of assets or liabilities.

The Company considers all highly liquid investments purchased with a remaining maturity of three months or less to be cash equivalents and are classified as Level 1. The carrying values of financial instruments, including accounts receivable, cash equivalents, accounts payable, and other accrued liabilities are carried at cost, which approximates fair value, and are classified as Level 1. Debt under the Credit Agreement (as defined herein) is classified as Level 2 and is comprised of the Term Loan Facility and the Revolving Credit Facility (both as defined herein). As of March 31, 2022, the carrying amount of the Term Loan Facility was $397.5 million and the carrying amount of the Revolving Credit Facility was $600.0 million, each approximates fair value due to the fact that the interest rate on the debt is based on variable interest rates. The carrying amount of the Notes (as defined herein) was $400.0 million and the estimated fair value of the Notes was $410.0 million at March 31, 2022. The Notes are classified as Level 2.

The Company determines the fair value of financial instruments using quoted market prices whenever available and classifies these investments as Level 1. When quoted market prices are not available for various types of financial instruments (such as derivative instruments), the Company uses standard models with market-based inputs, which take into account the present value of estimated future cash flows and the ability of the Company or the financial counterparty to perform. These investments are classified as Level 2. For cross-currency interest rate swaps and interest rate swaps, the significant inputs to these models are interest rate curves for discounting future cash flows and are adjusted for credit risk. See additional discussion of the Company’s use of financial instruments including cross-currency interest rate swaps and interest rate swaps included in Note 16.

In December 2020, the Company invested $5.0 million for a minority equity interest in a privately held manufacturing software company, MTEK Industry AB (“MTEK”), over which the Company does not exert significant influence. The equity investment does not have a readily determinable fair value and does not qualify for the practical expedient to estimate fair value using the net asset value per share. Therefore, in accordance with ASU 2016-01, the Company elected to measure the investment at its cost less impairment, if any, adjusted for observable price changes in orderly transactions for identical or a similar investment of the same issuer. This investment is considered a Level 3 asset based on the lack of observable inputs and is classified within other non-current assets in the consolidated balance sheets. The Company monitors its equity investment in MTEK for indicators of impairments or upward adjustments on an ongoing basis. If the Company determines that such an indicator is present, an adjustment will be recorded, which will be measured as the difference between the carrying value and estimated fair value. As of March 31, 2022, there were no indicators that support an adjustment to MTEK’s carrying value.

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Changes in Accumulated Other Comprehensive Income/(Loss) by Component

3 Months Ended

Mar. 31, 2022

Equity [Abstract]

Changes in Accumulated Other Comprehensive Income/(Loss) by Component

7. Changes in Accumulated Other Comprehensive Income/(Loss) by Component

The following is a reconciliation of changes in accumulated other comprehensive income/(loss) by component for the periods presented:

	Pension & Other Post Retirement Benefit Plans			Cumulative Foreign Currency Translation Adjustment			Total
Accumulated other comprehensive income (loss) by component, January 1, 2022	$	0.2		$	(11.2	)	$	(11.0	)
Amortization of actuarial losses, net of tax		(0.1	)		—			(0.1	)
Foreign currency translation adjustments, net of tax		—			(17.4	)		(17.4	)
Net current-period other comprehensive loss		(0.1	)		(17.4	)		(17.5	)
Accumulated other comprehensive income (loss) by component, March 31, 2022	$	0.1		$	(28.6	)	$	(28.5	)

	Gains and (Losses) on Cash Flow Hedges			Defined Benefit Pension Plans			Cumulative Foreign Currency Translation Adjustment			Total
Accumulated other comprehensive income (loss) by component, January 1, 2021	$	(21.5	)	$	(3.7	)	$	46.3		$	21.1
Reclassification of interest rate swap to income, net of tax		2.4			—			—			2.4
Foreign currency translation adjustments, net of tax		—			—			(43.0	)		(43.0	)
Net current-period other comprehensive income (loss)		2.4			—			(43.0	)		(40.6	)
Accumulated other comprehensive income (loss) by component, March 31, 2021	$	(19.1	)	$	(3.7	)	$	3.3		$	(19.5	)

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Net Income per Share

3 Months Ended

Mar. 31, 2022

Earnings Per Share [Abstract]

Net Income per Share

8. Net Income per Share

Basic earnings per share is based on the weighted average number of shares of common stock outstanding, and diluted earnings per share is based on the weighted average number of shares of common stock outstanding and all potentially dilutive common stock equivalents outstanding. Common stock equivalents are included in the per share calculations when the effect of their inclusion is dilutive.

The following is a reconciliation of basic to diluted net income per share:

	Quarter Ended
	March 31, 2022		March 31, 2021
Net income	$	44.8	$	39.2
Shares used in net income per common share - basic		65.0		64.7
Effect of dilutive shares		0.3		0.6
Shares used in net income per common share - diluted		65.3		65.3
Earnings per share:
Basic	$	0.69	$	0.61
Diluted	$	0.69	$	0.60

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Inventories

3 Months Ended

Mar. 31, 2022

Inventory Disclosure [Abstract]

Inventories

9. Inventories

Inventories at March 31, 2022 and December 31, 2021 consisted of the following:

	March 31, 2022		December 31, 2021
Raw materials	$	160.8	$	124.1
Work in process		29.9		26.7
Finished goods		117.6		117.0
	$	308.3	$	267.8

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Goodwill and Intangible Assets

3 Months Ended

Mar. 31, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Intangible Assets

10. Goodwill and Intangible Assets

The Company conducts an annual impairment review of goodwill and indefinite-lived intangible assets in the fourth quarter of each year, unless events occur which trigger the need for an interim impairment review. There were no triggering events during the quarter ended March 31, 2022. The 2021 annual goodwill impairment review indicated that the Thomson reporting unit’s fair value exceeded its carrying value by less than 10%. All other reporting units had fair values that exceeded their carrying value by 10% or more.

Changes in goodwill from January 1, 2022 through March 31, 2022 were as follows:

	Power Transmission Technologies			Automation & Specialty			Total
Goodwill	$	442.8		$	1,352.1		$	1,794.9
Accumulated impairment loss		(31.8	)		(199.1	)		(230.9	)
Balance January 1, 2022	$	411.0		$	1,153.0		$	1,564.0
Impact of changes in foreign currency		(2.2	)		(5.6	)		(7.8	)
Goodwill balance March 31, 2022	$	408.8		$	1,147.4		$	1,556.2

Other intangible assets as of March 31, 2022 and December 31, 2021 consisted of the following:

	March 31, 2022						December 31, 2021
	Cost		Accumulated Amortization		Net		Cost		Accumulated Amortization		Net
Other intangible assets
Intangible assets not subject to amortization:
Tradenames and trademarks (1)	$	210.2	$	0.1	$	210.1	$	212.2	$	—	$	212.2
Intangible assets subject to amortization:
Customer relationships		953.0		215.1		737.9		960.2		206.4		753.8
Product technology and patents		141.6		53.6		88.0		141.4		50.2		91.2
Total intangible assets	$	1,304.8	$	268.8	$	1,036.0	$	1,313.8	$	256.6	$	1,057.2
(1) While the majority of the Company's tradenames are considered indefinite lived intangible assets, tradenames acquired through the acquisition of Nook are subject to amortization. The net book value of Nook's tradename was $1.0 million as of March 31, 2022.

The Company recorded $14.0 million and $17.6 million of amortization expense in the quarters ended March 31, 2022 and 2021, respectively.

The estimated amortization expense for intangible assets is approximately $42.4 million for the remainder of 2022, $55.5 million in 2023, $55.1 million in 2024, $54.5 million in 2025, $53.5 million in 2026 and $565.9 million thereafter.

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Warranty Costs

3 Months Ended

Mar. 31, 2022

Guarantees [Abstract]

Warranty Costs

11. Warranty Costs

The contractual warranty period of the Company's products generally ranges from three months to two years with certain warranties extending for longer periods. Estimated expenses related to product warranties are accrued at the time products are sold to customers and are recorded in accruals and other current liabilities on the unaudited condensed consolidated balance sheets. Estimates are established using historical information as to the nature, frequency and average costs of warranty claims.

Changes in the carrying amount of accrued product warranty costs for each of the quarters ended March 31, 2022 and 2021 were as follows:

	March 31, 2022			March 31, 2021
Balance at beginning of period	$	8.3		$	9.6
Accrued current period warranty expense		1.3			0.9
Payments and adjustments		(0.9	)		(0.8	)
Balance at end of period	$	8.7		$	9.7

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Debt

3 Months Ended

Mar. 31, 2022

Debt Disclosure [Abstract]

Debt

12. Debt

Outstanding debt obligations at March 31, 2022 and December 31, 2021 were as follows:

	March 31, 2022			December 31, 2021
Debt:
Term loan	$	397.5		$	400.0
Revolver		600.0			605.0
Notes		400.0			400.0
Mortgages and other		8.4			9.2
Finance leases		0.1			0.1
Total gross debt		1,406.0			1,414.3
Less: debt discount and deferred financing    costs		(2.1	)		(2.2	)
Total debt, net of debt discount and    deferred financing costs		1,403.9			1,412.1
Less: current portion of long-term debt		(13.2	)		(11.1	)
Total long-term debt	$	1,390.7		$	1,401.0

2021 Credit Agreement

On November 17, 2021, the Company entered into a new Credit Agreement (the “Credit Agreement”). The Credit Agreement provides for a five-year term loan in an aggregate principal amount of $400.0 million (the “Term Loan Facility”) and a five-year revolving credit facility in an aggregate committed principal amount of $1.0 billion (the “Revolving Credit Facility” and together with the Term Loan Facility, the “Credit Facilities”). The Company immediately provided notice to the administrative agent of the Credit Agreement to draw down $480.0 million under the Revolving Credit Facility. The aggregate proceeds of $880.0 million under the Credit Facilities were used to repay in full and extinguish all outstanding indebtedness for borrowed money under the 2018 Credit Agreement. The remaining availability under the Revolving Credit Facility will be used for working capital and general corporate purposes.

The Credit Facilities are guaranteed on a senior secured basis by certain direct and indirect domestic subsidiaries of the Company (each a “Guarantor” and collectively the “Guarantors”; the Guarantors collectively with the Borrowers, the “Loan Parties”).

The stated maturity date of the Credit Facilities is November 17, 2026, and there are scheduled quarterly principal payments due on the outstanding amount on the Term Loan Facility. The amounts available under the Revolving Credit Facility may be drawn upon in accordance with the terms of the Credit Agreement. All amounts outstanding under the Credit Facilities are due on the stated maturity or such earlier time, if any, required under the Credit Agreement. The amounts owed under either of the Credit Facilities may be prepaid at any time, subject to usual notification and breakage payment provisions. Interest on the amounts outstanding under the Credit Facilities is calculated using either a Base Rate or Eurocurrency Rate, plus the applicable margin. The applicable margins for

Eurocurrency Loans are between 1.000% to 1.750%, and for Base Rate Loans are between 0.000% and 0.750%. The amounts of the margins are calculated based on the Total Leverage Ratio (as defined in the Credit Agreement). A portion of the Revolving Credit Facility may be used for the issuance of letters of credit, and a portion of the amount of the Revolving Credit Facility is available for borrowings in certain agreed upon foreign currencies. The interest rate on the Credit Facilities was 1.709% at March 31, 2022.

Revolving borrowings and issuances of letters of credit under the Revolving Credit Facility are subject to the satisfaction of customary conditions, including the accuracy of representations and warranties and the absence of defaults.

The Credit Agreement contains usual and customary representations and warranties, usual and customary affirmative and negative covenants and restrictions, which among other things, will require the Borrowers to provide certain financial reports to the Lenders, require the Company to maintain certain financial covenants relating to consolidated leverage and interest coverage, and limit the ability of the Company and its subsidiaries to incur or guarantee additional indebtedness, pay dividends or make other equity distributions, purchase or redeem capital stock or debt, make certain investments, sell assets, engage in certain transactions, and effect a consolidation or merger. The obligations of the borrowers of the Credit Facilities under the Credit Agreement may be accelerated upon customary events of default, including non-payment of principal, interest, fees and other amounts, inaccuracy of representations and warranties, violation of covenants, cross default and cross acceleration, voluntary and involuntary bankruptcy or insolvency proceedings, inability to pay debts as they become due, material judgments, ERISA events, actual or asserted invalidity of security documents or guarantees and change in control.

The Company incurred $3.7 million in issuance costs, which is being amortized over the term of the debt as an adjustment to the effective interest rate on the outstanding borrowings.

As of March 31, 2022, the Company had $997.5 million outstanding on the Credit Agreement. As of March 31, 2022 and December 31, 2021, the Company had $4.3 million and $4.8 million in letters of credit outstanding, respectively. The Company had $395.7 million available to borrow under the Credit Facilities at March 31, 2022, subject to customary conditions including the accuracy of representation and warranties and the absence of defaults.

Notes

On October 1, 2018, upon the closing of the combination of the Company with four operating companies from Fortive Corporation’s (“Fortive”) Automation & Specialty platform (excluding Fortive’s Hengstler and Dynapar businesses), the Company assumed $400 million aggregate principal amount of 6.125% senior notes due 2026 (the “Notes”). The Notes will mature on October 1, 2026. Interest on the Notes accrues from October 1, 2018 and is payable semi-annually commencing on April 1, 2019. The Notes may be redeemed at the option of the issuer on or after October 1, 2023. The Notes are guaranteed on a senior unsecured basis by the Company and certain of its domestic subsidiaries.

2018 Credit Agreement

On October 1, 2018, the Company and certain subsidiaries entered into a credit agreement (the “2018 Credit Agreement”) with JPMorgan Chase Bank, N.A., as administrative and collateral agent, and a syndicate of lenders, which provided for a term loan in an aggregate principal amount of $1,340.0 million (the “2018 Term Loan Facility”) and a revolving credit facility in an aggregate committed principal amount of $300.0 million (the “2018 Revolving Credit Facility” and together with the 2018 Term Loan Facility, the “2018 Credit Facilities”).

On November 17, 2021, in connection with the new Credit Agreement, the 2018 Credit Agreement was terminated and all outstanding indebtedness for borrowed money thereunder was repaid in full.

Mortgages and Other Agreements

The Company’s subsidiaries in Europe have entered into certain long-term fixed rate term loans that are generally secured by local property, plant and equipment. The debt has interest rates that range from 1.0% to 2.5%, with various quarterly and monthly installments through 2028.

Financing Leases

The Company leases certain equipment under finance lease arrangements, whose obligations are included in both short-term and long-term debt. Finance lease obligations amounted to approximately $0.1 million and $0.1 million at March 31, 2022 and December 31, 2021, respectively. Finance lease right of use assets are included in property, plant and equipment with the related amortization recorded as depreciation expense. Finance lease liabilities are included in current and non-current other liabilities on the Company’s consolidated balance sheets.

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Stockholders' Equity

3 Months Ended

Mar. 31, 2022

Stockholders' Equity Note [Abstract]

Stockholders' Equity

13. Stockholders’ Equity

Common Stock

Effective October 1, 2018, the Company amended its Articles of Incorporation to increase the number of authorized shares of the Company's common stock from 90.0 million shares to 120.0 million shares. As of March 31, 2022 and December 31, 2021, there were 65,059,097 and 64,923,539 shares of common stock issued and outstanding, respectively.

Preferred Stock

On December 20, 2006, the Company amended and restated its certificate of incorporation authorizing 10.0 million shares of undesignated Preferred Stock (“Preferred Stock”). The Preferred Stock may be issued from time to time in one or more classes or series, the shares of each class or series to have such designations and powers, preferences, rights, qualifications, limitations and restrictions as determined by the Company’s Board of Directors. There was no Preferred Stock issued or outstanding at March 31, 2022 or December 31, 2021.

Restricted Common Stock

The 2014 Omnibus Incentive Plan (the “2014 Plan”) was approved by the Company’s stockholders at the Company’s 2014 Annual Meeting of Stockholders. The 2014 Plan provides for various forms of stock-based compensation to our directors, executive personnel and other key employees and consultants. Under the 2014 Plan, the remaining total number of shares of common stock available for delivery pursuant to the grant of awards was 3.7 million as of March 31, 2022.

The restricted stock and restricted stock units issued pursuant to the 2014 Plan generally vest ratably over a period ranging from immediately to five years from the date of grant, provided, that the vesting of the restricted stock or restricted stock units may accelerate upon the occurrence of certain events. Common stock awarded under the 2014 Plan is generally subject to restrictions on transfer, repurchase rights, and other limitations and rights as set forth in the applicable award agreements.

The 2014 Plan permits the Company to grant, among other things, restricted stock, restricted stock units, stock options and performance share awards to key employees. Certain awards include vesting based upon achievement of specified performance criteria. Compensation expense recorded (in selling, general and administrative expense) during the quarters ended March 31, 2022 and 2021 was $3.9 million and $3.5 million, respectively. The Company recognizes stock-based compensation expense on a straight-line basis for the shares vesting ratably under the plan and uses the graded-vesting method of recognizing stock-based compensation expense for the performance share awards based on the probability of the specific performance metrics being achieved over the requisite service period. Total remaining unrecognized compensation cost is approximately $30.9 million as of March 31, 2022, and will be recognized over a weighted average remaining period of three years.

Stock Options

The following table summarizes the stock option activity under the Company’s plan for the quarter ended March 31, 2022:

	Weighted Average Remaining Contractual Life in Years		Options (In thousands)		Weighted- average grant date fair value		Aggregate Intrinsic Value (In millions)
Outstanding at January 1, 2022				500.0	$	39.26
Granted				176.2		45.05
Outstanding at March 31, 2022		8.3		676.2	$	40.77	$	2.3
Exercisable at March 31, 2022		7.5		241.3	$	35.87	$	1.4
Unvested and expected to vest at March 31, 2022		8.7		407.2	$	43.34	$	0.9

Restricted Stock Units

The following table summarizes the Restricted Stock Unit activity under the Company’s plan for the quarter ended March 31, 2022:

	Shares (In thousands)			Weighted- average grant date fair value		Aggregate Intrinsic Value (In millions)
Unvested at January 1, 2022		420.5		$	42.21
Granted		173.5			45.05
Vested		(90.4	)		38.72
Canceled/Forfeited		(1.9	)		44.15
Unvested at March 31, 2022		501.7		$	43.81	$	19.5

Performance Share Awards

The following table summarizes the Performance Share Award activity under the Company’s plan for the quarter ended March 31, 2022:

	Shares (In thousands)			Weighted- average grant date fair value		Aggregate Intrinsic Value (In millions)
Unvested at January 1, 2022		286.5		$	40.23
Granted		81.6			45.45
Vested		(125.9	)		32.02
Unvested at March 31, 2022		242.2		$	46.64	$	9.4

See Note 12, Stockholders’ Equity, to the audited consolidated financial statements of the Company's Annual Report on Form 10-K for the year ended December 31, 2021 for further information regarding stock-based compensation.

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Restructuring Costs

3 Months Ended

Mar. 31, 2022

Restructuring and Related Activities [Abstract]

Restructuring Costs

14. Restructuring Costs

From time to time, the Company has initiated various restructuring programs and incurred severance and other restructuring costs.

During 2017, the Company commenced a restructuring plan (“2017 Altra Plan”) as a result of the Company’s acquisition of Stromag and to rationalize its global renewable energy business. The actions taken pursuant to the 2017 Altra Plan included reducing

headcount, facility consolidations and the elimination of certain costs. The Company did not incur any costs as a result of the 2017 Altra Plan during the quarter ended March 31, 2022. The Company does not expect to incur any additional material costs as a result of the 2017 Altra Plan.

During 2019, the Company commenced a restructuring plan (“2019 Altra Plan”) to drive efficiencies, reduce the number of facilities and optimize its operating margin. The Company expects to incur an additional $1 - $2 million in restructuring expenses under the 2019 Altra Plan over the next two years, primarily related to headcount reductions and plant consolidations. During the quarter ended March 31, 2022, the Company incurred expenses of $0.4 million comprised mainly of severance costs.

The following is a reconciliation of the accrued restructuring costs between January 1, 2022 and March 31, 2022:

	2017 Altra Plan		2019 Altra Plan			Total All Plans
Balance at January 1, 2022	$	—	$	0.5		$	0.5
Restructuring expense incurred		—		0.4			0.4
Cash payments		—		(0.3	)		(0.3	)
Balance at March 31, 2022	$	—	$	0.6		$	0.6

The following is a reconciliation of the accrued restructuring costs between January 1, 2021 and March 31, 2021:

	2017 Altra Plan			2019 Altra Plan			Total All Plans
Balance at January 1, 2021	$	0.5		$	1.8		$	2.3
Restructuring expense incurred		—			0.9			0.9
Cash payments		(0.1	)		(1.4	)		(1.5	)
Balance at March 31, 2021	$	0.4		$	1.3		$	1.7

The following is a reconciliation of restructuring expense by segment for the quarter ended March 31, 2022:

	2017 Altra Plan		2019 Altra Plan		Total All Plans
Power Transmission Technologies	$	—	$	—	$	—
Automation & Specialty		—		0.4		0.4
Total restructuring expense	$	—	$	0.4	$	0.4

The following is a reconciliation of restructuring expense by segment for the quarter ended March 31, 2021:

	2017 Altra Plan		2019 Altra Plan		Total All Plans
Power Transmission Technologies	$	—	$	0.6	$	0.6
Automation & Specialty		—		0.3		0.3
Total restructuring expense	$	—	$	0.9	$	0.9

The total accrued restructuring reserve as of March 31, 2022, relates to severance to be paid to former employees and facility consolidation and relocation costs under the 2019 Altra Plan and is recorded in accruals and other current liabilities on the accompanying unaudited condensed consolidated balance sheet.

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Segments, Concentrations and Geographic Information

3 Months Ended

Mar. 31, 2022

Segment Reporting [Abstract]

Segments, Concentrations and Geographic Information

15. Segments, Concentrations and Geographic Information

Segments

The internal reporting structure used by our Chief Operating Decision Maker (“CODM”) to assess performance and allocate resources determines the basis for our reportable operating segments. Our CODM is our Chief Executive Officer, and he evaluates operations and allocates resources based on a measure of income from operations. Our operations are organized in two reporting segments that are aligned with key product types and end markets served, Power Transmission Technologies (“PTT”) and Automation & Specialty (“A&S”):

•Power Transmission Technologies - PTT. This segment included the following key product offerings as of March 31, 2022:

oCouplings, Clutches & Brakes. Couplings are the interface between two shafts, which enable power to be transmitted from one shaft to the other. Clutches in this segment are devices that use mechanical, hydraulic, pneumatic, or friction type connections to facilitate engaging or disengaging two rotating members. Brakes are combinations of interacting parts that work to slow or stop machinery. Products in this segment are generally used in heavy industrial applications and energy markets.

oElectromagnetic Clutches & Brakes. Products in this segment include brakes and clutches that are used to electronically slow, stop, engage or disengage equipment utilizing electromagnetic friction type connections. Products in this segment are used in industrial and commercial markets including agricultural machinery, material handling, motion control, and turf & garden.

oGearing. Gears are utilized to reduce the speed and increase the torque of an electric motor or engine to the level required to drive a particular piece of equipment. Gears produced by the Company are primarily utilized in industrial applications.

•Automation & Specialty – A&S. This segment included the following key brands as of March 31, 2022:

oKollmorgen: Provides rotary precision motion solutions, including servo motors, stepper motors, high performance electronic drives and motion controllers and related software, and precision linear actuators. These products are used in advanced material handling, aerospace and defense, factory automation, medical, packaging, printing, semiconductor, robotic and other applications.

oPortescap: Provides high-efficiency miniature motors and motion control products, including brush and brushless DC motors, can stack motors and disc magnet motors. These products are used in medical, industrial power tool and general industrial equipment applications.

oThomson: Provides systems that enable and support the transition of rotary motion to linear motion. Products include linear bearings, guides, glides, lead and ball screws, industrial linear actuators, clutch brakes, precision gears, resolvers and inductors. These products are used in factory automation, medical, mobile off-highway, material handling, food processing and other niche applications.

oJacobs Vehicle Systems (JVS): Provides renowned “Jake Brake” diesel engine braking systems and valve actuation mechanisms for the commercial vehicle market, including compression release, bleeder and exhaust brakes. These products are primarily used in heavy duty Class 8 truck applications (see Note 18 to the consolidated financial statements for further information regarding the divestiture of the JVS business).

Segment financial information and a reconciliation of segment results to unaudited condensed consolidated results are as follows:

	Quarter Ended
	March 31, 2022			March 31, 2021
Net Sales:
Power Transmission Technologies	$	253.7		$	221.0
Automation & Specialty		259.2			252.1
Inter-segment eliminations		(1.2	)		(1.0	)
Net sales	$	511.7		$	472.1
Income from operations:
Segment earnings:
Power Transmission Technologies	$	32.3		$	27.8
Automation & Specialty (1)		35.6			41.4
Corporate expenses (2)		0.1			(3.2	)
Restructuring costs		(0.4	)		(0.9	)
Income from operations	$	67.6		$	65.1
Other non-operating expense:
Net interest expense		11.3			16.9
Other non-operating income, net		(0.1	)		(1.5	)
Total non-operating expense	$	11.2		$	15.4
Income before income taxes		56.4			49.7
Provision for income taxes		11.6			10.5
Net income	$	44.8		$	39.2

(1)The Company recorded a non-cash impairment charge of $6.1 million at the JVS reporting unit during the first quarter of 2022 related to the held for sale classification.

(2)Certain expenses are maintained at the corporate level and are not allocated to the segments. These include various administrative expenses related to the corporate headquarters, depreciation on capitalized software costs, non-capitalizable software implementation costs and acquisition related expenses.

Selected information by segment (continued):

	Quarter Ended
	March 31, 2022		March 31, 2021
Depreciation and amortization:
Power Transmission Technologies	$	7.4	$	8.0
Automation & Specialty		16.2		22.0
Corporate		0.6		0.7
Total depreciation and amortization	$	24.2	$	30.7
	March 31, 2022		March 31, 2021
Total assets:
Power Transmission Technologies	$	1,085.6	$	1,059.9
Automation & Specialty		2,893.8		2,966.9
Corporate (3)		145.4		140.7
Total assets	$	4,124.8	$	4,167.5

(3)Corporate assets are primarily cash and cash equivalents, tax related asset accounts, certain capitalized software costs, property, plant and equipment and deferred financing costs.

Net sales to third parties by geographic region are as follows:

	Net Sales
	Quarter Ended
	March 31, 2022		March 31, 2021
North America (primarily U.S.)	$	291.3	$	247.0
Europe excluding Germany		93.4		84.9
Germany		56.4		51.0
China		41.9		64.1
Asia and other excluding China		28.7		25.1
Total	$	511.7	$	472.1

Net sales to third parties are attributed to the geographic regions based on the country in which the shipment originates. Amounts attributed to the geographic regions for property, plant and equipment are based on the location of the entity, which holds such assets.

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Derivative Financial Instruments

3 Months Ended

Mar. 31, 2022

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivative Financial Instruments

16. Derivative Financial Instruments

The Company may manage changes in market conditions related to interest on debt obligations and foreign currency exposures by entering into derivative instruments, including interest rate and foreign currency swap agreements. All derivative instruments are recognized as either assets or liabilities on the balance sheet at fair value at the end of each period. The Company determines the fair value of financial instruments using quoted market prices whenever available. When quoted market prices are not available for various types of financial instruments (such as forwards, options and swaps), the Company uses standard models with market-based inputs, which take into account the present value of estimated future cash flows and the ability of Altra or the financial counterparty to perform. For cross-currency interest rate swaps, the significant inputs are interest rate curves for discounting future cash flows, and exchange rate curves of the foreign currency for translating future cash flows. For interest rate swaps, the significant inputs to these models are interest rate curves for discounting future cash flows that are adjusted for credit risk. Both cross-currency interest rate swaps and interest rate swaps are Level 2 investments. Refer to Note 6 for a description of the fair value levels. For designated hedging relationships, the Company formally documents the hedging relationship consistent with the requirements of ASC 815, Derivatives.

Cross-Currency Interest Rate Swaps

In December 2018, the Company entered into cross-currency swap agreements to hedge its net investment in Euro-denominated assets against future volatility in the exchange rate between the U.S. dollar and the Euro. By doing so, the Company synthetically converted a portion of its U.S. dollar-based long-term debt into Euro-denominated long-term debt. At inception, the cross-currency swaps were designated as net investment hedges.

For net investment hedges, changes in the fair value of the effective portion of the derivatives’ gains or losses are reported as foreign currency translation gains or losses in accumulated other comprehensive income (loss) (“AOCIL”). The gains or losses on derivative instruments reported in AOCIL are reclassified to earnings in the period in which earnings are affected by the underlying item, such as a disposal or substantial liquidations of the entities being hedged. During the first quarter of 2020, the Company terminated the cross-currency interest rate swaps. The Company received the cash value of the cross-currency interest rate swaps of approximately $56.2 million upon termination. In addition, the Company paid the interest owed and received the interest due, resulting in the recognition of approximately $3.3 million in net interest income, and paid termination fees of approximately $0.9 million. At March 31, 2022 and March 31, 2021, the Company had a gain in AOCIL of approximately $44.8 million, net of $11.4 million of tax. That balance will remain in AOCIL until the period in which earnings are affected by the underlying item, such as a disposal or substantial liquidations of the entities being hedged.

Interest Rate Swaps

In January 2017, the Company entered into an interest rate swap agreement to fix the variable interest rate payable on a portion of its outstanding borrowings. This interest rate swap matured on January 31, 2020. Additionally, in December 2018, the Company entered into an interest rate swap agreement designed to manage the cash flow risk caused by interest rate changes on the forecasted interest payments expected to occur related to a portion of its outstanding borrowings under the 2018 Credit Agreement.

The interest rate swap agreement was designed to manage exposure to interest rates on the Company’s variable rate indebtedness and was recognized on the balance sheet at fair value. The Company designated this interest rate swap agreement as a cash flow hedge and changes in the fair value of the swap were recognized in other comprehensive income until the hedged items were recognized in earnings.

During 2020, the Company terminated the interest rate swap agreement. The Company paid the cash value of the interest rate swaps of approximately $34.7 million upon termination. In addition, the Company paid the interest owed and received the interest due, resulting in the recognition of approximately $0.1 million in net interest expense, and paid termination fees of approximately $0.1 million. In November 2021, the Company terminated the 2018 Credit Agreement. As a result of the decision to terminate the 2018 Credit Agreement, the remaining balance of the unrealized loss in AOCIL was immediately reclassified to “Interest expense, net” in the accompanying condensed consolidated statements of operations. The Company reclassified $2.4 million, net of $0.7 million of tax benefit, of non-cash interest expense from AOCIL to earnings for the quarter ended March 31, 2021.

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Commitments and Contingencies

3 Months Ended

Mar. 31, 2022

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

17. Commitments and Contingencies

General Litigation

The Company is involved in various pending legal proceedings arising out of the ordinary course of business. These proceedings primarily involve commercial claims, product liability claims, personal injury claims, and workers’ compensation claims. With respect to these proceedings, management believes that the Company will prevail, has adequate insurance coverage or has established appropriate reserves to cover potential liabilities. Any costs that management estimates may be paid related to these proceedings or claims are accrued when the liability is considered probable and the amount can be reasonably estimated. There can be no assurance, however, as to the ultimate outcome of any of these matters, and if all or substantially all of these legal proceedings were to be determined adversely to the Company, there could be a material adverse effect on the results of operations, cash flows, or financial condition of the Company. We have established loss provisions for matters in which losses are probable and can be reasonably estimated. For matters where a reserve has not been established and for which we believe a loss is reasonably possible, as well as for matters where a reserve has been recorded but for which an exposure to loss in excess of the amount accrued is reasonably possible, we believe that such losses, individually and in the aggregate, will not have a material effect on our unaudited condensed consolidated financial statements.

Our estimates regarding potential losses and materiality are based on our judgment and assessment of the claims utilizing currently available information. Although we will continue to reassess our reserves and estimates based on future developments, our objective assessment of the legal merits of such claims may not always be predictive of the outcome and actual results may vary from our current estimates. We will continue to consider the applicable guidance in ASC 450-20, based on the facts known at the time of our future filings, as it relates to legal contingencies, and will adjust our disclosures as may be required under the guidance.

There were no material amounts accrued in the accompanying unaudited condensed consolidated balance sheets for potential litigation as of March 31, 2022 or December 31, 2021.

The Company also risks exposure to product liability claims in connection with products it has sold and those sold by businesses that the Company acquired. Although in some cases third parties have retained responsibility for product liability claims relating to products manufactured or sold prior to the acquisition of the relevant business and in other cases the persons from whom the Company has acquired a business may be required to indemnify the Company for certain product liability claims subject to certain caps or limitations on indemnification, the Company cannot assure that those third parties will in fact satisfy their obligations with respect to liabilities retained by them or their indemnification obligations. If those third parties become unable to or otherwise do not comply with their respective obligations including indemnity obligations, or if certain product liability claims for which the Company is obligated were not retained by third parties or are not subject to these indemnities, the Company could become subject to significant liabilities or other adverse consequences. Moreover, even in cases where third parties retain responsibility for product liability claims or are required to indemnify the Company, significant claims arising from products that have been acquired could have a material adverse effect on the Company’s ability to realize the benefits from an acquisition, could result in the reduction of the value of goodwill that the Company recorded in connection with an acquisition, or could otherwise have a material adverse effect on the Company’s business, financial condition, or operations.

Environmental

There is contamination at some of the Company’s current facilities, primarily related to historical operations at those sites, for which the Company could be liable for the investigation and remediation under certain environmental laws. The potential for contamination also exists at other of the Company’s current or former sites, based on historical uses of those sites. The Company currently is not undertaking any material remediation or investigations and the costs or liability in connection with potential contamination conditions at these facilities cannot be predicted at this time because the potential existence of contamination has not been investigated or not enough is known about the environmental conditions or likely remedial requirements. Currently, other parties with contractual liability are addressing or have plans or obligations to address those contamination conditions that may pose a material risk to human health, safety or the environment. In addition, while the Company attempts to evaluate the risk of liability associated with these facilities at the time the Company acquired them, there may be environmental conditions currently unknown to the Company relating to prior, existing or future sites or operations or those of predecessor companies whose liabilities the Company may have assumed or acquired which could have a material adverse effect on the Company’s business.

The Company is being indemnified, or expects to be indemnified, by third parties subject to certain caps or limitations on the indemnification, for certain environmental costs and liabilities associated with certain owned or operated sites. Accordingly, based on the indemnification and the experience with similar sites of the environmental consultants who the Company has hired, the Company does not expect such costs and liabilities to have a material adverse effect on its business, operations or earnings. The Company cannot assure you, however, that those third parties will in fact satisfy their indemnification obligations. If those third parties become unable to, or otherwise do not, comply with their respective indemnity obligations, or if certain contamination or other liability for which the Company is obligated is not subject to these indemnities, the Company could become subject to significant liabilities.

From time to time, the Company is notified that it is a potentially responsible party and may have liability in connection with off-site disposal facilities. To date, the Company has generally resolved matters involving off-site disposal facilities for a nominal sum but there can be no assurance that the Company will be able to resolve pending or future matters in a similar fashion.

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Subsequent Events

3 Months Ended

Mar. 31, 2022

Subsequent Events [Abstract]

Subsequent Events

18. Subsequent Events

On April 8, 2022, the Company completed the previously announced sale of all of the issued and outstanding equity interests of the entities which collectively constitute its JVS business segment to Cummins Inc., an Indiana corporation, for $325.0 million in cash subject to customary adjustments. The net cash consideration received was approximately $325.9 million.

On April 26, 2022, the Company declared a dividend of $0.09 per share for the quarter ended June 30, 2022, payable on July 6, 2022 to stockholders of record as of June 17, 2022.

On April 26, 2022, the Company announced that its Board of Directors approved a new share repurchase program authorizing the buyback of up to $300 million of the Company's common stock through December 31, 2024.

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Basis of Presentation (Policies)

3 Months Ended

Mar. 31, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Basis of Presentation

Basis of Presentation

The Company’s unaudited condensed consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and do not include all of the information and note disclosures required by generally accepted accounting principles in the United States, or GAAP. These statements should be read in conjunction with the financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021, filed with the U.S. Securities and Exchange Commission (the “SEC”) on February 28, 2022. In the opinion of management, the accompanying unaudited condensed consolidated financial statements include all adjustments, consisting of normal recurring adjustments, necessary to present fairly the Company’s financial position and cash flows for the interim periods presented. The results are not necessarily indicative of future results. The Company considers events or transactions that occur after the balance sheet date but before the financial statements are issued to provide additional evidence relative to certain estimates or to identify matters that require additional disclosure.

Recent Accounting Pronouncements

Recent Accounting Pronouncements

In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting (“ASU 2020-04”). This ASU provides relief from certain accounting consequences that could result from the global markets’ anticipated transition away from the use of the London Interbank Offered Rate (“LIBOR”) and other interbank offered rates to alternative reference rates. The relief provided by this ASU is elective and applies to all entities, subject to meeting certain criteria, that have contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. The optional amendments are effective as of March 12, 2020 through December 31, 2022. The Company is currently evaluating the effect of the adoption of this standard on the Company.

In October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers, which amends the accounting related to contract assets and liabilities acquired in business combinations. Under current GAAP, an entity generally recognizes assets and liabilities acquired in a business combination, including contract assets and contract liabilities arising from revenue contracts with customers, at fair value on the acquisition date. ASU 2021-08 requires that entities recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with ASC Topic 606, Revenue from Contracts with Customers. ASU 2021-08 is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years, and should be applied prospectively to business combinations occurring on or after the effective date of the amendment. Early adoption is permitted, including adoption in an interim period. The Company is currently evaluating the impact of this new guidance on the consolidated financial statements.

 

Fair Value of Financial Instruments

Fair value is determined based upon the exit price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants, as determined by either the principal market or the most advantageous market. Inputs used in the valuation techniques to derive fair values are classified based on a three-level hierarchy, as follows:

•Level 1- Quoted prices in active markets for identical assets or liabilities.

•Level 2- Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets with insufficient volume or infrequent transactions (less active markets); or model-derived.

•Level 3- Unobservable inputs to the valuation methodology that are significant to the measurement of fair value of assets or liabilities.

The Company considers all highly liquid investments purchased with a remaining maturity of three months or less to be cash equivalents and are classified as Level 1. The carrying values of financial instruments, including accounts receivable, cash equivalents, accounts payable, and other accrued liabilities are carried at cost, which approximates fair value, and are classified as Level 1. Debt under the Credit Agreement (as defined herein) is classified as Level 2 and is comprised of the Term Loan Facility and the Revolving Credit Facility (both as defined herein). As of March 31, 2022, the carrying amount of the Term Loan Facility was $397.5 million and the carrying amount of the Revolving Credit Facility was $600.0 million, each approximates fair value due to the fact that the interest rate on the debt is based on variable interest rates. The carrying amount of the Notes (as defined herein) was $400.0 million and the estimated fair value of the Notes was $410.0 million at March 31, 2022. The Notes are classified as Level 2.

The Company determines the fair value of financial instruments using quoted market prices whenever available and classifies these investments as Level 1. When quoted market prices are not available for various types of financial instruments (such as derivative instruments), the Company uses standard models with market-based inputs, which take into account the present value of estimated future cash flows and the ability of the Company or the financial counterparty to perform. These investments are classified as Level 2. For cross-currency interest rate swaps and interest rate swaps, the significant inputs to these models are interest rate curves for discounting future cash flows and are adjusted for credit risk. See additional discussion of the Company’s use of financial instruments including cross-currency interest rate swaps and interest rate swaps included in Note 16.

In December 2020, the Company invested $5.0 million for a minority equity interest in a privately held manufacturing software company, MTEK Industry AB (“MTEK”), over which the Company does not exert significant influence. The equity investment does not have a readily determinable fair value and does not qualify for the practical expedient to estimate fair value using the net asset value per share. Therefore, in accordance with ASU 2016-01, the Company elected to measure the investment at its cost less impairment, if any, adjusted for observable price changes in orderly transactions for identical or a similar investment of the same issuer. This investment is considered a Level 3 asset based on the lack of observable inputs and is classified within other non-current assets in the consolidated balance sheets. The Company monitors its equity investment in MTEK for indicators of impairments or upward adjustments on an ongoing basis. If the Company determines that such an indicator is present, an adjustment will be recorded, which will be measured as the difference between the carrying value and estimated fair value. As of March 31, 2022, there were no indicators that support an adjustment to MTEK’s carrying value.

Net Income per Share

Basic earnings per share is based on the weighted average number of shares of common stock outstanding, and diluted earnings per share is based on the weighted average number of shares of common stock outstanding and all potentially dilutive common stock equivalents outstanding. Common stock equivalents are included in the per share calculations when the effect of their inclusion is dilutive.

The following is a reconciliation of basic to diluted net income per share:

	Quarter Ended
	March 31, 2022		March 31, 2021
Net income	$	44.8	$	39.2
Shares used in net income per common share - basic		65.0		64.7
Effect of dilutive shares		0.3		0.6
Shares used in net income per common share - diluted		65.3		65.3
Earnings per share:
Basic	$	0.69	$	0.61
Diluted	$	0.69	$	0.60

Warranty Costs

Warranty Costs

The contractual warranty period of the Company's products generally ranges from three months to two years with certain warranties extending for longer periods. Estimated expenses related to product warranties are accrued at the time products are sold to customers and are recorded in accruals and other current liabilities on the unaudited condensed consolidated balance sheets. Estimates are established using historical information as to the nature, frequency and average costs of warranty claims.

Changes in the carrying amount of accrued product warranty costs for each of the quarters ended March 31, 2022 and 2021 were as follows:

	March 31, 2022			March 31, 2021
Balance at beginning of period	$	8.3		$	9.6
Accrued current period warranty expense		1.3			0.9
Payments and adjustments		(0.9	)		(0.8	)
Balance at end of period	$	8.7		$	9.7

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Acquisitions and Divestitures (Tables)

3 Months Ended

Mar. 31, 2022

Business Acquisition [Line Items]

Schedule of Assets and Liabilities of the JVS Business Classified as Held for sale

The assets and liabilities of the JVS business classified as held for sale at March 31, 2022 and December 31, 2021 were as follows:

	March 31, 2022				December 31, 2021
Assets
Current Assets
Trade receivables	$	21.5			$	11.3
Inventories		12.6				16.3
Prepaid expenses and other current assets		4.2				2.3
Property, plant and equipment, net		66.7				64.6
Goodwill		—				—
Intangible assets, net		364.7				364.5
Other assets		0.7				0.7
Impairment on carrying value		(87.4	)	(1)		(82.4	)	(2)
Total assets held for sale	$	383.0			$	377.3
Liabilities
Current Liabilities
Accounts payable	$	20.2			$	20.8
Other current liabilities		9.6				9.8
Deferred tax liabilities		22.4				22.3
Other liabilities		0.9				0.1
Total liabilities held for sale	$	53.1			$	53.0
(1) Includes the effect of approximately $11.2 million of favorable cumulative foreign currency translation adjustment and accumulated other post retirement benefit obligation gains. Additionally, assets held for sale balance reflects approximately $9.4 million of estimated transaction costs incurred, approximately $1.1 million of transaction costs paid during the quarter, and a favorable working capital adjustment of approximately $2.0 million.
(2) Includes the effect of approximately $10.8 million of favorable cumulative foreign currency translation adjustment and accumulated other post retirement benefit obligation gains and approximately $11.5 million of estimated transaction costs incurred.

Nook Industries, LLC [Member]

Business Acquisition [Line Items]

Schedule of Purchase Price Allocation

The fair value of all the acquired identifiable assets and liabilities summarized below are based on preliminary valuations and are subject to change as the Company obtains additional information during the acquisition measurement period. The excess of the purchase price over the fair value of the net assets acquired was recorded as goodwill. The goodwill is deductible for income tax purposes. The Company did not record any measurement period adjustments during the quarter ended March 31, 2022. The purchase price allocation as of the acquisition date is as follows:

	At Acquisition Date
Total cash consideration	$	130.3
Purchase price holdback		8.2
Fair value of consideration transferred		138.5
Recognized identifiable assets acquired and liabilities    assumed:
Cash and cash equivalents		5.1
Receivables		3.7
Inventory		10.8
Prepaids and other current assets		0.4
Property, plant and equipment		12.8
Deferred tax asset		0.9
Other non-current assets		5.0
Intangibles		55.1
Accounts payable		(2.9	)
Accrued payroll		(0.7	)
Accrued expenses and other current liabilities		(2.7	)
Other long term liability		(4.6	)
Total identifiable net assets acquired		82.9
Goodwill	$	55.6
Intangible assets acquired consist of:
Customer relationships	$	54.0
Trade name		1.1
Total intangible assets	$	55.1

Schedule of Unaudited Pro Forma Results of Operations

The following table sets forth the unaudited pro forma results of operations of the Company for the quarter ended March 31, 2021 as if the Company had acquired Nook on January 1, 2021. The pro forma information contains the actual operating results of the Company and the Nook business, adjusted to include the pro forma impact of (i) additional depreciation expense as a result of estimated depreciation based on the fair value of fixed assets; (ii) additional expense as a result of the estimated amortization of identifiable intangible assets; (iii) additional interest expense associated with the borrowings used to finance the acquisition and (iv) inventory fair value adjustment. These pro forma amounts do not purport to be indicative of the results that would have actually been obtained if the acquisition occurred at the beginning of the period or that may be obtained in the future.

	Pro forma (unaudited)
	Quarter Ended March 31, 2021
Total revenues	$	481.1
Net income (loss)		37.5
Basic earnings per share	$	0.58
Diluted earnings per share	$	0.57

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Revenue Recognition (Tables)

3 Months Ended

Mar. 31, 2022

Revenue from Contract with Customer [Abstract]

Disaggregates Revenue for Each Reportable Segment and Geographic Region

The following table disaggregates our revenue for each reportable segment. The Company believes that disaggregating revenue into these categories achieves the disclosure objective to depict how the nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factors.

	Quarter Ended
	March 31, 2022			March 31, 2021
Power Transmission Technologies	$	253.7		$	221.0
Automation & Specialty		259.2			252.1
Inter-segment eliminations		(1.2	)		(1.0	)
Total net sales	$	511.7		$	472.1

Net sales by geographic region based on point of shipment origin are as follows:

	Quarter Ended
	March 31, 2022		March 31, 2021
North America (primarily U.S.)	$	291.3	$	247.0
Europe excluding Germany		93.4		84.9
Germany		56.4		51.0
China		41.9		64.1
Asia and other excluding China		28.7		25.1
Total net sales	$	511.7	$	472.1

Summary of Opening and Closing Balances of Current Contract Liability

The opening and closing balances of the Company’s current contract liabilities as of the quarters ended March 31, 2022 and March 31, 2021 are as follows:

	Quarter Ended
	March 31, 2022		March 31, 2021
Beginning balance	$	13.5	$	10.3
Closing balance		17.9		11.7
Increase	$	4.4	$	1.4

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Changes in Accumulated Other Comprehensive Income/(Loss) by Component (Tables)

3 Months Ended

Mar. 31, 2022

Equity [Abstract]

Reconciliation of Changes in Accumulated Other Comprehensive Income/(Loss) by Component

The following is a reconciliation of changes in accumulated other comprehensive income/(loss) by component for the periods presented:

	Pension & Other Post Retirement Benefit Plans			Cumulative Foreign Currency Translation Adjustment			Total
Accumulated other comprehensive income (loss) by component, January 1, 2022	$	0.2		$	(11.2	)	$	(11.0	)
Amortization of actuarial losses, net of tax		(0.1	)		—			(0.1	)
Foreign currency translation adjustments, net of tax		—			(17.4	)		(17.4	)
Net current-period other comprehensive loss		(0.1	)		(17.4	)		(17.5	)
Accumulated other comprehensive income (loss) by component, March 31, 2022	$	0.1		$	(28.6	)	$	(28.5	)

	Gains and (Losses) on Cash Flow Hedges			Defined Benefit Pension Plans			Cumulative Foreign Currency Translation Adjustment			Total
Accumulated other comprehensive income (loss) by component, January 1, 2021	$	(21.5	)	$	(3.7	)	$	46.3		$	21.1
Reclassification of interest rate swap to income, net of tax		2.4			—			—			2.4
Foreign currency translation adjustments, net of tax		—			—			(43.0	)		(43.0	)
Net current-period other comprehensive income (loss)		2.4			—			(43.0	)		(40.6	)
Accumulated other comprehensive income (loss) by component, March 31, 2021	$	(19.1	)	$	(3.7	)	$	3.3		$	(19.5	)

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Net Income per Share (Tables)

3 Months Ended

Mar. 31, 2022

Earnings Per Share [Abstract]

Reconciliation of Basic to Diluted Net Income per Share

The following is a reconciliation of basic to diluted net income per share:

	Quarter Ended
	March 31, 2022		March 31, 2021
Net income	$	44.8	$	39.2
Shares used in net income per common share - basic		65.0		64.7
Effect of dilutive shares		0.3		0.6
Shares used in net income per common share - diluted		65.3		65.3
Earnings per share:
Basic	$	0.69	$	0.61
Diluted	$	0.69	$	0.60

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Inventories (Tables)

3 Months Ended

Mar. 31, 2022

Inventory Disclosure [Abstract]

Summary of Inventories

Inventories at March 31, 2022 and December 31, 2021 consisted of the following:

	March 31, 2022		December 31, 2021
Raw materials	$	160.8	$	124.1
Work in process		29.9		26.7
Finished goods		117.6		117.0
	$	308.3	$	267.8

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Goodwill and Intangible Assets (Tables)

3 Months Ended

Mar. 31, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Changes in Goodwill

Changes in goodwill from January 1, 2022 through March 31, 2022 were as follows:

	Power Transmission Technologies			Automation & Specialty			Total
Goodwill	$	442.8		$	1,352.1		$	1,794.9
Accumulated impairment loss		(31.8	)		(199.1	)		(230.9	)
Balance January 1, 2022	$	411.0		$	1,153.0		$	1,564.0
Impact of changes in foreign currency		(2.2	)		(5.6	)		(7.8	)
Goodwill balance March 31, 2022	$	408.8		$	1,147.4		$	1,556.2

Other Intangible Assets

Other intangible assets as of March 31, 2022 and December 31, 2021 consisted of the following:

	March 31, 2022						December 31, 2021
	Cost		Accumulated Amortization		Net		Cost		Accumulated Amortization		Net
Other intangible assets
Intangible assets not subject to amortization:
Tradenames and trademarks (1)	$	210.2	$	0.1	$	210.1	$	212.2	$	—	$	212.2
Intangible assets subject to amortization:
Customer relationships		953.0		215.1		737.9		960.2		206.4		753.8
Product technology and patents		141.6		53.6		88.0		141.4		50.2		91.2
Total intangible assets	$	1,304.8	$	268.8	$	1,036.0	$	1,313.8	$	256.6	$	1,057.2
(1) While the majority of the Company's tradenames are considered indefinite lived intangible assets, tradenames acquired through the acquisition of Nook are subject to amortization. The net book value of Nook's tradename was $1.0 million as of March 31, 2022.

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Warranty Costs (Tables)

3 Months Ended

Mar. 31, 2022

Guarantees [Abstract]

Changes in Carrying Amount of Accrued Product Warranty Costs

Changes in the carrying amount of accrued product warranty costs for each of the quarters ended March 31, 2022 and 2021 were as follows:

	March 31, 2022			March 31, 2021
Balance at beginning of period	$	8.3		$	9.6
Accrued current period warranty expense		1.3			0.9
Payments and adjustments		(0.9	)		(0.8	)
Balance at end of period	$	8.7		$	9.7

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Debt (Tables)

9 Months Ended

Sep. 30, 2021

Debt Disclosure [Abstract]

Outstanding Debt Obligations

Outstanding debt obligations at March 31, 2022 and December 31, 2021 were as follows:

	March 31, 2022			December 31, 2021
Debt:
Term loan	$	397.5		$	400.0
Revolver		600.0			605.0
Notes		400.0			400.0
Mortgages and other		8.4			9.2
Finance leases		0.1			0.1
Total gross debt		1,406.0			1,414.3
Less: debt discount and deferred financing    costs		(2.1	)		(2.2	)
Total debt, net of debt discount and    deferred financing costs		1,403.9			1,412.1
Less: current portion of long-term debt		(13.2	)		(11.1	)
Total long-term debt	$	1,390.7		$	1,401.0

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Stockholders' Equity (Tables)

3 Months Ended

Mar. 31, 2022

Stockholders' Equity Note [Abstract]

Summary of Stock Option Activity

The following table summarizes the stock option activity under the Company’s plan for the quarter ended March 31, 2022:

	Weighted Average Remaining Contractual Life in Years		Options (In thousands)		Weighted- average grant date fair value		Aggregate Intrinsic Value (In millions)
Outstanding at January 1, 2022				500.0	$	39.26
Granted				176.2		45.05
Outstanding at March 31, 2022		8.3		676.2	$	40.77	$	2.3
Exercisable at March 31, 2022		7.5		241.3	$	35.87	$	1.4
Unvested and expected to vest at March 31, 2022		8.7		407.2	$	43.34	$	0.9

Summary of Restricted Stock Unit Activity

The following table summarizes the Restricted Stock Unit activity under the Company’s plan for the quarter ended March 31, 2022:

	Shares (In thousands)			Weighted- average grant date fair value		Aggregate Intrinsic Value (In millions)
Unvested at January 1, 2022		420.5		$	42.21
Granted		173.5			45.05
Vested		(90.4	)		38.72
Canceled/Forfeited		(1.9	)		44.15
Unvested at March 31, 2022		501.7		$	43.81	$	19.5

Summary of Performance Share Awards Activity

The following table summarizes the Performance Share Award activity under the Company’s plan for the quarter ended March 31, 2022:

	Shares (In thousands)			Weighted- average grant date fair value		Aggregate Intrinsic Value (In millions)
Unvested at January 1, 2022		286.5		$	40.23
Granted		81.6			45.45
Vested		(125.9	)		32.02
Unvested at March 31, 2022		242.2		$	46.64	$	9.4

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Restructuring Costs (Tables)

3 Months Ended

Mar. 31, 2022

Restructuring and Related Activities [Abstract]

Reconciliation of Accrued Restructuring Costs

The following is a reconciliation of the accrued restructuring costs between January 1, 2022 and March 31, 2022:

	2017 Altra Plan		2019 Altra Plan			Total All Plans
Balance at January 1, 2022	$	—	$	0.5		$	0.5
Restructuring expense incurred		—		0.4			0.4
Cash payments		—		(0.3	)		(0.3	)
Balance at March 31, 2022	$	—	$	0.6		$	0.6

The following is a reconciliation of the accrued restructuring costs between January 1, 2021 and March 31, 2021:

	2017 Altra Plan			2019 Altra Plan			Total All Plans
Balance at January 1, 2021	$	0.5		$	1.8		$	2.3
Restructuring expense incurred		—			0.9			0.9
Cash payments		(0.1	)		(1.4	)		(1.5	)
Balance at March 31, 2021	$	0.4		$	1.3		$	1.7

Reconciliation of Restructuring Expense by Segment

The following is a reconciliation of restructuring expense by segment for the quarter ended March 31, 2022:

	2017 Altra Plan		2019 Altra Plan		Total All Plans
Power Transmission Technologies	$	—	$	—	$	—
Automation & Specialty		—		0.4		0.4
Total restructuring expense	$	—	$	0.4	$	0.4

The following is a reconciliation of restructuring expense by segment for the quarter ended March 31, 2021:

	2017 Altra Plan		2019 Altra Plan		Total All Plans
Power Transmission Technologies	$	—	$	0.6	$	0.6
Automation & Specialty		—		0.3		0.3
Total restructuring expense	$	—	$	0.9	$	0.9

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Segments, Concentrations and Geographic Information (Tables)

3 Months Ended

Mar. 31, 2022

Segment Reporting [Abstract]

Segment Financial Information and Reconciliation of Segments Revenue to Unaudited Condensed Consolidated Revenue

Segment financial information and a reconciliation of segment results to unaudited condensed consolidated results are as follows:

	Quarter Ended
	March 31, 2022			March 31, 2021
Net Sales:
Power Transmission Technologies	$	253.7		$	221.0
Automation & Specialty		259.2			252.1
Inter-segment eliminations		(1.2	)		(1.0	)
Net sales	$	511.7		$	472.1
Income from operations:
Segment earnings:
Power Transmission Technologies	$	32.3		$	27.8
Automation & Specialty (1)		35.6			41.4
Corporate expenses (2)		0.1			(3.2	)
Restructuring costs		(0.4	)		(0.9	)
Income from operations	$	67.6		$	65.1
Other non-operating expense:
Net interest expense		11.3			16.9
Other non-operating income, net		(0.1	)		(1.5	)
Total non-operating expense	$	11.2		$	15.4
Income before income taxes		56.4			49.7
Provision for income taxes		11.6			10.5
Net income	$	44.8		$	39.2

(1)The Company recorded a non-cash impairment charge of $6.1 million at the JVS reporting unit during the first quarter of 2022 related to the held for sale classification.

(2)Certain expenses are maintained at the corporate level and are not allocated to the segments. These include various administrative expenses related to the corporate headquarters, depreciation on capitalized software costs, non-capitalizable software implementation costs and acquisition related expenses.

Reconciliation of Segment Assets to Consolidated Assets

Selected information by segment (continued):

	Quarter Ended
	March 31, 2022		March 31, 2021
Depreciation and amortization:
Power Transmission Technologies	$	7.4	$	8.0
Automation & Specialty		16.2		22.0
Corporate		0.6		0.7
Total depreciation and amortization	$	24.2	$	30.7
	March 31, 2022		March 31, 2021
Total assets:
Power Transmission Technologies	$	1,085.6	$	1,059.9
Automation & Specialty		2,893.8		2,966.9
Corporate (3)		145.4		140.7
Total assets	$	4,124.8	$	4,167.5

(3)Corporate assets are primarily cash and cash equivalents, tax related asset accounts, certain capitalized software costs, property, plant and equipment and deferred financing costs.

Net Sales to Third Parties by Geographic Region

Net sales to third parties by geographic region are as follows:

	Net Sales
	Quarter Ended
	March 31, 2022		March 31, 2021
North America (primarily U.S.)	$	291.3	$	247.0
Europe excluding Germany		93.4		84.9
Germany		56.4		51.0
China		41.9		64.1
Asia and other excluding China		28.7		25.1
Total	$	511.7	$	472.1

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Organization and Nature of Operations - Additional Information (Detail)	3 Months Ended
	Mar. 31, 2022 Country
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Number of countries in which the company has production facilities	16

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Acquisitions and Divestitures - Additional Information (Details) - USD ($) $ in Millions			3 Months Ended
	Apr. 08, 2022	Dec. 31, 2021	Mar. 31, 2022	Dec. 31, 2021
Business Acquisition [Line Items]
Impairment charges			$ 6.1
JVS Divestiture [Member] | Subsequent Event [Member]
Business Acquisition [Line Items]
Divestiture of issued and outstandingI interest of entities selling price	$ 325.0
Net cash consideration received	325.9
Transaction costs related to divestiture	$ 9.4
JVS Divestiture [Member] | Held for Sale [Member]
Business Acquisition [Line Items]
Non cash goodwill impairment charge				$ 60.0
Asset held for sale impairment charge			$ 6.1	82.4
Impairment charges				142.4
Nook Industries, LLC [Member]
Business Acquisition [Line Items]
Business acquisition date of acquisition			Dec. 31, 2021
Aggregate purchase price		$ 138.5
Cash post-closing adjustment		125.2
Cash acquired		5.1		$ 5.1
Noncontingent purchase price holdback		8.2
Nook Industries, LLC [Member] | Revolving Credit Facility [Member]
Business Acquisition [Line Items]
Amount borrowed to finance acquisition		130.0
Nook Industries, LLC [Member] | Accrued Expenses and Other Liabilities [Member]
Business Acquisition [Line Items]
Noncontingent purchase price holdback		$ 8.2

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Acquisitions and Divestitures - Schedule of Purchase Price Allocation (Details) - USD ($) $ in Millions	Dec. 31, 2021	Mar. 31, 2022
Recognized identifiable assets acquired and liabilities assumed:
Goodwill	$ 1,564.0	$ 1,556.2
Nook Industries, LLC [Member]
Consideration transferred:
Total cash consideration	130.3
Purchase price holdback	8.2
Fair value of consideration transferred	138.5
Recognized identifiable assets acquired and liabilities assumed:
Cash and cash equivalents	5.1
Receivables	3.7
Inventory	10.8
Prepaids and other current assets	0.4
Property, plant and equipment	12.8
Deferred tax asset	0.9
Other non-current assets	5.0
Intangibles	55.1
Accounts payable	(2.9)
Accrued payroll	(0.7)
Accrued expenses and other current liabilities	(2.7)
Other long term liability	4.6
Total identifiable net assets assumed	82.9
Goodwill	$ 55.6

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Acquisitions and Divestitures - Schedule of Intangible Assets Acquired (Detail) - Nook Industries, LLC [Member] $ in Millions	Dec. 31, 2021 USD ($)
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill [Abstract]
Customer relationships	$ 54.0
Trade names	1.1
Total intangible assets	$ 55.1

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Acquisitions and Divestitures - Schedule of Unaudited Pro Forma Results of Operations (Details) - Nook Industries, LLC [Member] $ / shares in Units, $ in Millions	3 Months Ended
	Mar. 31, 2022 USD ($) $ / shares
Business Acquisition [Line Items]
Total revenues | $	$ 481.1
Net income (loss) | $	$ 37.5
Basic earnings per share | $ / shares	$ 0.58
Diluted earnings per share | $ / shares	$ 0.57

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Acquisitions and Divestitures - Schedule of Assets and Liabilities of the JVS Business Classified as Held for sale (Details) - USD ($) $ in Millions	Mar. 31, 2022	Dec. 31, 2021	Mar. 31, 2021
Current assets:
Trade receivables	$ 269.6	$ 224.5
Inventories	308.3	267.8
Prepaid expenses and other current assets	40.3	40.4
Property, plant and equipment, net	276.4	275.8
Goodwill	1,556.2	1,564.0
Intangible assets, net	1,036.0	1,057.2
Other assets	12.9	13.5
Total assets	4,124.8	4,130.6	$ 4,167.5
Current liabilities:
Accounts payable	179.0	173.3
Deferred tax liabilities	243.2	250.5
Other liabilities	5.8	7.3
Jvs Divestiture [Member] | Held For Sale [Member]
Current assets:
Trade receivables	21.5	11.3
Inventories	12.6	16.3
Prepaid expenses and other current assets	4.2	2.3
Property, plant and equipment, net	66.7	64.6
Intangible assets, net	364.7	364.5
Other assets	0.7	0.7
Impairment on carrying value	(87.4)	(82.4)
Total assets	383.0	377.3
Current liabilities:
Accounts payable	20.2	20.8
Other current liabilities	9.6	9.8
Deferred tax liabilities	22.4	22.3
Other liabilities	0.9	0.1
Liabilities, Total	$ 53.1	$ 53.0

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Acquisitions and Divestitures - Schedule of Assets and Liabilities of JVS Business Classified as Held for Sale (Parenthetical) (Details) - Jvs Divestiture [Member] - Held For Sale [Member] - USD ($) $ in Millions	3 Months Ended	12 Months Ended
	Mar. 31, 2022	Dec. 31, 2021
Business Acquisition [Line Items]
Favorable cumulative foreign currency translation adjustment and accumulated other post retirement benefit obligation gains	$ 11.2	$ 10.8
Estimated transaction costs incurred	9.4	$ 11.5
Transaction costs paid	1.1
Favorable working capital adjustment	$ 2.0

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Revenue Recognition - Additional Information (Detail)	3 Months Ended
	Mar. 31, 2022 Channel
Revenue from Contract with Customer [Abstract]
Number of distribution channels	3

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Revenue Recognition - Disaggregates Revenue for Each Reportable Segment and Geographic Region (Detail) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Disaggregation Of Revenue [Line Items]
Total net sales	$ 511.7	$ 472.1
North America (primarily U.S.) [Member]
Disaggregation Of Revenue [Line Items]
Total net sales	291.3	247.0
Europe Excluding Germany [Member]
Disaggregation Of Revenue [Line Items]
Total net sales	93.4	84.9
Germany [Member]
Disaggregation Of Revenue [Line Items]
Total net sales	56.4	51.0
China [Member]
Disaggregation Of Revenue [Line Items]
Total net sales	41.9	64.1
Asia and Other Excluding China [Member]
Disaggregation Of Revenue [Line Items]
Total net sales	28.7	25.1
Operating Segments [Member] | Power Transmission Technologies [Member]
Disaggregation Of Revenue [Line Items]
Total net sales	253.7	221.0
Operating Segments [Member] | Automation & Specialty [Member]
Disaggregation Of Revenue [Line Items]
Total net sales	259.2	252.1
Intersegment Eliminations [Member]
Disaggregation Of Revenue [Line Items]
Total net sales	$ (1.2)	$ (1.0)

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Revenue Recognition - Summary of Opening and Closing Balances of Current Contract Liability (Detail) - ASU 2014-09 [Member] - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Disaggregation Of Revenue [Line Items]
Beginning balance	$ 13.5	$ 10.3
Closing balance	17.9	11.7
Increase	$ 4.4	$ 1.4

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Fair Value of Financial Instruments - Additional Information (Detail) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2020	Mar. 31, 2022	Dec. 31, 2021
MTEK [Member]
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Minority equity interest in a privately held manufacturing software company	$ 5.0
Notes [Member]
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Debt		$ 400.0	$ 400.0
Estimated fair value		410.0
Altra Credit Agreement [Member]
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Debt		397.5	$ 400.0
Altra Credit Agreement [Member] | Term Loan Facility [Member]
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Debt		397.5
Altra Credit Agreement [Member] | Revolving Credit Facility [Member]
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Debt		$ 600.0

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Changes in Accumulated Other Comprehensive Income/(Loss) by Component - Reconciliation of Changes in Accumulated Other Comprehensive Income/(Loss) by Component (Detail) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward]
Accumulated Other Comprehensive Income (Loss) by Component	$ (11.0)
Beginning balance	1,985.1	$ 1,996.7
Reclassification of interest rate swap to income, net of tax		2.4
Amortization of actuarial losses, net of tax	(0.1)
Foreign currency translation adjustments, net of tax	(17.4)	(43.0)
Net current-period other comprehensive income (loss)	(17.5)	(40.6)
Accumulated Other Comprehensive Income (Loss) by Component	(28.5)
Ending balance	2,007.0	1,991.8
Gains and (Losses) on Cash Flow Hedges [Member]
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward]
Accumulated Other Comprehensive Income (Loss) by Component		(21.5)
Reclassification of interest rate swap to income, net of tax		2.4
Net current-period other comprehensive income (loss)		2.4
Accumulated Other Comprehensive Income (Loss) by Component		(19.1)
Pension & Other Post Retirement and Defined Benefit Pension Plans [Member]
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward]
Accumulated Other Comprehensive Income (Loss) by Component	0.2	(3.7)
Amortization of actuarial losses, net of tax	(0.1)
Net current-period other comprehensive income (loss)	(0.1)
Accumulated Other Comprehensive Income (Loss) by Component	0.1	(3.7)
Cumulative Foreign Currency Translation Adjustment [Member]
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward]
Accumulated Other Comprehensive Income (Loss) by Component	(11.2)	46.3
Foreign currency translation adjustments, net of tax	(17.4)	(43.0)
Net current-period other comprehensive income (loss)	(17.4)	(43.0)
Accumulated Other Comprehensive Income (Loss) by Component	(28.6)	3.3
Accumulated Other Comprehensive Income (Loss) [Member]
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward]
Beginning balance	(11.0)	21.1
Ending balance	$ (28.5)	$ (19.5)

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Net Income per Share - Reconciliation of Basic to Diluted Net Income per Share (Detail) - USD ($) $ / shares in Units, shares in Millions, $ in Millions	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Earnings Per Share [Abstract]
Net income	$ 44.8	$ 39.2
Shares used in net income per common share - basic	65.0	64.7
Effect of dilutive shares	0.3	0.6
Shares used in net income per common share - diluted	65.3	65.3
Earnings per share:
Basic	$ 0.69	$ 0.61
Diluted	$ 0.69	$ 0.60

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Inventories - Summary of Inventories (Detail) - USD ($) $ in Millions	Mar. 31, 2022	Dec. 31, 2021
Inventory Disclosure [Abstract]
Raw materials	$ 160.8	$ 124.1
Work in process	29.9	26.7
Finished goods	117.6	117.0
Inventories, net	$ 308.3	$ 267.8

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Goodwill and Intangible Assets - Additional Information (Detail) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Goodwill And Intangible Assets [Line Items]
Amortization expense	$ 14.0	$ 17.6
Estimated amortization expense, remainder of 2022	42.4
Estimated amortization expense, year 2023	55.5
Estimated amortization expense, year 2024	55.1
Estimated amortization expense, year 2025	54.5
Estimated amortization expense, year 2026	53.5
Estimated amortization expense, thereafter	$ 565.9
Thomson Reporting Unit [Member] | Maximum [Member]
Goodwill And Intangible Assets [Line Items]
Reporting unit, percentage of fair value in excess of carrying amount	10.00%
All Other Reporting Units [Member]
Goodwill And Intangible Assets [Line Items]
Reporting unit, percentage of fair value in excess of carrying amount	10.00%

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Goodwill and Intangible Assets - Changes in Goodwill (Detail) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2022	Dec. 31, 2021
Goodwill [Roll Forward]
Goodwill		$ 1,794.9
Accumulated impairment loss		(230.9)
Goodwill, Beginning balance	$ 1,564.0
Impact of changes in foreign currency	(7.8)
Goodwill	1,556.2
Power Transmission Technologies [Member]
Goodwill [Roll Forward]
Goodwill		442.8
Accumulated impairment loss		(31.8)
Goodwill, Beginning balance	411.0
Impact of changes in foreign currency	(2.2)
Goodwill	408.8
Automation & Specialty [Member]
Goodwill [Roll Forward]
Goodwill		1,352.1
Accumulated impairment loss		$ (199.1)
Goodwill, Beginning balance	1,153.0
Impact of changes in foreign currency	(5.6)
Goodwill	$ 1,147.4

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Goodwill and Intangible Assets - Other Intangible Assets (Detail) - USD ($) $ in Millions	Mar. 31, 2022	Dec. 31, 2021
Schedule Of Finite And Indefinite Lived Intangible Assets [Line Items]
Total intangible assets, cost	$ 1,304.8	$ 1,313.8
Total intangible assets, accumulated amortization	268.8	256.6
Total intangible assets, net	1,036.0	1,057.2
Customer Relationships [Member]
Schedule Of Finite And Indefinite Lived Intangible Assets [Line Items]
Intangible assets subject to amortization, cost	953.0	960.2
Intangible assets subject to amortization, accumulated amortization	215.1	206.4
Intangible assets subject to amortization, net	737.9	753.8
Product Technology and Patents [Member]
Schedule Of Finite And Indefinite Lived Intangible Assets [Line Items]
Intangible assets subject to amortization, cost	141.6	141.4
Intangible assets subject to amortization, accumulated amortization	53.6	50.2
Intangible assets subject to amortization, net	88.0	91.2
Tradenames and Trademarks [Member]
Schedule Of Finite And Indefinite Lived Intangible Assets [Line Items]
Intangible assets not subject to amortization, cost	210.2	212.2
Intangible assets not subject to amortization, accumulated amortization	0.1
Intangible assets not subject to amortization, net	$ 210.1	$ 212.2

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Goodwill and Intangible Assets - Other Intangible Assets (Parenthetical) (Details) $ in Millions	Mar. 31, 2022 USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
Net book value of tradename	$ 1.0

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Warranty Costs - Additional Information (Detail)	3 Months Ended
	Mar. 31, 2022
Minimum [Member]
Guarantor Obligations [Line Items]
Product warranty period	3 months
Maximum [Member]
Guarantor Obligations [Line Items]
Product warranty period	2 years

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Warranty Costs - Changes in Carrying Amount of Accrued Product Warranty Costs (Detail) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Movement in Liabilities for Guarantees on Long-Duration Contracts, Guaranteed Benefit Liability, Gross [Roll Forward]
Balance at beginning of period	$ 8.3	$ 9.6
Accrued current period warranty expense	1.3	0.9
Payments and adjustments	(0.9)	(0.8)
Balance at end of period	$ 8.7	$ 9.7

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Debt - Outstanding Debt Obligations (Detail) - USD ($) $ in Millions	Mar. 31, 2022	Dec. 31, 2021
Debt Instrument [Line Items]
Finance leases	$ 0.1	$ 0.1
Total gross debt	1,406.0	1,414.3
Less: debt discount and deferred financing costs	(2.1)	(2.2)
Total debt, net of debt discount and deferred financing costs	1,403.9	1,412.1
Less: current portion of long-term debt	(13.2)	(11.1)
Total long-term debt	1,390.7	1,401.0
Term Loan [Member]
Debt Instrument [Line Items]
Debt	397.5	400.0
Revolver [Member]
Debt Instrument [Line Items]
Debt	600.0	605.0
Notes [Member]
Debt Instrument [Line Items]
Debt	400.0	400.0
Mortgages and Other [Member]
Debt Instrument [Line Items]
Debt	$ 8.4	$ 9.2

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Debt - Additional Information (Detail) - USD ($)			3 Months Ended
	Nov. 17, 2021	Oct. 01, 2018	Mar. 31, 2022	Dec. 31, 2021
Debt Instrument [Line Items]
Finance lease obligations			$ 100,000	$ 100,000
Mortgages and Other Agreements [Member]
Debt Instrument [Line Items]
Description about maturity date of debt instrument			The debt has interest rates that range from 1.0% to 2.5%, with various quarterly and monthly installments through 2028.
Minimum [Member] | Mortgages and Other Agreements [Member]
Debt Instrument [Line Items]
Debt instrument, interest rate percentage			1.00%
Maximum [Member] | Mortgages and Other Agreements [Member]
Debt Instrument [Line Items]
Debt instrument, interest rate percentage			2.50%
Credit Agreement [Member]
Debt Instrument [Line Items]
Debt issuance costs			$ 3,700,000
Proceeds from credit facilities	$ 880,000,000.0
Outstanding debt			997,500,000
Letters of credit outstanding			$ 4,300,000	$ 4,800,000
Credit Agreement [Member] | Term Loan Facility [Member]
Debt Instrument [Line Items]
Debt instrument, term	5 years
Maximum amount available	$ 400,000,000.0
Credit Agreement [Member] | Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Debt instrument, term	5 years
Maximum amount available	$ 1,000,000,000.0
Notice provided to administrate agent of credit facility to draw amount	$ 480,000,000.0
Credit Agreement [Member] | Credit Facilities [Member]
Debt Instrument [Line Items]
Debt instrument, maturity date			Nov. 17, 2026
Debt instrument, description of variable rate basis			Interest on the amounts outstanding under the Credit Facilities is calculated using either a Base Rate or Eurocurrency Rate, plus the applicable margin. The applicable margins for Eurocurrency Loans are between 1.000% to 1.750%, and for Base Rate Loans are between 0.000% and 0.750%. The amounts of the margins are calculated based on the Total Leverage Ratio (as defined in the Credit Agreement).
Line of credit facility, interest rate during period			1.709%
Amount available under credit facility			$ 395,700,000
Credit Agreement [Member] | Credit Facilities [Member] | Minimum [Member] | Eurocurrency Rate [Member]
Debt Instrument [Line Items]
Applicable margins for loans	1.00%
Credit Agreement [Member] | Credit Facilities [Member] | Minimum [Member] | Base Rate Loans [Member]
Debt Instrument [Line Items]
Applicable margins for loans	0.00%
Credit Agreement [Member] | Credit Facilities [Member] | Maximum [Member] | Eurocurrency Rate [Member]
Debt Instrument [Line Items]
Applicable margins for loans	1.75%
Credit Agreement [Member] | Credit Facilities [Member] | Maximum [Member] | Base Rate Loans [Member]
Debt Instrument [Line Items]
Applicable margins for loans	0.75%
2018 Credit Agreement [Member] | 2018 Term Loan Facility [Member]
Debt Instrument [Line Items]
Maximum amount available		$ 1,340,000,000.0
2018 Credit Agreement [Member] | 2018 Credit Facilities [Member]
Debt Instrument [Line Items]
Maximum amount available		300,000,000.0
Automation & Specialty platform Excluding Fortive's Hengstler and Dynapar Businesses [Member] | 6.125% Senior Notes Due 2026 [Member] | Newco [Member]
Debt Instrument [Line Items]
Debt instrument, aggregate principal amount		$ 400,000,000
Debt instrument, interest rate percentage		6.125%
Debt instrument, maturity date		Oct. 01, 2026
Debt instrument, interest payment terms			The Notes will mature on October 1, 2026. Interest on the Notes accrues from October 1, 2018 and is payable semi-annually commencing on April 1, 2019. The Notes may be redeemed at the option of the issuer on or after October 1, 2023.
Debt instrument, semi-annually, payable date		Apr. 01, 2019
Debt instrument, redemption, description			The Notes may be redeemed at the option of the issuer on or after October 1, 2023.
Debt instrument, redemption period, start date		Oct. 01, 2023

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Stockholders' Equity - Additional Information (Detail) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021	Dec. 31, 2021	Oct. 01, 2018	Sep. 30, 2018
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock, shares authorized (in shares)	120,000,000		120,000,000	120,000,000.0	90,000,000.0
Common stock, shares issued (in shares)	65,059,097		64,923,539
Common stock, shares outstanding (in shares)	65,059,097		64,923,539
Preferred Stock, shares authorized (in shares)	10,000,000.0
Preferred Stock, shares issued (in shares)	0		0
Preferred Stock, shares outstanding (in shares)	0		0
Compensation expense	$ 3.9	$ 3.5
Remaining compensation cost yet to be recognized	$ 30.9
Remaining compensation cost yet to be recognized , period	3 years
2014 Plan [Member] | Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares of common stock available for delivery pursuant to the grant of awards (in shares)	3,700,000
2014 Plan [Member] | Restricted Shares and Restricted Stock Units [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Restricted shares for vesting period	5 years

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Stockholders' Equity - Summary of Stock Option Activity (Detail) $ / shares in Units, $ in Millions	3 Months Ended
	Mar. 31, 2022 USD ($) $ / shares shares
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract]
Weighted Average Remaining Contractual Life in Years	8 years 3 months 18 days
Weighted Average Remaining Contractual Life in Years, options exercisable at March 31, 2022	7 years 6 months
Weighted Average Remaining Contractual Life in Years, options unvested and expected to vest at March 31, 2022	8 years 8 months 12 days
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward]
Options outstanding, beginning balance | shares	500,000.0
Options granted | shares	176,200
Options outstanding, ending balance | shares	676,200
Options exercisable at March 31, 2022 | shares	241,300
Options unvested and expected to vest at March 31, 2022 | shares	407,200
Weighted-average grant date fair value
Weighted-average grant date fair value, options beginning balance | $ / shares	$ 39.26
Weighted-average grant date fair value, options granted | $ / shares	45.05
Weighted-average grant date fair value, options ending balance | $ / shares	40.77
Weighted-average grant date fair value, options exercisable at March 31, 2022 | $ / shares	35.87
Weighted-average grant date fair value, options unvested and expected to vest at March 31, 2022 | $ / shares	$ 43.34
Aggregate Intrinsic Value, options outstanding | $	$ 2.3
Aggregate Intrinsic Value, options exercisable at March 31, 2022 | $	1.4
Aggregate Intrinsic Value, options unvested and expected to vest at March 31, 2022 | $	$ 0.9

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Stockholders' Equity - Summary of Restricted Stock Unit Activity (Detail) - Restricted Stock Units [Member] $ / shares in Units, $ in Millions	3 Months Ended
	Mar. 31, 2022 USD ($) $ / shares shares
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward]
Shares unvested, beginning balance | shares	420,500
Shares granted | shares	173,500
Shares vested | shares	(90,400)
Shares canceled/forfeited | shares	(1,900)
Shares unvested, ending balance | shares	501,700
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract]
Weighted-average grant date fair value, beginning balance | $ / shares	$ 42.21
Weighted-average grant date fair value, shares granted | $ / shares	45.05
Weighted-average grant date fair value, shares vested | $ / shares	38.72
Weighted-average grant date fair value, shares canceled/forfeited | $ / shares	44.15
Weighted-average grant date fair value, ending balance | $ / shares	$ 43.81
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Aggregate Intrinsic Value [Abstract]
Aggregate Intrinsic Value at March 31, 2022 | $	$ 19.5

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Stockholders' Equity - Summary of Performance Share Awards Activity (Detail) - Performance Share Awards $ / shares in Units, $ in Millions	3 Months Ended
	Mar. 31, 2022 USD ($) $ / shares shares
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward]
Shares unvested, beginning balance | shares	286,500
Shares granted | shares	81,600
Shares vested | shares	(125,900)
Shares unvested, ending balance | shares	242,200
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract]
Weighted-average grant date fair value, beginning balance | $ / shares	$ 40.23
Weighted-average grant date fair value, shares granted | $ / shares	45.45
Weighted-average grant date fair value, shares vested | $ / shares	32.02
Weighted-average grant date fair value, ending balance | $ / shares	$ 46.64
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Intrinsic Value, Amount Per Share [Abstract]
Aggregate Intrinsic Value at March 31, 2022 | $	$ 9.4

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Restructuring Costs - Additional Information (Detail) - USD ($)	3 Months Ended		12 Months Ended
	Mar. 31, 2022	Mar. 31, 2021	Dec. 31, 2019
Restructuring Cost And Reserve [Line Items]
Restructuring costs	$ 400,000	$ 900,000
2017 Altra Plan [Member]
Restructuring Cost And Reserve [Line Items]
Restructuring costs	0
2019 Altra Plan [Member]
Restructuring Cost And Reserve [Line Items]
Expected period to incur restructuring expense			2 years
Restructuring costs	400,000	$ 900,000
2019 Altra Plan [Member] | Severance [Member]
Restructuring Cost And Reserve [Line Items]
Restructuring costs	$ 400,000
2019 Altra Plan [Member] | Minimum [Member]
Restructuring Cost And Reserve [Line Items]
Expected additional restructuring cost remaining			$ 1,000,000
2019 Altra Plan [Member] | Maximum [Member]
Restructuring Cost And Reserve [Line Items]
Expected additional restructuring cost remaining			$ 2,000,000

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Restructuring Costs - Reconciliation of Accrued Restructuring Costs (Detail) - USD ($)	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Restructuring Reserve [Roll Forward]
Beginning Balance	$ 500,000	$ 2,300,000
Restructuring expense incurred	400,000	900,000
Cash payments	(300,000)	(1,500,000)
Ending Balance	600,000	1,700,000
2017 Altra Plan [Member]
Restructuring Reserve [Roll Forward]
Beginning Balance		500,000
Restructuring expense incurred	0
Cash payments		(100,000)
Ending Balance		400,000
2019 Altra Plan [Member]
Restructuring Reserve [Roll Forward]
Beginning Balance	500,000	1,800,000
Restructuring expense incurred	400,000	900,000
Cash payments	(300,000)	(1,400,000)
Ending Balance	$ 600,000	$ 1,300,000

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Restructuring Costs - Summary of Reconciliation of Restructuring Expense by Segment (Detail) - USD ($)	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Restructuring Cost And Reserve [Line Items]
Restructuring expense	$ 400,000	$ 900,000
2017 Altra Plan [Member]
Restructuring Cost And Reserve [Line Items]
Restructuring expense	0
2019 Altra Plan [Member]
Restructuring Cost And Reserve [Line Items]
Restructuring expense	400,000	900,000
Operating Segments [Member]
Restructuring Cost And Reserve [Line Items]
Restructuring expense	400,000	900,000
Operating Segments [Member] | Power Transmission Technologies [Member]
Restructuring Cost And Reserve [Line Items]
Restructuring expense		600,000
Operating Segments [Member] | Automation & Specialty [Member]
Restructuring Cost And Reserve [Line Items]
Restructuring expense	400,000	300,000
Operating Segments [Member] | 2019 Altra Plan [Member] | Power Transmission Technologies [Member]
Restructuring Cost And Reserve [Line Items]
Restructuring expense		600,000
Operating Segments [Member] | 2019 Altra Plan [Member] | Automation & Specialty [Member]
Restructuring Cost And Reserve [Line Items]
Restructuring expense	$ 400,000	$ 300,000

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Segments, Concentrations and Geographic Information - Additional Information (Detail)	3 Months Ended
	Mar. 31, 2022 Segment
Segment Reporting [Abstract]
Number of reporting segments	2

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Segments, Concentrations and Geographic Information - Segment Financial Information and Reconciliation of Segments Revenue to Unaudited Condensed Consolidated Revenue (Detail) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Revenues from External Customers and Long-Lived Assets [Line Items]
Net sales	$ 511.7	$ 472.1
Income from operations	67.6	65.1
Restructuring costs	(0.4)	(0.9)
Net interest expense	11.3	16.9
Other non-operating income, net	(0.1)	(1.5)
Total other non-operating (income) expense, net	11.2	15.4
Income before income taxes	56.4	49.7
Provision for income taxes	11.6	10.5
Net income	44.8	39.2
Operating Segments [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Restructuring costs	(0.4)	(0.9)
Operating Segments [Member] | Power Transmission Technologies [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Net sales	253.7	221.0
Income from operations	32.3	27.8
Restructuring costs		(0.6)
Operating Segments [Member] | Automation & Specialty [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Net sales	259.2	252.1
Income from operations	35.6	41.4
Restructuring costs	(0.4)	(0.3)
Intersegment Eliminations [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Net sales	(1.2)	(1.0)
Corporate Expenses [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Income from operations	$ 0.1	$ (3.2)

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Segments, Concentrations and Geographic Information - Segment Financial Information and Reconciliation of Segments Revenue to Unaudited Condensed Consolidated Revenue (Parenthetical) (Detail) $ in Millions	3 Months Ended
	Mar. 31, 2022 USD ($)
Revenues from External Customers and Long-Lived Assets [Line Items]
Non-cash impairment charges	$ 6.1
Jacobs Vehicle Systems [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Non-cash impairment charges	$ 6.1

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Segments, Concentrations and Geographic Information - Reconciliation of Segment Assets to Consolidated Assets (Detail) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021	Dec. 31, 2021
Revenues from External Customers and Long-Lived Assets [Line Items]
Total depreciation and amortization	$ 24.2	$ 30.7
Total assets	4,124.8	4,167.5	$ 4,130.6
Corporate [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Total depreciation and amortization	0.6	0.7
Total assets	145.4	140.7
Power Transmission Technologies [Member] | Operating Segments [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Total depreciation and amortization	7.4	8.0
Total assets	1,085.6	1,059.9
Automation & Specialty [Member] | Operating Segments [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Total depreciation and amortization	16.2	22.0
Total assets	$ 2,893.8	$ 2,966.9

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Segments, Concentrations and Geographic Information - Net Sales to Third Parties by Geographic Region (Detail) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Revenues from External Customers and Long-Lived Assets [Line Items]
Net sales	$ 511.7	$ 472.1
North America (primarily U.S.) [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Net sales	291.3	247.0
Europe Excluding Germany [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Net sales	93.4	84.9
Germany [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Net sales	56.4	51.0
China [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Net sales	41.9	64.1
Asia and Other Excluding China [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Net sales	$ 28.7	$ 25.1

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Derivative Financial Instruments - Additional Information (Detail) - USD ($) $ in Millions	1 Months Ended	3 Months Ended			12 Months Ended
	Jan. 31, 2017	Mar. 31, 2022	Mar. 31, 2021	Mar. 31, 2020	Dec. 31, 2020
Cross Currency Interest Rate Swap [Member]
Derivative [Line Items]
Proceeds from cross-currency interest rate swaps upon termination				$ 56.2
Paid termination fees				0.9
Gain (loss) in AOCIL		$ 44.8	$ 44.8
AOCIL tax expense (benefit)		$ 11.4	11.4
Cross Currency Interest Rate Swap [Member] | Interest Income [Member]
Derivative [Line Items]
Cumulative translation adjustment recognized net interest income (expense), net amount				$ 3.3
Interest Rate Swap [Member]
Derivative [Line Items]
Paid termination fees					$ 0.1
Maturity date of interest rate swap	Jan. 31, 2020
Fair value of swap					34.7
Net interest expense					$ 0.1
Interest Rate Swap [Member] | Altra Credit Agreement [Member]
Derivative [Line Items]
Non-cash interest expense from AOCIL to earnings			2.4
Non-cash interest expense, tax benefit from AOCIL to earnings			$ 0.7

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Commitments and Contingencies - Additional Information (Detail) - USD ($) $ in Millions	Mar. 31, 2022	Dec. 31, 2021
Commitments and Contingencies Disclosure [Abstract]
Loss contingency accrual	$ 0	$ 0

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Subsequent Events - Additional Information (Detail) - USD ($)			3 Months Ended
	Apr. 26, 2022	Apr. 08, 2022	Mar. 31, 2022	Mar. 31, 2021
Subsequent Event [Line Items]
Cash dividend declared			$ 0.08	$ 0.06
Subsequent Event [Member]
Subsequent Event [Line Items]
Cash dividend declared	$ 0.09
Dividend declaration date	Apr. 26, 2022
Dividend payable date	Jul. 06, 2022
Dividend record date	Jun. 17, 2022
Stock repurchase program, expiration period	Dec. 31, 2024
Subsequent Event [Member] | Maximum [Member]
Subsequent Event [Line Items]
Stock repurchase program, authorized amount	$ 300,000,000
Subsequent Event [Member] | Cummins Inc [Member]
Subsequent Event [Line Items]
Net cash consideration received		$ 325,900,000
Divestiture of issued and outstandingI interest of entities selling price		$ 325,000,000.0