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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
_________________________________________________
FORM 10-K
(Mark one)
☒
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
    For the fiscal year ended December 31, 2023
☐
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
    For the transition period from   to
_________________________________________________
ZURN ELKAY WATER SOLUTIONS CORPORATION
(Exact name of registrant as specified in its charter)
Delaware001-3547520-5197013
(State or Other Jurisdiction of Incorporation or Organization)(Commission File Number)(I.R.S. Employer Identification No.)
511 W. Freshwater Way53204
Milwaukee,Wisconsin
(Address of Principal Executive Offices)(Zip Code)
Registrant’s telephone number, including area code: (855) 480-5050
Securities registered pursuant to Section 12(b) of the Act:
Title of Each ClassTrading Symbol(s)Name of Each Exchange on Which Registered
Common Stock $.01 par valueZWSThe New York Stock Exchange

Securities registered pursuant to Section 12(g) of the Act: None
__________________________________ 
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes  ☒    No   ☐
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange Act. Yes  ☐     No  ☒
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 checkmark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§229.405 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 has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐   

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant's executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐  

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 June 30, 2023, the aggregate market value of the shares of common stock (based upon the $26.89 closing price on the New York Stock Exchange on June 30, 2023, the last trading day of the registrant's second fiscal quarter) held by non-affiliates (excludes shares reported as beneficially owned by then-current directors and executive officers - does not constitute an admission as to affiliate status) was approximately $4.6 billion.
As of February 1, 2024, there were 171,996,144 shares of common stock outstanding.

DOCUMENTS INCORPORATED BY REFERENCE
Part III of this Report on Form 10-K incorporates by reference certain information from the Proxy Statement for the Registrant's annual meeting of stockholders, to be held on or about May 2, 2024, which Proxy Statement will be subsequently filed.


TABLE OF CONTENTS
 
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2

PART I

CAUTIONARY NOTICE REGARDING FORWARD-LOOKING STATEMENTS
This report includes "forward-looking statements" within the meaning of the federal securities laws that involve risks and uncertainties. Forward-looking statements include statements we make concerning our plans, objectives, goals, strategies, future events, future revenues or performance, capital expenditures, financing needs and other information that is not historical information and, in particular, appear in Items 1, 1A and 7 of this report. When used in this report, the words "estimates," "expects," "anticipates," "projects," "forecasts," "plans," "believes," "foresees," "seeks," "likely," "may," "might," "will," "should," "goal," "target" or "intends" and variations of these words or similar expressions (or the negative versions of any such words) are intended to identify forward-looking statements. All forward-looking statements are based upon information available to us on the date of this report.
These forward-looking statements are subject to risks, uncertainties and other factors, many of which are outside of our control, that could cause actual results to differ materially from the results discussed in the forward-looking statements, including, among other things, the matters discussed in this report in the Items identified above. Some of the factors that we believe could affect our results include:
•changes in economic and business conditions, generally and, in particular, changes in institutional and commercial building construction activity and in other cyclical industries;
•increases in cost of our raw materials, including as a result of tariffs, trade wars and other trade protection matters, and our possible inability to increase product prices to offset such increases;
•the costs and uncertainties related to strategic acquisitions or divestitures or the integration of recent and future acquisitions into our business;
•performance, and potential failure, of our information and data security systems, including potential cybersecurity threats and breaches;
•the loss of any significant customer;
•increased competition;
•dependence on independent distributors and independent sales representatives;
•reliance on intellectual property;
•loss of key personnel and a failure to effectively manage human capital resources;
•legislative, regulatory and legal developments involving taxes;
•the costs of compliance and/or the imposition of liabilities under environmental, climate, health and safety laws and regulations;
•impact of weather on the seasonality of the demand for our products;
•impact of climate change on our operations and demand for our products;
•the costs associated with potential product liability claims and other potential litigation;
•changes in technology and manufacturing techniques;
•changes in laws and regulations, or the interpretation or enforcement thereof, including laws and regulations addressing climate change, environmental matters and the transition to a reduced-carbon economy;
•terrorism, conflicts, wars, and other events outside our control;
•changes in pension funding requirements;
•the impact of our indebtedness;
•the effects of an infectious disease outbreak on our business, financial condition, employees, customers, distributors and supply chain, including the impact related to governmental actions; an infectious disease outbreak may, among other impacts, heighten the effects on our business, results of operations and financial condition of the other risk factors identified herein;
•the effect of local, national and international economic, credit and capital market conditions on the economy in general, and on our customers and the industries in which we operate in particular;
•our access to available and reasonable financing on a timely basis;
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•work stoppages by unionized employees;
•potential impairment of goodwill and intangible assets; and
•the other factors described in this report, including those discussed in "Risk Factors" in Part I, Item 1A.
There are likely other factors that could cause our actual results to differ materially from the results referred to in the forward-looking statements. All forward-looking statements attributable to us apply only as of the date of this report and are expressly qualified in their entirety by the cautionary statements included in this report. We undertake no obligation to publicly update or revise forward-looking statements to reflect events or circumstances after the date made or to reflect the occurrence of unanticipated events, except as required by law.
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ITEM 1. BUSINESS.
Overview
Zurn Elkay Water Solutions Corporation ("Zurn Elkay", "we", "us", "our", or the "Company") is a growth-oriented, pure-play water management business that designs, procures, manufactures, and markets what we believe to be the broadest sustainable product portfolio of specification-driven water management solutions to improve health, human safety and the environment. Our product portfolio includes professional grade water safety and control products, flow system products, hygienic and environmental products, and filtered drinking water products for public and private spaces that deliver superior value to building owners, positively impact the environment and human hygiene and reduce product installation time. Our heritage of innovation and specification has allowed us to provide highly-engineered, mission-critical solutions to customers for decades and affords us the privilege of having long-term, valued relationships with market leaders. We operate in a disciplined way and the Zurn Elkay Business System (“ZEBS”), described below, is our operating philosophy. Grounded in the spirit of continuous improvement, ZEBS creates a scalable, process-based framework that focuses on driving superior customer satisfaction and financial results by targeting world-class operating performance throughout all aspects of our business.
Zurn Elkay is a leading provider of specification-driven water management solutions to the multi-billion dollar construction market of primarily institutional and commercial buildings and to a lesser extent to the waterworks and residential construction markets.
    Our strategy is to build Zurn Elkay around a strategic platform that participates in end markets with sustainable growth characteristics where we are, or have the opportunity to become, the industry leader. We have a track record of acquiring and integrating companies and expect to continue to pursue strategic acquisitions that will broaden our product lines, allow us to move into adjacent markets and expand our geographic presence.
The demand for our products is primarily driven by new institutional and commercial building construction, the retrofit of existing structures (to make them more energy and water efficient) and, to a lesser extent, new infrastructure and residential construction. With our broad portfolio of products, we believe we have become a market leader in the industry by developing innovative products that meet stringent third-party regulatory, building, and plumbing code requirements and by subsequently achieving specification of our products into projects and applications.
We are led by an experienced, high-caliber management team that employs ZEBS as a proven operating philosophy to drive excellence and world-class performance in all aspects of our business, and which includes our "Voice of the Customer" process to promote superior customer satisfaction. Our physical footprint encompasses 29 principal manufacturing and warehouse facilities located primarily in North America.
As previously disclosed, on February 12, 2022, Zurn Water Solutions Corporation ("Zurn") entered into a definitive agreement to combine with Elkay Manufacturing Company (“Elkay”), pursuant to an Agreement and Plan of Merger (the “Merger Agreement”) by and among Zurn, Elkay, Zebra Merger Sub, Inc., a wholly owned subsidiary of Zurn (“Merger Sub”), and Elkay Interior Systems International, Inc., as representative of the stockholders of Elkay, providing for the merger of Elkay with and into Merger Sub, with Elkay surviving as a wholly owned subsidiary of Zurn (the “Merger”). On July 1, 2022, the Merger was completed following which we changed our name to “Zurn Elkay Water Solutions Corporation”. Shares of our common stock are traded on the New York Stock Exchange under the ticker symbol “ZWS”.
Also, as previously disclosed, on October 4, 2021, we completed a Reverse Morris Trust tax-free spin-off transaction (the “Spin-Off Transaction”) in which (i) substantially all the assets and liabilities of our Process & Motion Control business were transferred to a newly created subsidiary, Land Newco, Inc. (“Land”), (ii) the shares of Land were distributed to our stockholders pro rata, and (iii) Land was merged with a subsidiary of Regal Rexnord Corporation (formerly known as Regal Beloit Corporation), in which the stock of Land was converted into shares of Regal Rexnord Corporation. Following completion of the Spin-Off Transaction, we changed our name to “Zurn Water Solutions Corporation”.
Prior to the completion of the Spin-Off Transaction our business consisted of two platforms: Process & Motion Control and Water Management. Following the Spin-Off Transaction, the operating results and financial position of the Process & Motion Control platform are reported as discontinued operations within our consolidated financial statements and we operate as a single Water Management platform.
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ZEBS
ZEBS creates a scalable, process-based framework that focuses on driving superior customer satisfaction and financial results by targeting world-class operating performance throughout all aspects of our business. ZEBS is based on the following principles: (1) strategy deployment (a long-term strategic planning process that determines annual improvement priorities and the actions necessary to achieve those priorities); (2) measuring our performance based on customer satisfaction, or the "Voice of the Customer;" (3) involvement of all our associates in the execution of our strategy; and (4) a culture that embraces Kaizen, the Japanese philosophy of continuous improvement and the concepts around 80/20 simplification. We believe applying ZEBS can yield superior growth, quality, delivery and operating costs relative to our competition, resulting in enhanced profitability and ultimately the creation of stockholder value. As we have applied ZEBS over the past several years, we have experienced improvements in growth, productivity, cost reduction and asset efficiency and believe there are opportunities to continue to improve our performance as we continue to apply ZEBS.
Our Business
Zurn Elkay is a growth-oriented, pure-play water management business that designs, procures, manufactures, and markets what we believe to be the broadest sustainable product portfolio of specification-driven water management solutions to improve health, human safety and the environment. Our product portfolio includes professional grade water safety and control products, flow system products, hygienic and environmental products, and filtered drinking water products for public and private spaces that deliver superior value to building owners, positively impact the environment and human hygiene and reduce product installation time. Our products are marketed and sold under widely recognized brand names, including Zurn®, Elkay®, Wilkins®, Green Turtle®, World Dryer®, StainlessDrains.com™, JUST®, Hadrian®, Wade®, and Halsey Taylor®.
Over the past century, Zurn Elkay has established itself as an innovator and leading designer, manufacturer and distributor of highly engineered products and solutions that control the flow, delivery, treatment and conservation of water as well as human hygiene to and within institutional and commercial buildings and, to a lesser extent, for waterworks and residential applications. The institutional construction end users include education, healthcare, and government segments. The commercial construction end users include retail, office, lodging, dining, warehouse, and sports arenas segments. The waterworks end users include municipal water and wastewater and transportation segments. The demand for our products is primarily driven by new institutional and commercial building construction, the retrofit of existing structures (to make them more energy and water efficient) and, to a lesser extent, new waterworks and residential construction.
Our products are principally specification-driven given their technical design and ability to meet certain performance characteristics. They deliver superior value to building owners, positively impact the environment and human health and hygiene and reduce product installation time while meeting the stringent county-specific regulatory, building, and plumbing code requirements. These stringent testing and regulatory approval processes are completed principally through the Foundation for Cross-Connection Control and Hydraulic Research at the University of Southern California, the International Association of Plumbing and Mechanical Officials ("IAPMO"), the National Sanitation Foundation ("NSF"), the American National Standards Institute ("ANSI"), ASTM International ("ASTM"), the Plumbing and Drainage Institute ("PDI"), Underwriters Laboratories ("UL"), Factory Mutual ("FM") and the American Waterworks Association ("AWWA") typically prior to the commercialization of our products. Our products are project-critical and typically represent a low percentage of the overall project cost. We believe these characteristics, coupled with our extensive distribution network, create a high level of end-user loyalty for our products and allow us to achieve specification of our products into projects and applications and to maintain leading market shares in the majority of our product lines.
We utilize an extensive sales and marketing network spanning approximately 30 countries, which consists of approximately 1,055 independent sales representatives across 173 sales agencies. Specifically, it has been our experience that, once an architect, engineer, contractor, or owner has specified our product with satisfactory results, that person will generally continue to use our products in future projects. The inclusion of our products in project specifications, combined with our ability to innovate, engineer, and deliver products and systems that save time and money in both installation and over the life of the product for engineers, architects, contractors and builders has resulted in growing demand for our products. Our distribution model is predicated upon maintaining high product availability near our customers. We believe this model provides us with a competitive advantage as we can meet our customer demand with local inventory at significantly reduced lead times as compared with others in our industry.
Our Markets
We evaluate our competitive position in our markets based on available market data, relevant benchmarks compared to our relative peer group and industry trends. We generally do not participate in segments of our served markets that have been commoditized or in applications that do not require differentiation based on product quality, reliability and innovation. We serve a broad and diverse array of institutional and commercial end markets, and to a lesser extent waterworks and residential end markets, with solid fundamental long-term growth characteristics. We believe there continues to be long-term growth potential in our markets.
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The markets in which we participate are relatively fragmented with competitors across a broad range of industries, sectors, and product lines. Although competition exists across all of our businesses, we do not believe that any one competitor directly competes with us across the breadth of all of our product lines. We believe our served markets are growing long term at relatively strong rates, and that the growing demand for water safety, conservation, hygienic solutions, availability of clean drinking water, and the elimination of plastic water bottles can potentially support market growth above that of overall United States industrial production. We believe that we can continue to grow our platform long term at rates above the growth rate of the overall market and the growth rate of our competition, by focusing our efforts and resources towards end markets that have above-average growth characteristics.
We believe the areas in which we compete are primarily tied to growth in institutional and commercial construction, as well as, to a lesser extent, waterworks and residential. We believe these areas have significant long-term growth fundamentals. Historically, the institutional, commercial, and waterworks construction sectors have been more stable and less vulnerable to down-cycles than the residential construction industry. Compared with residential construction cycles, downturns in waterworks, institutional and commercial construction have been shorter and less severe, and upturns have lasted longer and had higher peaks in terms of spending as well as units and square footage. In addition, we believe water management manufacturers with innovative products, like ours, are able to grow at a faster pace than the broader waterworks, institutional, and commercial construction markets, as well as mitigate cyclical downturns in market growth.
The industry's specification-driven end-markets require manufacturers to work closely with building owners, local engineers, architects, contractors and builders to design specific applications on a project-by-project basis that meet specific local performance requirements as well as building owners' needs. As a result, building and maintaining relationships with owners, architects, engineers, contractors and builders, who specify products for use in construction projects, and having flexibility in design and product innovation are critical to compete effectively in these markets. Companies with a strong network of such relationships have a competitive advantage. Specifically, it has been our experience that, once an owner, engineer, contractor, builder, or architect has specified our product with satisfactory results, they often will continue to use our products in future projects.

Our Products
Our products tend to be project-critical, highly-engineered and high value-add and typically are a low percentage of overall project cost. We believe the combination of these features can create a high level of end-user loyalty, reinforced by our investments in developing innovative new product solutions. Demand for these products is influenced by regulatory, building and plumbing code requirements. Many of our products must meet stringent county, state or municipal-specific regulatory, building, and plumbing code requirements prior to the commercialization of our products (such as IAPMO, NSF, ANSI, UL, FM, PDI, ASTM, and AWWA). In addition, many of these products must meet detailed specifications set by water management engineers, architects, contractors and builders. Among our leading brands are Zurn®, Elkay®, and Wilkins®.
Drinking Water Products
With the Elkay Merger, we added a leading drinking water product line that includes an extensive collection of filtered drinking water delivery products oriented around providing the cleanest, superior tasting water while improving overall water hygiene, accessibility and sustainability. Our drinking water products are sold under the Elkay® and Halsey Taylor® brand names and filtered units include water filters certified by NSF and ANSI to reduce the level of contaminants in water, including lead and certain per- and polyfluoroalkyl substances ("PFAS") chemicals. Elkay’s water dispensing and filtration products, predominantly comprised of filtered bottle filling stations, water fountains and water dispensers, are often plumbed directly into building water systems and required to comply with strict applicable codes and standards. Elkay's drinking water solutions are designed to meet or exceed facility needs and specifications of education, healthcare, hospitality, multifamily, municipal, office, retail and commercial facilities.
Water Safety and Control Products
Our water safety and control products are sold under the Zurn® and Wilkins® brand names and encompass a wide range of valve and water distribution control products. Key valve products include backflow preventers, fire system valves, pressure reducing valves and thermostatic mixing valves. These highly specified and engineered flow control devices protect and control the potable water supply and emergency water supply within a building or site. Designed to meet the stringent requirements of independent test labs, such as the IAPMO, NSF, UL and FM, they are sold into institutional, commercial, and residential new construction and retrofit applications as well as the fire protection, municipal water and wastewater and irrigation end markets.
Water control solutions that protect human health and gravity drainage products that protect the environment are sold under the Zurn® brand and are typically required in the early stages of a construction or retrofit project, when potable water and non-potable water control and drainage systems are installed. Water control products include PEX piping, valves, fittings and installation tools. PEX tubing is manufactured from cross-linked polyethylene and is designed for high temperature and
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pressure fluid distribution piping applications for both potable water and radiant heating systems in the residential and nonresidential construction industries. These systems are engineered to meet stringent NSF and ASTM standards helping water professionals provide safe and efficient building and site water management solutions.
Flow Systems Products
Flow systems products are commonly installed within a building or on a site to manage storm water and wastewater. Specification drainage products within flow systems include point drains (such as roof drains and floor drains), hydrants, fixture carrier systems, and chemical drainage systems that are used to control storm water, and process water and potable water in various institutional, commercial, industrial, civil and irrigation applications. Linear drainage systems are used to capture and direct storm water in a wide variety of institutional, commercial, industrial and transportation infrastructure applications. Our wastewater pre-treatment products include oil and grease interceptors and separators, acid neutralization systems and remote monitoring systems and are marketed under the Zurn® and Green Turtle® brands. Interceptors are used to separate and capture fats, oils, and greases from wastewater before it is discharged into the municipal wastewater collection system. Our proprietary designs are primarily fabricated from fiberglass reinforced polyester, which we believe is gaining market share from traditional concrete products due to its reliability, service life, ease of service, and lowest cost of ownership. Applications include restaurants and institutional foodservice operations, office buildings, hotels, entertainment venues, schools, grocery and convenience stores, airports, vehicle service garages, and fleet operations and maintenance facilities. Acid neutralization systems are primarily used in schools, hospitals and laboratories.
In fiscal 2021, we acquired substantially all of the assets of Advance Technology Solutions, LLC (d/b/a ATS GREASEwatch) ("ATS GREASEwatch"). ATS GREASEwatch, develops, manufactures and markets remote tank monitoring devices, alarms, software and services for various applications and provides technology to enhance and expand our current product offerings.
In addition, we expanded our high-quality flow systems portfolio during fiscal 2021 with the acquisition of the Wade Drains ("Wade") product line from McWane, Inc. The acquisition of the Wade product line leverages Zurn Elkay’s existing expertise in flow systems to expand our market coverage and offer an additional brand of drainage and environmental products.
Hygienic and Environmental Products
Hygienic and environmental products are typically required in the latter stages of a construction or retrofit project, when interior spaces are being outfitted with fixtures, valves and faucets. Zurn Elkay's hygienic and environmental products include primarily sensor-operated flush valves marketed under the Aquaflush®, AquaSense® and AquaVantage® brand names and heavy-duty commercial faucets marketed under the AquaSpec® brand name. Innovative water conserving fixtures are marketed under the EcoVantage® and Zurn One® brand names. These products are commonly used in schools, hospitals, office buildings, airports, sports facilities, convention centers, shopping malls, restaurants, and industrial production buildings. The Zurn One Systems® integrate valve and/or faucet products with fixtures into complete, easily customizable plumbing systems, and thus provide a valuable time and cost-saving means of delivering institutional and commercial bathroom fixtures. The EcoVantage® fixture systems promote water-efficiency, health and hygiene and assist in achieving compliance with certain water conservation requirements, and generate savings for building owners in new construction and retrofit bathroom fixture installations.
In 2020, we acquired Just Manufacturing Company ("Just Manufacturing") a leading manufacturer of stainless steel sinks and plumbing fixtures primarily used in institutional and commercial end markets. In addition, we acquired substantially all of the assets of Hadrian Manufacturing Inc. and 100% of the stock of Hadrian, Inc. (collectively “Hadrian”) a leading manufacturer of restroom partition systems and lockers primarily used in institutional and commercial end markets. The combination of World Dryer’s eco-friendly hand dryers, Just Manufacturing's stainless steel product portfolio, Hadrian’s partition systems and Zurn Elkay's water-efficient hygienic and environmental products allows us to deliver a bundle of products known as "BrightShield by Zurn" to our customers, what we believe is the most comprehensive hygienic and environmental content to new and existing buildings.
In fiscal 2022, we completed the merger with Elkay, a leading manufacturer and distributor of drinking water solutions and commercial and residential sinks. Elkay offers a wide array of sinks recognized for their design, durability and aesthetics. These products are commonly used in education, healthcare, hotel and lodging, office, retail, transportation, recreation and leisure, public, industrial, and residential applications. Elkay's sinks are sold in various forms, with stainless steel representing the most popular, followed by quartz, fireclay-ceramic, cast iron, and other materials.
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Acquisitions
Mergers and acquisitions are a critical part of the Zurn Elkay growth strategy. Our strategy is to grow strategically by acquiring leading companies in attractive markets with businesses that we believe will benefit from ZEBS to increase customer satisfaction, revenue growth and operating margins. In our last three fiscal years, we have completed several acquisitions focused on expanding our product portfolio and presence in the end markets we serve; those acquisitions are further described below. The respective purchase prices for these transactions are stated net of cash acquired and exclude transaction costs.
•July 1, 2022 - We completed the merger with Elkay, a market leader of drinking water solutions and commercial sinks which complements the offerings of our existing product portfolio. The purchase price (after final purchase price adjustments) was $1,457.8 million. The purchase price included 51,378,504 shares of Zurn's common stock ($1,411.9 million based on Zurn's closing stock price of $27.48 on July 1, 2022), and $45.9 million of net cash payments for the repayment of Elkay's existing term loan and Elkay's transaction related costs outstanding that were in excess of Elkay's cash and cash equivalents balance at the time of closing. The number of shares issued in connection with the merger represented approximately 29% of outstanding shares immediately following the Merger.

•November 17, 2021 - We expanded our high-quality flow systems portfolio with the acquisition of the Wade product line, which includes a wide range of specified commercial flow systems products for customers across North America. The acquisition leveraged our existing expertise in flow systems to expand our market coverage and offer an additional brand of drainage and environmental products. The cash purchase price (net of final purchase price adjustments) was $12.6 million.

•April 16, 2021 - We acquired substantially all of the assets of ATS GREASEwatch, a developer, manufacturer and marketer of remote tank monitoring devices, alarms, software and services for various applications, and the acquisition provides technology to enhance and expand our current product offerings and complements our existing product portfolio. The cash purchase price was $4.5 million.

Customers
Our water safety and control, flow systems, hygienic and environmental, and drinking water products are sold for new construction, remodeling and retrofit applications to customers in institutional, commercial, waterworks and residential end markets and are distributed through independent sales representatives, plumbing wholesalers and industry-specific distributors in the waterworks, foodservice, industrial, janitorial, sanitation and siteworks industries. Our independent sales representatives work with building owners, engineers, architects, and operators, contractors, and builders, to specify our products for their use and with wholesalers to assess and meet the needs of building contractors in construction projects. They also combine knowledge of our products’ installation methods and delivery availability with local market expertise to provide contractors with value-added service. We use approximately 1,055 independent sales representatives, along with a network of regional distribution centers and third-party warehouses, to provide our customers with same-day service and quick response times. Zurn®, Elkay®, JUST®, Hadrian®, and Wilkins® benefit from strong brand recognition, which is enhanced by a strong propensity to replace "like-for-like" products. The Company’s largest customer accounted for 20%, 22% and 23% of consolidated net sales for the years ended December 31, 2023, 2022, and 2021, respectively. No other customers account for more than 10% of consolidated net sales for the years ended December 31, 2023, the 2022, or 2021.
Product Development
The majority of our new product development begins with our extensive "Voice of the Customer" operating philosophy. We have a team of approximately 160 engineers and technical employees who are organized by product line. Each of our product lines has technical staff responsible for product development and application support.
Zurn Elkay has approximately 230 active patents in the United States and approximately 90 foreign active patents as of December 31, 2023. Product innovation is crucial in the institutional and commercial plumbing products markets because new products must continually be developed to meet specifications and regulatory demands as well as customer needs. Zurn Elkay's products are known in the industry for such innovation. Our innovation is focused on introducing products that provide incremental value to our end customer and help enable our customers to achieve their sustainability goals by focusing innovation on products that save water, use less energy, provide clean drinking water, reduce installation time, lower maintenance costs, and other sustainable attributes.
Our digital strategy for a customer productivity platform is based on the integration of innovative Industrial Internet of Things (IIoT) and e-commerce technologies with Zurn Elkay's leading portfolio of products. Our secure online portal, plumbSMART™, allows for real-time insights from our Connected Products including wireless monitoring of usage trends, water consumption, possible issues and alerts through digitally-connected product solutions that can be retrofitted to the installed base of our products. This information is used by our customers’ operations and maintenance staff through their
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facility and automation control systems and cloud-based portals to minimize unplanned system downtime and improve the productivity and safety of their operations.
Suppliers and Raw Materials
The principal materials used in our manufacturing processes are commodities and components available from numerous sources. The key materials used in our manufacturing activities include: brass, castings, copper, zinc, stainless steel, forgings, plate steel, high-performance engineered plastic and resin. Our global sourcing strategy is to maintain alternate sources of supply for our important materials and components wherever possible.
Historically, we have been able to successfully source materials, and consequently are not dependent on a single source for any significant raw material or component. As a result, we believe there is a readily available supply of materials in sufficient quantity from a variety of sources to serve both our short-term and long-term requirements. Additionally, we have not experienced any significant shortage of our key materials and have not historically engaged in hedging transactions for commodity supplies. We generally purchase our materials on the open market.
In addition to our domestic manufacturing facilities, we maintain a global network of independent sources that manufacture high quality, lower-cost component parts for our products. These sources fabricate parts to our specifications using our proprietary designs, which enables us to focus on product engineering, assembly, testing and quality control. By closely monitoring these sources and through extensive product testing, we are able to maintain product quality and be cost-competitive.
Backlog
Our backlog of unshipped orders was approximately $51 million and $42 million as of December 31, 2023 and December 31, 2022, respectively. As of December 31, 2023, our backlog is all expected to ship during the year ending December 31, 2024. See Item 1A Risk Factors of this report for more information on the risks associated with backlog.
Seasonality
Demand for our products is primarily driven by institutional and commercial building activity, remodeling and retrofit opportunities, and to a lesser extent, new home starts as well as waterworks expansion. Accordingly, weather has an impact on the seasonality of certain end markets. With the exception of our remodeling and retrofit opportunities, weather is an important variable as it significantly impacts construction. Spring and summer months in the United States and Canada represent the main construction season with increased construction in the institutional, commercial, and waterworks markets, as well as new housing starts. As a result, sales generally decrease slightly in the first and fourth quarters as compared to the second and third quarters of the calendar year.
Our business also depends upon general economic conditions and other market factors beyond our control, and we serve customers in cyclical industries. As a result, our operating results have been, and in the future likely will be, negatively affected during economic downturns. See Item 1A Risk Factors of this report for information on the risks associated with general economic conditions.
Human Capital Management
As of December 31, 2023, we had approximately 2,400 employees, of whom approximately 1,875 were employed in the United States. Approximately 120 of our United States employees are represented by labor unions. We are currently party to three collective bargaining agreements in the United States with expiration dates in October 2024 and November 2026. We believe we have a strong relationship with our employees, including those represented by labor unions.
Zurn Elkay strives to attract, retain and develop the talent necessary to meet our goals. Our Human Resources programs are designed to, among other aims, foster diversity and inclusion, develop talent for critical roles and leadership positions, reward and support associates through competitive compensation and benefits, and promote the health and safety of our associates.
Diversity and Inclusion: We are committed to fostering, cultivating and preserving a culture of diversity and inclusion where our associates are engaged and fulfilled. We recognize and value our associates for the unique perspectives they bring to Zurn Elkay – from different ages, ethnic and cultural backgrounds, sexual orientation, gender identity and expression, veteran status and abilities, including individuals who bring diverse opinions, experience and leadership styles to their work at Zurn Elkay. Inclusion is built into our key human resources programs and processes. We believe this collective diversity makes our business stronger.
Training and Talent Development: We are committed to having a workplace that fosters learning, development and innovation. Our leadership team conducts a robust program of employee engagement and we have invested in the personal and professional development of our employees. Each year all employees are trained on various policies and procedures along with matters specific to their respective roles within the organization. We monitor metrics to ensure the health of our company
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culture and alignment with our values and strategic business priorities. Each year, we survey our employees to better understand what matters most to them. We also strive to provide competitive compensation and benefits for our associates.
Health and Safety: The safety of our associates is a top priority. To be our best and maintain integrity in everything we do, we strive to provide associates with the right tools and resources. Through continual training and engaging associates and visitors in addressing safety issues, we have reduced our Total Recordable Incident Rate ("TRIR") by 44% when compared to the combined Zurn Elkay rate for calendar year 2022 and also reduced our Lost Time Incident Rate ("LTIR") by 30% over the same period. At 0.68 TRIR and 0.26 LTIR per 100 associates, we are better than best-in-class benchmarks. We are also committed to improving the holistic health and well-being of our associates and have various programs in place to provide information, activities and support for assisting healthy choices.
Compliance with Laws and Regulations
Our operations and facilities are subject to extensive laws and regulations, including those related to trade taxes, government contracts, pollution and the protection of the environment, health and safety, including those governing, among other things, emissions to air, discharges to water, climate change, the generation, handling, storage, treatment and disposal of hazardous wastes and other materials, and the remediation of contaminated sites. A failure by us to comply with applicable requirements or the permits required for our operations could result in civil or criminal fines, penalties, enforcement actions, third-party claims for property damage and personal injury, requirements to clean up property or to pay for the costs of cleanup or regulatory or judicial orders enjoining or curtailing operations or requiring corrective measures, including the installation of pollution control equipment or remedial actions.
Some environmental laws and regulations impose requirements to investigate and remediate contamination on present and former owners and operators of facilities and sites, and on a potentially responsible party ("PRP") for sites to which such parties may have sent waste for disposal. Such liability can be imposed without regard to fault and, under certain circumstances, may be joint and several, resulting in one PRP being held responsible for the entire obligation. Liability may also include damages to natural resources. On occasion we are involved in such investigations and/or cleanup, and we have been named as a PRP in environmental matters and could be named in future matters.
We do not currently anticipate any significant additional expenditures related to maintaining compliance; however, due to the evolving nature of laws and regulations and changes thereto, there can be no assurance that current expenditures will be adequate or that violations will not occur.
Additional Information
The address of our principal executive office is 511 West Freshwater Way, Milwaukee, Wisconsin 53204. Our phone number is (855) 480-5050. Our website address is www.zurnelkay.com. We make available free of charge, on or through our website, as soon as reasonably practicable after they are electronically filed or furnished to the Securities and Exchange Commission (the "SEC"), our annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and proxy statements on Schedule 14A, as well as 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”). Copies of any materials that we file with the SEC can also be obtained free of charge through the SEC's website at www.sec.gov. In addition, our website includes (i) the charters for the Audit Committee, Nominating and Corporate Governance Committee, Compensation Committee, and Environmental, Social and Governance Committee of our Board of Directors; (ii) our Corporate Governance Guidelines; and (iii) our Code of Business Conduct and Ethics. We will also post on our website any amendments to these documents, and information about any waivers granted to directors or executive officers with respect to our Code of Ethics. Our website and the information contained on or connected to that site are not incorporated by reference into this Form 10-K.

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ITEM 1A. RISK FACTORS.
The risks described below are not the only risks facing Zurn Elkay. Additional risks and uncertainties not currently known to us, or those risks we currently view to be immaterial, may also materially and adversely affect our business, financial condition or results of operations. In addition, see Management’s Discussion and Analysis of Financial Condition and Results of Operations in Item 7 for a further discussion of some of the factors that could affect future results. If any of these risks materialize, our business, financial condition, results of operations or cash flows could be materially and adversely affected.
Strategic Risks
Economic and financial market weakness, as well as overall challenging market cycles, may particularly impact the markets we serve, and, as a result may adversely affect our financial condition or results of operations.
Our business operations may be adversely affected by volatility and weaknesses in the overall economy and financial markets. Weak, challenging or volatile economic conditions in the end markets, businesses or geographic areas in which we sell our products typically reduces demand for our products and results in a decrease in sales volume.
Our financial performance depends, in large part, on conditions in the markets that we serve in the U.S. and, to a lesser extent, the global economy generally. Some of the end markets we serve are highly cyclical, and some at times have experienced greater cyclicality than others. Any sustained weakness in demand or downturn or uncertainty in the economy, could materially reduce our net sales and profitability.
For example, sales to the construction industry are driven by trends in institutional, commercial, and residential construction, housing starts and trends in residential repair and remodeling. Consumer confidence, employment rates, weather conditions, interest rates, credit standards and availability of consumer credit and income levels play a significant role in driving demand in institutional, commercial and residential construction, repair and remodeling sectors. A drop or weakness in consumer confidence, prolonged adverse weather conditions, lack of availability or increased cost of credit, tightened credit standards or increased unemployment could materially impact demand for and sales of our products and/or result in downward pressure on product pricing and our profit margins, any or all of which could adversely affect our financial results.
Volatility and disruption of financial markets could limit the ability of our customers to obtain adequate financing to maintain operations and may cause them to terminate existing purchase orders, reduce the volume of products they purchase from us in the future or impact their ability to pay their receivables. Adverse economic and financial market conditions may also cause our suppliers to be unable to meet their commitments to us or may cause suppliers to make changes in the credit terms they extend to us, such as shortening the required payment period for outstanding accounts receivable or reducing or eliminating the amount of trade credit available to us.
The markets we serve are highly competitive; an inability to effectively compete would adversely affect our business, financial condition and results of operations.
We operate in highly competitive markets. Some of our competitors have achieved substantially more market penetration in certain of the markets in which we operate. Some of our competitors are larger and may have greater financial and other resources than we do, and our competitors may adopt more aggressive sales policies and devote greater resources to the development, promotion and sale of their products than we do, all of which could result in a loss of customers and adversely affect our results of operations.
We compete against both large international and national rivals, as well as many regional competitors. Increased competition in any of the markets in which we operate could result in substantial downward pressure on product pricing and our profit margins, thereby adversely affecting our financial results. We cannot provide assurance that we will be able to maintain or increase the current market share of our products successfully in the future.
If we are unable to effectively manage risks associated with changing technology, product innovation and new product development, manufacturing techniques, distribution channels and business continuity, we may be at a competitive disadvantage.
The successful implementation of our business strategy requires us to continuously evolve our existing products and introduce new products to meet customers' needs in the industries we serve. Our products are characterized by stringent performance and specification requirements that mandate a high degree of manufacturing and engineering expertise. If we fail to meet these requirements, our business and ability to compete effectively could suffer. We believe our customers rigorously evaluate their suppliers on a number of factors, including product quality, price competitiveness, technical and manufacturing expertise, development and product design capability, new product innovation, reliability and timeliness of delivery, operational flexibility, customer service and overall management. Our ongoing success depends on our ability to continue to meet our customers' changing specifications with respect to these criteria. We cannot ensure that we will be able to address technological advances or introduce new products that may be necessary to remain competitive within our businesses. Further, such new
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products and technologies may create additional exposure or risk. We cannot ensure that we can adequately protect our own technological developments to produce a sustainable competitive advantage. Furthermore, we may be subject to business continuity risk in the event of an unexpected loss of a material facility or operation. We cannot ensure adequate insurance protection against such a loss.
We may be unable to realize intended benefits from our ongoing Supply Chain Optimization and Footprint Repositioning initiatives, restructuring and divestiture efforts, and as a result our profitability may be hurt or our business otherwise might be adversely affected.
To operate more efficiently, control costs and refine our business focus, we periodically undertake restructuring plans, which can include facility consolidations, product rationalizations, workforce reductions and other cost reduction initiatives. We also periodically choose to divest operations or product lines that we no longer believe are additive or complementary to our business or strategic direction. These plans are intended to reduce operating costs, to modify our footprint to reflect changes in the markets we serve, to reflect changes in business focus, to strengthen focus on our core business and/or to address overall manufacturing overcapacity, including as a result of acquisitions. If we do not successfully manage our current restructuring activities, or any other restructuring activities or divestitures that we may undertake in the future, expected efficiencies, benefits and cost savings might be delayed or not realized, and our operations and business could be disrupted.
In addition, as a result of such actions, we expect to incur restructuring expenses and other charges (including, for example, potential impairment charges related to fixed assets, goodwill and other intangibles), which may be material, and may exceed our estimates. Several factors could cause restructuring or divestiture activities to adversely affect our business, financial condition and results of operations. These include potential disruption of our operations, customer relationships and other aspects of our business. Employee morale and productivity could also suffer and may result in unwanted employee attrition. These activities require substantial management time and attention and may divert management from other important work or result in a failure to meet operational targets. Divestitures may also result in obligations to buyers or other parties that could have a financial effect after the transaction is completed. Moreover, we could make changes to, or experience delays in executing, any restructuring or divestiture plans, any of which could cause further disruption and additional unanticipated expense.
An inability to effectively integrate acquisitions, mergers or other business combinations could adversely affect our business, financial condition, results of operations or cash flows. Additionally, dispositions or liabilities retained in connection with dispositions could negatively affect us.
Acquisitions, mergers and other business combinations are part of our growth strategy, and we have completed several in the last few years. We also sell or divest businesses, products and technologies from time to time. We cannot ensure that we will be able to complete any future acquisition or divestiture, successfully integrate any acquired business or operations, or accomplish our strategic objectives as a result of any such acquisition or divestiture.
Acquisitions are often undertaken to improve the operating results of either or both of the acquirer and the acquired company and we cannot ensure that we will be successful in this regard. We cannot provide any assurance that we will be able to fully realize the intended benefits from our acquisitions. Acquisitions involve risks, including the possible inability to integrate an acquired business into our operations, potential failure to realize anticipated benefits, diversion of management's attention, issues in customer transitions, potential inadequacies of indemnities and other contractual remedies and unanticipated problems, risks or liabilities, including environmental, some or all of which could have a material adverse effect on our business, financial condition, results of operations or cash flows.
Refer to Risks Related to the Merger with Elkay section below for additional considerations.
If dispositions are not completed in a timely manner, there may be a negative effect on our cash flows and/or our ability to execute our strategy. In addition, we may not realize some or all of the anticipated benefits of our dispositions.
From time to time, we have sold or divested businesses, products and technologies. With respect to some of these former businesses, we may contractually agree to indemnify the counterparties against, or otherwise retain, certain liabilities, including, certain lawsuits, tax liabilities, product liability claims, and environmental matters. Even without ongoing contractual indemnification obligations, we could be exposed to liabilities arising out of the businesses for certain activities prior to the divestitures. In addition, certain of the counterparties to those divestitures and/or the divested businesses have agreed to indemnify us or assume certain liabilities relating to those divestitures. However, there can be no assurance that the indemnity or assumption of liability by the counterparties or divested businesses will be sufficient to protect us against the full amount of these liabilities, or that a counterparty or divested business will be able to fully satisfy its obligations. Third parties also could seek to hold us responsible for any of the liabilities that a counterparty or divested business agreed to assume. Even if we ultimately succeed in recovering any amounts for which we were initially held liable, we may be temporarily required to bear these losses ourselves.
The loss or financial instability of any significant customer or customers accounting for our backlog could adversely affect
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our business, financial condition, results of operations or cash flows.
A substantial part of our business is concentrated with a few customers, and we have certain customers that are significant to our business. During the year ended December 31, 2023, our top five customers accounted for approximately 39% of our consolidated net sales, with one customer accounting for 20% of consolidated net sales. The loss of one or more of these customers or other major customers, or a deterioration in our relationship with any of them could have a material adverse effect on our business, financial condition, results of operations or cash flows.
Our contracted backlog is comprised of future orders for our products from a broad number of customers. Defaults by any of the customers that have placed significant orders with us, whether because of bankruptcy, illiquidity, operational problems or otherwise, could have a significant adverse effect on our net sales, profitability and cash flow. As of December 31, 2023, all of our backlog was scheduled to ship during the year ending December 31, 2024.
We rely on independent distributors and independent sales representatives. Termination of one or more of our relationships with any of our key independent distributors and / or a substantial number of independent representatives could have a material adverse effect on our business, financial condition, results of operations or cash flows.
We depend on 1,055 independent sales representatives and approximately 70 third-party warehouses to distribute our products. In fiscal 2023, our three largest independent distributors generated approximately 33% of our consolidated net sales with the largest accounting for 20% of consolidated net sales.
The loss of one of our key distributors or of a substantial number of our other distributors or independent sales representatives, or an increase in the distributors' sales of competitors' products to our customers could have a material adverse effect on our business, financial condition, results of operations or cash flows.
The inability to adequately protect intellectual property, or defend against infringement claims brought against us, could adversely affect our business.
We attempt to protect our intellectual property through a combination of patent, trademark, copyright and trade secret protection, as well as third-party nondisclosure and assignment agreements. We cannot assure that any of our applications for protection of our intellectual property rights will be approved and successfully maintained or that our competitors will not infringe or successfully challenge our intellectual property rights. We also rely on unpatented proprietary technology and trade secrets. It is possible that others will independently develop the same or similar technology or otherwise obtain access to our unpatented technology. To protect our trade secrets and other proprietary information, we require employees, consultants and advisors to enter into confidentiality agreements. We cannot assure that these agreements will provide meaningful protection for our trade secrets, know-how or other proprietary information in the event of any unauthorized use, misappropriation or disclosure. If we are unable to maintain the proprietary nature of our technologies, our ability to sustain margins on some or all of our products may be affected, which could have a material adverse effect on our business.
In addition, in the ordinary course of our operations, we periodically seek to enforce our intellectual property rights through litigation or are subject to third party litigation claiming infringement, including in respect of some of our more profitable products. An adverse ruling or other unfavorable outcome in any such litigation could have a material adverse effect on our business, reputation, financial condition, results of operations or cash flows.
Operational Risks
Increases in the cost, and/or the availability, of raw materials, including as a result of tariffs or other trade protection measures, could adversely affect our business, financial condition, results of operations or cash flows.
Our manufacturing processes depend on third parties for raw materials, in particular bar steel, brass, castings, copper, forgings, high-performance engineered plastic, plate steel, resin, sheet steel and zinc, as well as petroleum and other carbon-based fuel products. While we strive to maintain alternative sources for most raw materials, our business is subject to the risk of price fluctuations, including as a result of, or in reaction to, tariffs, import duties, or other trade protection measures instituted by the U.S. or other countries, inefficiencies in the event of a need to change our suppliers, and delays in the delivery of and potential unavailability of our raw materials. Also, trade wars or outbreaks of infectious diseases, could impact the cost or availability of goods or materials, both imported and domestic, or adversely affect demand for our products. Any such price fluctuations or delays, if material, could harm our profitability or operations. In addition, the loss of a substantial number of suppliers could result in material cost increases or reduce our production capacity. In addition to suppliers, we also rely on third party shippers to assist in transportation of our product throughout the supply chain. Reduced availability of transportation and the associated cost increases could adversely impact our profitability or operations.
We do not typically enter into hedge transactions to reduce our exposure to purchase price risks and cannot ensure that we would be successful in recouping any increases if these risks were to materialize. In addition, if we are unable to continue to purchase our required quantities of raw materials on commercially reasonable terms, or at all, or if we are unable to maintain or
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enter into new purchase contracts for our larger commodities, our business operations could be disrupted and our profitability could be adversely impacted.
The ongoing updates to our Enterprise Resource Planning ("ERP") systems, as well as failures of our data security and information technology infrastructure or cybersecurity breaches, could cause substantial business interruptions and adversely affect our business.
Utilizing a phased approach, we continue to update our ERP systems across our Zurn Elkay operations. If these updates are ineffective, we could incur substantial business interruptions, including the inability to perform routine business transactions, which could have a material adverse effect on our financial performance. Further, these updates may not result in the benefits we intend or be timely implemented.
In addition, we depend heavily on information technology infrastructure to manage our business objectives and operations, support our customers’ requirements and protect sensitive information. In the regular course of our business, we also handle a range of sensitive security and customer information. We are subject to laws and rules issued by different agencies concerning safeguarding and maintaining the confidentiality of this information. There have been significant and increasing instances of data and security breaches, malicious interference with technology systems and industrial espionage involving companies in numerous industries, including cloud providers, and cybersecurity threats are becoming more complex. Like other companies, we have experienced, and will continue to experience, these types of threats; however, to date, we have not experienced a material threat or incident. In addition, at times a large percentage of our workforce may be working remotely in response to outbreaks of infectious disease, which may heighten these risks. While we have taken steps to maintain and enhance our cybersecurity by implementing additional security technologies, internal controls, network and data center resiliency, redundancy and disaster recovery processes and backup systems, upgrading our remote work environment and by obtaining insurance coverage, these measures may be inadequate and our technology systems could be vulnerable to disability, failures or unauthorized access. As a result, any inability by us to successfully manage our information systems, or respond effectively to any attack on or interference with our systems, including matters related to system and data security, privacy, reliability, compliance, performance and access, problems related to our systems caused by natural disasters, security breaches or malicious attacks, and any inability of these systems to fulfill their intended business purpose, could impede our ability to record or process orders, manufacture and ship in a timely manner, account for and collect receivables, protect sensitive data of the Company, our customers, our employees, our suppliers and other business partners, comply with our third party obligations of confidentiality and care, or otherwise carry on business in the normal course. Any such events could require costly remediation beyond levels covered by insurance and could cause us to lose customers and/or revenue, including as a result of legal or regulatory claims or proceedings, or damage our reputation, any of which could have a material adverse effect on our business and operating results.
We are also subject to an increasing number of evolving data privacy and security laws and regulations that impose requirements on us. We collect, store, access and otherwise process various types of confidential or sensitive data, including proprietary business information, personal data and other information that is subject to privacy and security laws, regulations and/or customer-imposed controls. Failure to comply with such laws and regulations could result in the imposition of fines, penalties and other costs.
Our inability to attract and retain key personnel, as well as challenges with respect to the management of human capital resources, in a highly competitive industry may adversely affect our business.
Our ongoing success depends on our ability to recruit, retain and develop highly skilled management and key personnel, as well as our ability to effectively manage human capital resources. Competition for talented and skilled individuals in our industry is intense and we may not be able to successfully recruit, train or retain qualified personnel, or to effectively implement successions for existing personnel. If we fail to retain and recruit the necessary personnel or arrange for successors to key personnel, our business could materially suffer.
Increased frequency of weather events could disrupt construction activity and adversely affect the demand for our products.
Demand for our products is primarily driven by commercial construction activity, remodeling and retrofit opportunities, and to a lesser extent, new home starts. Weather is an important variable affecting financial performance as it significantly impacts construction activity. Adverse weather conditions, such as prolonged periods of cold or rain, blizzards, hurricanes and other severe weather patterns, the frequency of which might be affected by climate change, could delay or halt construction and remodeling activity, which could have a negative effect on our business. For example, an unusually severe or prolonged winter can lead to reduced or delayed construction activity which could magnify the seasonal decline in our net sales and earnings during the winter months and hamper the typical seasonal increase in net sales and earnings during the spring months.
The long-term effect of climate change could decrease demand for certain of our products.
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Climate change may impact rainfall and water availability in many areas in unpredictable and different ways, which may change the way building owners and municipalities manage drinking, waste and storm water and may lead to new or modified regulations that may impact the market for our products. In certain areas, these changes could lead to a reduction in demand for certain of our products, although it also could increase demand for other of our products. The overall effect of this could be to reduce our sales and addressable market and/or alter our product sales mix in ways that reduce our margins, either of which could adversely impact our results of operations.
The physical impacts of climate change may materially adversely affect our business and financial condition.
The physical impacts of climate change on our operations are highly uncertain and could differ amongst the geographic regions of relevant markets and areas of operation. These may include changes in rainfall and storm patterns and intensities, water shortages, changing sea levels and changing temperatures. The impacts of climate change may materially and adversely affect the cost, production and financial performance of our operations. Further, any impacts to our business and financial condition as a result of climate change are likely to occur over an extended period of time and are therefore difficult to quantify with any degree of specificity. For example, extreme weather events may result in adverse physical effects on portions of our infrastructure, which could disrupt our supply chain and ultimately our business operations. In addition, disruption of transportation and distribution systems could result in reduced operational efficiency and customer service interruption. Climate related events have the potential to disrupt our business, including the business of our suppliers, and may cause us to experience higher attrition, losses and additional costs to resume operations.
Our business and operations, and the operations of our suppliers, business partners and customers, may be adversely affected by future outbreaks of infectious diseases.
Future outbreaks of infectious diseases, including further developments in the COVID pandemic, may result in widespread or localized health crises that adversely affect general commercial activity and the economies and financial markets of the countries and localities in which we operate, sell, and purchases goods and services. Any outbreak of infectious disease poses the risk that we or our employees, contractors, suppliers, customers, transportation providers, and other business partners may be prevented or impaired from conducting ordinary course business activities for an indefinite period of time, either at specific branches or on a broader scale, including due to shutdowns necessitated for the health and well-being of our employees, the employees of our business partners, or shutdowns that may be requested or mandated by governmental authorities. In addition, our suppliers, business partners and customers may also experience similar negative impacts from an outbreak of infectious disease. Global supply chains may be disrupted, causing shortages, which could impact our ability to manufacture or supply our products. Also, we could in the future experience increased compensation expenses associated with employee recruiting and employee retention to the extent employment opportunities multiply post-pandemic, causing the search for and retention of talent to become more competitive. This disruption of our employees, distributors, suppliers and customers may impact our sales and future operating results.
The unpredictable ebbing and flowing of new infectious diseases worldwide may continue to adversely impact our business, operations, suppliers and customers for the foreseeable future. Equally unpredictable are the responses of national and local governments and health authorities in affected regions to reduce community spread and protect employees, which may include mandatory shutdowns or limitations on all or certain types of business operations. The ultimate impact of an infectious disease outbreak on our business, depends on the severity, location and duration of outbreaks, and the actions of government and health officials in response to the outbreaks, none of which is predictable at this time.
Financial Risks
Our debt levels could adversely affect our ability to raise additional capital to fund our operations, limit our ability to react to changes in the economy or our industry, inhibit us from making beneficial acquisitions, adversely impact our ability to implement our capital allocation strategy and prevent us from making debt service payments. In addition, changing or increasing interest rates, including the rates under our debt agreements, could adversely affect our business or financial condition.
As a leveraged company, our ability to generate sufficient cash flow from operations to make scheduled payments on our debt will depend on a range of economic, competitive and business factors, many of which are outside our control. Our business may not generate sufficient cash flow from operations to meet our debt service and other obligations, and currently anticipated cost savings and operating improvements may not be realized on schedule, or at all. If we are unable to meet our expenses and debt service and other obligations, we may need to refinance all or a portion of our indebtedness on or before maturity, sell assets or raise equity. We may not be able to refinance any of our indebtedness, sell assets or raise equity on commercially reasonable terms or at all, which could cause us to default on our obligations and impair our liquidity. Our inability to generate sufficient cash flow to satisfy our debt obligations or to refinance our obligations on commercially reasonable terms would have a material adverse effect on our business, financial condition, results of operations and cash flows.
Our indebtedness could also have other important consequences with respect to our ability to manage and grow our
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business successfully, including the following:
•it may limit our ability to borrow money for our working capital, capital expenditures, strategic initiatives, acquisitions or other purposes;
•it may make it more difficult for us to satisfy our obligations with respect to our indebtedness, and any failure to comply with the obligations of any of our debt instruments, including restrictive covenants and borrowing conditions, could result in an event of default under our credit agreement and our other indebtedness;
•a portion of our cash flow from operations will be dedicated to the repayment of our indebtedness and so will not be available for other purposes;
•it may limit our flexibility in planning for, or reacting to, changes in our operations or business, or in taking advantage of strategic opportunities;
•at times we may be more highly leveraged than some of our competitors, which may place us at a competitive disadvantage;
•it may make us more vulnerable to downturns in our business or the economy;
•it may restrict us from making strategic acquisitions or divestitures, introducing new technologies or exploiting business opportunities; and
•along with the financial and other restrictive covenants in the documents governing our indebtedness, among other things, may limit our ability to borrow additional funds, make acquisitions or capital expenditures, acquire or dispose of assets or take certain of the actions mentioned above, or adversely impact our ability to implement our capital allocation strategy (which includes paying dividends on our common stock), any of which could restrict our operations and business plans.
We recently amended our credit facilities to switch from eurodollar loans based on LIBOR to term Secured Overnight Financing Rate (“SOFR”) loans. SOFR is a relatively new reference rate, and its composition and characteristics are not the same as LIBOR. It is not possible to predict what effect the change to SOFR may have on our interest rates.
As indicated above, SOFR is a relatively new reference rate. Any failure of SOFR to gain market acceptance could cause the SOFR to be modified or discontinued. Our current credit facilities provide a mechanism for determining an alternative rate of interest upon the occurrence of certain events related to the discontinuance of SOFR. The change to SOFR or transition to other alternative rates, whether in connection with borrowings under the current credit facilities, or borrowings under replacement facilities or lines of credit, could expose our future borrowings to less favorable rates. If the change to SOFR, or other alternative rates, results in increased alternative interest rates or if our lenders have increased costs due to such phase out or changes, then our debt that uses benchmark rates could be affected and, in turn, our cash flows and interest expense could be adversely impacted.
Also, in spite of the limitations in our credit agreement, we may still incur significantly more debt, which could intensify the risks described above on our business, results and financial condition. For more information about our indebtedness, see Item 8, Note 11, Long-Term Debt.
The agreements governing our financing arrangements impose certain operating and financial restrictions, which could have a material adverse effect on our business, financial condition, results of operations or cash flows.
Our credit agreement contains various covenants that limit or prohibit our ability (subject to certain exceptions), among other things, to:
•incur or guarantee additional indebtedness;
•pay dividends on our common stock or redeem, repurchase, retire or make distributions in respect of our common stock or subordinated indebtedness or make other restricted payments;
•make certain loans, acquisitions, capital expenditures or investments;
•sell certain assets, including stock of our subsidiaries;
•enter into sale and leaseback transactions;
•create or incur liens;
•consolidate, merge, sell, transfer or otherwise dispose of all or substantially all of our assets; and
•enter into certain transactions with our affiliates.
These agreements contain covenants that restrict our ability to take certain actions, such as incurring additional debt, if
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we are unable to meet defined specified financial ratios, which could result in limiting our long-term growth prospects by hindering our ability to incur future indebtedness or grow through acquisitions. Failure to comply with certain covenants in these agreements could result in a default. For more information, see Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources.
The restrictions contained in the credit agreement could:
•limit our ability to plan for or react to market conditions or meet capital needs or otherwise restrict our activities or business plans;
•restrict our ability to repurchase shares of our common stock and/or adversely impact our ability to implement capital allocation strategy;
•adversely affect our ability to finance our operations, to enter into strategic acquisitions, to fund investments or other capital needs or to engage in other business activities that would be in our interest; and
•limit our access to the cash generated by our subsidiaries.
Upon the occurrence of an event of default under the credit agreement, the lenders could elect to declare all amounts outstanding under the senior secured credit facilities to be immediately due and payable and terminate all commitments to extend further credit. If we were unable to repay those amounts, the lenders under the senior secured credit facilities could proceed against the collateral granted to them to secure the senior secured credit facilities on a first-priority lien basis. If the lenders under the senior secured credit facilities accelerate the repayment of borrowings, such acceleration could have a material adverse effect on our business, financial condition, results of operations or cash flows. For a more detailed description of the limitations on our ability to incur additional indebtedness, see Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations-Liquidity and Capital Resources.
Our goodwill and intangible assets are valued at an amount that is high relative to our total assets and in excess of our stockholders equity.
As of December 31, 2023, our goodwill and intangible assets totaled $796.0 million and $952.4 million, respectively, and represent a substantial portion of our assets. These assets result from our acquisitions, representing the excess of cost over the fair value of the tangible net assets we have acquired. We assess at least annually whether there has been impairment in the value of our goodwill and indefinite-lived intangible assets. Significant negative industry or economic trends, disruptions to our business, inability to effectively integrate acquired businesses, unexpected significant changes or planned changes to the use of our assets, changes in the structure of our business, divestitures, market capitalization declines, or increases in associated discount rates may impair our goodwill and other intangible assets. Any determination requiring the impairment of goodwill or intangible assets would negatively affect our results of operations, particularly in the period in which we record any related charges, and financial condition.
Refer to Risks Related to the Merger with Elkay section below for additional considerations.
Our required cash contributions to our pension plans may increase further and we could experience a material change in the funded status of our defined benefit pension plans and the amount recorded in our consolidated balance sheets related to those plans. Additionally, our pension costs could increase in future years.
The funded status of the defined benefit pension plans depends on such factors as asset returns, market interest rates, legislative changes and funding regulations. If the returns on the assets of any of our plans were to decline in future periods, if market interest rates were to decline, if the Pension Benefit Guaranty Corporation ("PBGC") were to require additional contributions to any such plans as a result of acquisitions or if other actuarial assumptions were to be modified, our future required cash contributions and pension costs to such plans could increase. Any such increases could have a material and adverse effect on our business, financial condition, results of operations or cash flows.
The need to make contributions, which may be substantial, to such plans may reduce the cash available to meet our other obligations, including our obligations under our borrowing arrangements or to meet the needs of our business. In addition, the PBGC may terminate our U.S. defined benefit pension plans under limited circumstances, including in the event the PBGC concludes that the risk may increase unreasonably if such plans continue. In the event one of our U.S. defined benefit pension plans is terminated for any reason while it is underfunded, we could be required to make an immediate payment to the PBGC of all or a substantial portion of such plan's underfunding, as calculated by the PBGC based on its own assumptions (which might result in a larger obligation than that based on the assumptions we have used to fund such plan), and the PBGC could place a lien on material amounts of our assets.
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Legal and Compliance Risks
Our failure to comply with government regulations and requirements, third-party certification requirements and policies and standards driven by our customers or other constituencies, including those related to social responsibility, could adversely affect our reputation, business and results of operations.
In addition to complying with laws and applicable government regulations and requirements, prevailing industry standards, competitive pressures and/or our customers may require us to comply with further quality, social responsibility, climate-related or other business policies or standards, before customers and prospective customers commence, or continue, doing business with us. These expectations, policies and standards may be more restrictive than current laws and regulations as well as our own pre-existing policies; they may be customer-driven, established by the industry sectors in which we operate or imposed by third-party organizations or other constituencies.
Our compliance with these policies, standards and third party certification requirements could be costly and could in some cases require us to change the way in which we operate. In addition, if we fail to comply, or if our compliance increases our costs and/or restricts our ability to do business as compared to our competitors that do not adhere to such standards, we could experience an adverse effect on our customer relationships, reputation, operations, cost structure and/or profitability.
Regulatory and legislative developments related to climate change, may materially adversely affect our business and financial condition.
Numerous governmental bodies have introduced or are contemplating legislative and regulatory changes in response to various climate change interest groups and the impact of climate change. Legislation and increased regulation relating to climate change and the transition to a low carbon economy could impose significant costs on us and our suppliers, including costs related to increased energy requirements, capital equipment, environmental monitoring and reporting, and other costs to comply with such regulations. Any future climate change related regulations could also negatively impact our ability to compete with companies situated in areas not subject to such requirements. Given the political significance and uncertainty around the impact of climate change and how it should be addressed, we cannot predict how legislation and regulation will affect our financial condition, operating performance and ability to compete. Furthermore, even without such regulation, increased awareness and any adverse publicity in the global marketplace about impacts on climate change by us could harm our reputation. Any of the foregoing could result in a material adverse effect on our business and financial condition.
We are subject to changes in legislative, regulatory and legal developments involving taxes.
We are subject to U.S. federal and state, and foreign, income, payroll, property, sales and use, value-added, fuel and other types of taxes. Changes in tax rates, enactment of new tax laws, revisions of tax regulations, and claims or litigation with taxing authorities may require significant judgment in determining the appropriate provision and related accruals for these taxes; and as a result, such changes could result in substantially higher taxes and, therefore, could have a significant adverse effect on our results or operations, financial conditions and liquidity.
Moreover, in recent years, the Organization for Economic Co-operation and Development (“OECD”) and member countries have been focused on taxation issues relating to multi-national companies. In October 2021, more than 130 countries agreed to implement Pillar 2, a plan introduced by the OECD providing for a global minimum tax rate of 15% (calculated on a country-by-country basis) for those companies having consolidated revenue of at least €750 million; with any shortfall of the 15% minimum tax resulting in a related tax assessment ("Top-Up Tax"). The implementation of the Pillar 2 global minimum tax rules is intended to apply for tax years beginning in 2024. The main purpose of such rules is to minimize tax base erosion and profit shifting from higher tax jurisdictions to lower tax jurisdictions by multi-national companies. On February 2, 2023, the OECD issued various administrative guidance including transitional safe harbor rules available in conjunction with the implementation of the Pillar 2 global minimum tax. Based upon the current OECD rules and administrative guidance, the Company does not anticipate being subject to material Top-Up Taxes as various tax jurisdictions begin enacting such legislation. The Company is continuing to monitor the potential impact of the Pillar 2 proposals and developments on our consolidated financial statements and related disclosures, including eligibility for any transitional safe harbor rules.
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We may incur significant costs for environmental compliance and/or to address liabilities under environmental laws and regulations, and our reputation may be adversely affected.
Our operations and facilities worldwide are subject to extensive laws and regulations related to pollution and the protection of the environment, health and safety, including those governing, among other things, emissions to air, discharges to water, the generation, handling, storage, treatment and disposal of hazardous wastes and other materials, and the remediation of contaminated sites. A failure by us to comply with applicable requirements or the permits required for our operations could result in civil or criminal fines, penalties, enforcement actions, third-party claims for property damage and personal injury, requirements to clean up property or to pay for the costs of cleanup or regulatory or judicial orders enjoining or curtailing operations or requiring corrective measures, including the installation of pollution control equipment or remedial actions, as well as cause damage to our reputation.
Some environmental laws and regulations impose requirements to investigate and remediate contamination on present and former owners and operators of facilities and sites, and on potentially responsible parties ("PRPs") for sites to which such parties may have sent waste for disposal. Such liability can be imposed without regard to fault and, under certain circumstances, may be joint and several, resulting in one PRP being held responsible for the entire obligation. Liability may also include damages to natural resources. On occasion we are involved in such investigations and/or cleanup, and also have been or could be named as a PRP in environmental matters.
The discovery of additional contamination, including at acquired facilities, the imposition of more stringent environmental, health and safety laws and regulations, including cleanup requirements, disputes with our insurers or the insolvency of other responsible parties could require us to incur significant capital expenditures or operating costs materially in excess of our accruals. Future investigations we undertake may lead to discoveries of contamination that must be remediated, and decisions to close facilities may trigger remediation requirements that are not currently applicable. We may also face liability for alleged personal injury or property damage due to exposure to hazardous substances used or disposed of by us, contained within our current or former products, or present in the soil or groundwater at our current or former facilities. We could incur significant costs in connection with such liabilities. See Item 8, Note 17, Commitments and Contingencies for additional information.
Certain subsidiaries are subject to litigation, including product liability and other claims, which could adversely affect our business, reputation, financial condition, results of operations or cash flows.
We may be subject to product liability and other claims if the use of our products, or the exposure to our products or their raw materials, is alleged to have resulted in injury or other adverse effects. We currently maintain product liability insurance coverage but we cannot assure that we will be able to obtain such insurance on commercially reasonable terms in the future, if at all, or that any such insurance will provide adequate coverage against claims. Litigation and product liability claims can be expensive to defend and can divert the attention of management and other personnel for long periods of time, regardless of the ultimate outcome. In addition, our business depends on the strong brand reputation we have developed; if this reputation is damaged as a result of litigation or product liability claims, it may be difficult to maintain our pricing positions and market share with respect to our products. Therefore, an unsuccessful litigation matter or product liability defense could have a material adverse effect on our business, financial condition, results of operations or cash flows. See Item 8, Note 17, Commitments and Contingencies for additional details.
Risks Related to the Spin-Off Transaction
If the Spin-Off Transaction does not qualify as a tax-free reorganization and distribution for purposes of U.S. federal income taxes, we may be subject to substantial additional taxes.
In connection with the Spin-Off Transaction, we obtained a tax opinion and a private letter ruling from the IRS (“IRS Ruling”) as to certain aspects relevant to treatment of the various steps of the transaction as tax-free to us and our shareholders for U.S. federal income tax purposes. The tax opinion and IRS Ruling are based on certain factual representations and assumptions and covenants of the parties to the transaction. If any of the factual representations and assumptions are materially false or incorrect, or one or more of the relevant covenants are breached, the validity of the tax opinion and IRS Ruling could be impaired. Furthermore, a tax opinion only represents counsel’s best legal judgment, and is not binding on the IRS or the courts, which may disagree with the opinion.
If the IRS determines that some or all of the transactions comprising the Spin-Off Transaction are taxable to us, we and our shareholders at the time of the transaction could be subject to significant additional U.S federal and state income taxes. In certain circumstances, we would be entitled to indemnity from Regal Rexnord Corporation for all or a portion of such additional tax, but there is no assurance that Regal Rexnord Corporation would have the ability to satisfy any such indemnity obligation.
As a result of the Spin-Off Transaction, we are subject to certain limitations on Company actions for two years, including certain business combinations, that might otherwise be advantageous.
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Under relevant agreements governing the Spin-Off Transaction, we are prohibited from taking certain actions during the two-year period following the closing that could cause aspects of the Spin-Off Transaction to fail to qualify for their intended tax treatment. If we breach or are deemed to have breached these restrictions, the tax-free treatment of some or all of the Spin-Off Transaction could be impaired, and we could be subject to substantial additional U.S. federal and state income taxes. These restrictions might interfere with our current business and prevent us from taking advantage of opportunities that might be advantageous.
Risks Related to the Merger with Elkay
We recorded substantial goodwill and other intangible assets as a result of the Merger that could become impaired and result in material non-cash charges to our results of operations in the future.
We account for the Merger as an acquisition of a business in accordance with GAAP. Under the acquisition method of accounting, the assets and liabilities of Elkay and its subsidiaries have been recorded, as of the completion of the Merger, at their respective fair values. Our reported financial condition and results of operations for periods after completion of the Merger reflect Elkay’s balances and results but have not been restated retroactively to reflect the historical financial position or results of operations of Elkay and its subsidiaries for periods prior to the Merger. Under the acquisition method of accounting, the total purchase price was allocated to Elkay’s tangible assets and liabilities and identifiable intangible assets based on their fair values as of the date of completion of the Merger. The excess of the purchase price over those fair values was recorded as goodwill. To the extent the value of goodwill or intangibles becomes impaired in the future, we may be required to incur material non-cash charges relating to such impairment. Our operating results may be significantly impacted from both the impairment and the underlying trends in the business that triggered the impairment.
We may be unable to successfully integrate Elkay’s business into our business or achieve the anticipated benefits of the Merger.
The success of the Merger depends, in part, on our ability to realize the anticipated benefits and cost savings from adding Elkay’s businesses, and we cannot assure successful integration or realization of the anticipated benefits of the Merger. Potential difficulties that may be encountered as we continue the integration process which may result in Zurn Elkay performing differently than expected include, among others:
•the inability to successfully integrate Elkay in a manner that permits the achievement of full revenue, expected cash flows and cost savings anticipated from the Merger;
•not realizing anticipated synergies;
•integrating personnel from Elkay and the loss of key employees;
•potential unknown liabilities and unforeseen expenses;
•integrating relationships with customers, vendors and business partners;
•performance shortfalls as a result of the diversion of management’s attention caused by completing the Merger and integrating Elkay’s operations; and
•the disruption of, or the loss of momentum in, our ongoing business or inconsistencies in standards, controls, procedures and policies.
Our results may suffer if we do not effectively manage our expanded operations following the Merger.
Following the Merger, the size of our business has increased significantly. Our future success will depend, in part, on our ability to manage this expanded business, resulting in risks and uncertainties, including the need to efficiently and timely integrate the operations and business of Elkay, to combine systems and management controls, and to integrate relationships with customers, vendors and business partners.
Sales of substantial amounts of the Zurn Elkay Common Stock in the open market by the former Elkay stockholders could depress the trading price of our common stock.
The former Elkay stockholders may wish to dispose of some or all of the Zurn Elkay Common Stock that they received in the Merger. These sales may adversely affect the trading price of our Common Stock. Certain of these stockholders, who received Zurn Elkay shares in the Merger aggregating approximately 23% of our outstanding common stock as of December 31, 2023, agreed not to sell or transfer their shares, subject to certain exceptions, prior to December 31, 2023.
Certain former stockholders of Elkay have registration rights, the exercise of which could adversely affect the market price of our Common Stock.
In connection with the Merger, the Company and certain stockholders of Elkay entered into a Registration Rights Agreement, pursuant to which such stockholders have a right to demand registration of one public offering within the first three years after the closing of the Merger, subject to certain minimum and maximum thresholds and other customary conditions. The existence and potential or actual exercise of such rights could adversely impact the market price of our Common Stock.
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ITEM 1B. UNRESOLVED STAFF COMMENTS.
None.

ITEM 1C. CYBERSECURITY.
Zurn Elkay’s management and Board recognize the importance of robust oversight of cybersecurity risk, information security, and technology risk in maintaining the trust and confidence of our customers, partners, employees, and stockholders. The Audit Committee, on behalf of the Board, oversees the Company’s material financial and other risk exposures, including risks related to cybersecurity. Our Board has extensive cybersecurity experience, including two members of the Audit Committee who have received a certificate in cybersecurity oversight from the Carnegie Mellon University Software Engineering Institute. Cybersecurity risk also is monitored, assessed and managed as part of the Company’s integrated Enterprise Risk Management program on an ongoing basis. A cybersecurity governance council, comprised of executive leaders, meets at least quarterly to review the Company’s cybersecurity program and its effectiveness. This cybersecurity governance council receives updates and reports from the Company’s global cybersecurity team (discussed below) on the cybersecurity program and its effectiveness relating to the prevention, detection, mitigation and remediation of cybersecurity incidents. The Chief Information Officer (CIO) provides periodic updates to the Audit Committee on any material initiatives and key updates on the cybersecurity program and its effectiveness, including any material threats. The CIO also provides an annual update regarding information security to the full Board. The CIO has more than 35 years of information technology experience, including approximately 17 years serving as a CIO.
To assess, identify and manage material risks from cybersecurity threats and to prevent, detect and respond to cybersecurity threats, including threats associated with the use of third-party service providers, the Company has a robust cybersecurity program. The Company’s global cybersecurity team, overseen by the CIO, implements policies and procedures and uses a balanced approach to validate the effectiveness of the program, leveraging third party expert security resources, information technology resources, executive business leadership, internal and external audit, third-party vendors and other IT and business partners. The program uses a combination of standards and best practices from the National Institute of Standards and Technology, Center of Internet Security, third-party vendor partners, and other industry forums. Annually, the program is assessed both internally and externally, including a thorough industry benchmarking, maturity assessments, best practice reviews, and risk assessments, with control validation occurring monthly internally (focused on core critical controls), quarterly (focused on vulnerabilities/cyber-incident simulations) and annually (focused on a review of best practices) via third-party vendors and partners, and annually via external third parties, including the conduct of internal/external penetration tests and tabletop exercises. Third-party service providers are assessed initially based on security questionnaires and the access of third-party service providers is audited annually and/or with any change in circumstances. Third-party service providers are also monitored through a combination of security information and event management technology and managed detection response services. The CIO provides key results and findings from these assessments to the cybersecurity governance council and Audit Committee. The Company has a robust incident response plan intended to help provide timely remediation to cybersecurity incidents and also to help provide notice of any material incidents to the appropriate internal and external entities.
To help associates acquire the knowledge to support the protection of our environment, the Company provides comprehensive annual security awareness training, periodic information updates, and regular testing/training programs. In addition, the Company annually purchases a cybersecurity insurance policy.
The Company depends heavily on information technology infrastructure to manage our business objectives and operations, support our customers’ requirements and protect sensitive information. To date, the Company has not experienced a cybersecurity threat or cybersecurity incident that has materially affected the Company, including our business strategy, results of operations or financial condition. While the Company has a robust cybersecurity program in place and has taken steps to maintain and enhance its cybersecurity, a material security breach could impede the Company’s ability to carry on business in the normal course.
As we have previously described in Item 1A, Risk Factors, there have been significant and increasing instances of data and security breaches, malicious interference with technology systems and industrial espionage involving companies in numerous industries, including cloud providers, and cybersecurity threats are becoming more complex. In addition, at times a large percentage of our workforce may be working remotely in response to outbreaks of infectious disease, which may heighten these risks. While we have taken steps to maintain and enhance our cybersecurity by implementing additional security technologies, internal controls, network and data center resiliency, redundancy and disaster recovery processes and backup systems, upgrading our remote work environment and by obtaining insurance coverage, these measures may be inadequate and our technology systems could be vulnerable to disability, failures, or unauthorized access. As a result, any inability by us to successfully manage our information systems, or respond effectively to any attack on or interference with our systems, including matters related to system and data security, privacy, reliability, compliance, performance and access, problems related to our systems caused by natural disasters, security breaches or malicious attacks, and any inability of these systems to fulfill
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their intended business purpose, could impede our ability to record or process orders, manufacture and ship in a timely manner, account for and collect receivables, protect sensitive data of the Company, our customers, our employees, our suppliers and other business partners, comply with our third party obligations of confidentiality and care, or otherwise carry on business in the normal course. Any such events could require costly remediation beyond levels covered by insurance and could cause us to lose customers and/or revenue, including as a result of legal or regulatory claims or proceedings, or damage our reputation, any of which could have a material adverse effect on our business and operating results. We are also subject to an increasing number of evolving data privacy and security laws and regulations that impose requirements on us. We collect, store, access and otherwise process various types of confidential or sensitive data, including proprietary business information, personal data and other information that is subject to privacy and security laws, regulations and/or customer-imposed controls. Failure to comply with such laws and regulations could result in the imposition of fines, penalties and other costs.
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ITEM 2. PROPERTIES.
As of December 31, 2023, we had 29 principal manufacturing and warehouse facilities as set forth below: 
Total Square Feet
LocationNumber of FacilitiesOwnedLeased
USA
Arizona1— 46,100 
California3157,500 315,300 
Georgia1— 262,600 
Illinois5590,500 421,300 
North Carolina5392,200 413,200 
Ohio142,500 — 
Pennsylvania3119,000 99,300 
South Carolina1— 125,000 
Texas3175,000 115,700 
International
Canada472,600 195,600 
Mexico1106,100 — 
United Arab Emirates1— 6,000 
We believe our principal manufacturing and warehouse facilities are suitable for our operations and provide sufficient capacity for our current and future anticipated needs.

ITEM 3. LEGAL PROCEEDINGS.
Information with respect to our legal proceedings is contained in Item 8, Note 17, Commitments and Contingencies.

ITEM 4. MINE SAFETY DISCLOSURES.
Not applicable.

            *                *                *
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Information about our Executive Officers
The following table sets forth information concerning our executive officers as of the date of this report:
NameAgePosition(s)In Current Position(s) since
Todd A. Adams53Chairman of the Board and Chief Executive Officer2020
Mark W. Peterson52Senior Vice President and Chief Financial Officer2011
Sudhanshu Chhabra57Vice President, Zurn Elkay Business Systems2018
Jeffrey J. LaValle45Vice President, General Counsel and Secretary2022
Jeffrey A. Schoon42President2024
Michael D. Troutman57Chief Information Officer2007
Craig G. Wehr59Executive Advisor2024
Information about the business experience of our executive officers during at least the past five fiscal years is as follows:
Todd A. Adams became our Chairman of the Board in 2020 and Chief Executive Officer in 2009. Mr. Adams joined us in 2004, and has served in various roles of increasing responsibility, including President and Chief Financial Officer.
Mark W. Peterson became our Senior Vice President and Chief Financial Officer in 2011. Mr. Peterson previously served as Vice President and Controller of Zurn Elkay and as a divisional CFO. Mr. Peterson is a certified public accountant.
Sudhanshu Chhabra became Vice President, Zurn Elkay Business Systems in 2018. Mr. Chhabra was a sector President and Regional Executive - India from 2016 to 2018 after having joined Zurn Elkay in 2014 as President & Regional Executive for India and the Middle East. Prior to joining Zurn Elkay, Mr. Chhabra served in various positions with Danaher Corporation, a diversified manufacturer, most recently as President – Asia, Gilbarco Veeder-Root Inc. and as Managing Director – India, Gilbarco Veeder-Root Inc.
Jeffrey J. LaValle became our Vice President, General Counsel and Secretary in 2022. Mr. LaValle previously served as our Assistant General Counsel since 2013. Prior to joining Zurn Elkay, Mr. LaValle was a partner at Quarles & Brady LLP, a national full-service law firm.
Jeffrey A. Schoon became President of Zurn Elkay in 2024. Mr. Schoon previously served as Executive Vice President of Zurn Elkay since 2022, and previously served in various roles with our former Process & Motion Control business since 2010 (including as an employee of Regal Rexnord Corporation during portions of 2021 and 2022), and as Vice President General Manager of the Energy Division.
Michael D. Troutman became Zurn Elkay's Chief Information Officer at Zurn Elkay in 2007 and an executive officer in 2017. Before joining Zurn Elkay, he was with AT&T, Lucent, and Agere Systems in various senior information technology positions implementing global industry leading solutions and processes.
Craig G. Wehr was named Executive Advisor in 2024. Mr. Wehr served as Chief Operating Officer of Zurn Elkay since 2022. Mr. Wehr previously served in various positions with Zurn Elkay since 1993, including as President of Zurn and Vice President / General Manager of Zurn Specification Drain Operations.
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PART II

ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES.
Shares of our common stock trade on the New York Stock Exchange under the ticker symbol “ZWS”. As of February 1, 2024, there were 27 holders of record of our common stock. A substantially greater number of holders of Zurn Elkay common stock are beneficial holders, whose shares of record are held by banks, brokers, and other financial institutions.
Dividend Policy
On February 1, 2023, May 4, 2023, and July 20, 2023 our Board of Directors declared a quarterly cash dividend on our common stock of $0.07 per share. On October 19, 2023 and February 1, 2024 our Board of Directors declared a quarterly cash dividend on our common stock of $0.08 per share. The decision whether to continue to pay dividends in the future will be made by our Board of Directors in light of conditions then existing, including factors such as our results of operations, financial condition and requirements, business conditions and covenants under any applicable borrowing agreements and other contractual arrangements.
Issuer Purchases of Equity Securities
In fiscal 2015, our Board of Directors approved a stock repurchase program (the "Repurchase Program") authorizing the repurchase of up to $200.0 million of our common stock from time to time on the open market or in privately negotiated transactions. On January 27, 2020, our Board of Directors approved increasing the remaining share repurchase authority under the Repurchase Program to $300.0 million. On February 8, 2023, the Company's Board of Directors approved increasing the remaining share repurchase authority under the Repurchase Program to $500.0 million. The Repurchase Program does not require us to acquire any particular amount of common stock and does not specify the timing of purchases or the prices to be paid; however, the program will continue until the maximum amount of dollars authorized has been expended or until it is modified or terminated by the Board. During the three and twelve months ended December 31, 2023, we repurchased approximately $25.0 million and $125.0 million, respectively, of our common stock. The remaining repurchase authority under the Repurchase Program at December 31, 2023 was $390.5 million.

ISSUER PURCHASES OF EQUITY SECURITIES
Total Number of Shares PurchasedAverage Price Paid per ShareTotal Number of Shares Purchased as Part of Publicly Announced Plans or Programs (1)Maximum Approximate Dollar Value that may yet be Purchased Under the Plans or Programs (1)
Period
October 1 - October 31, 2023— $— — $415,473,453 
November 1 - November 30, 2023315,939 $29.13 315,939 $406,264,702 
December 1 - December 31, 2023532,867 $29.65 532,867 $390,456,946 
  Total/Average848,806 $29.45 848,806 

(1)See explanation of the Repurchase Program above.
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Performance Graph
Set forth below is a line graph comparing the cumulative total shareholder return of our common stock with the Standard & Poor's (the "S&P") 500 Index and the S&P 1500 Industrials Index for the years ended December 31, 2023, December 31, 2022, December 31, 2021, the nine-month transition period ended December 31, 2020, and our preceding full fiscal year. The graph assumes the value of the investment in our common stock and each index was $100 on March 31, 2019, and that all dividends were reinvested. The shareholder return shown on the graph below is not necessarily indicative of future performance and the indices included do not necessarily reflect management's opinion that such indices are an appropriate measure of the relative performance of Zurn Elkay's stock.
742
3/31/20193/31/202012/31/202012/31/202112/31/202212/31/2023
Zurn Elkay Water Solutions Corporation (1)$100.00 $90.00 $159.00 $305.00 $179.00 $251.00 
S&P 500 Index$100.00 $93.00 $137.00 $176.00 $144.00 $182.00 
S&P 1500 Industrials Index$100.00 $80.00 $124.00 $152.00 $142.00 $171.00 

(1)Zurn Elkay Water Solutions Corporation historical prices were adjusted to reflect the impact of the Spin-Off Transaction that was completed on October 4, 2021.


ITEM 6.

[Reserved]
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ITEM 7.     MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

The following discussion of results of operations and financial condition includes periods prior to the acquisitions of the assets of Advance Technology Solutions, LLC (d/b/a ATS GREASEwatch) ("ATS GREASEwatch"), and the assets of Wade Drains ("Wade"), and the acquisition of Elkay in the Elkay merger. Our financial performance includes the ATS GREASEwatch business subsequent to April 16, 2021, the Wade business subsequent to November 17, 2021, and the Elkay business subsequent to July 1, 2022, the respective dates of their acquisitions. Accordingly, the discussion and analysis does not reflect any impact of ATS GREASEwatch, Wade, or Elkay transactions prior to the respective closing dates.
We completed the spin-off of our Process & Motion Control platform ("PMC") on October 4, 2021 in the Spin-Off Transaction, and, accordingly, the results of operations and financial condition associated with PMC have been reclassified to discontinued operations for all periods presented. As a result, the following discussion of results of operations and financial condition is centered on the Zurn business excluding PMC. The consolidated statements of cash flows for the years ended December 31, 2023, 2022, and 2021 have not been adjusted to separately disclose cash flows related to the discontinued operations. See Item 8, Note 4, Discontinued Operations for additional information on cash flows associated with the discontinued operations.
This discussion contains forward-looking statements and involves numerous risks and uncertainties, including, but not limited to, those described in the "Risk Factors" in Item 1A of this report. Actual results may differ materially from those contained in any forward-looking statements. See also "Cautionary Notice Regarding Forward-Looking Statements" found elsewhere in this report.
The information contained in this section is provided as a supplement to the consolidated financial statements and the related notes included elsewhere in this report to help provide an understanding of our financial condition, changes in our financial condition and results of our operations. This section is organized as follows:
Company Overview. This section provides a general description of our business.
Financial Statement Presentation. This section provides a brief description of certain items and accounting policies that appear in our financial statements and general factors that impact these items.
Critical Accounting Estimates. This section discusses the accounting policies and estimates that we consider to be important to our financial condition and results of operations and that require significant judgment and estimates by management in their application.
Recent Accounting Pronouncements. This section cites to the discussion of new or revised accounting pronouncements and standards in Item 8, Note 2, Significant Accounting Policies of our consolidated financial statements.
Overview of Recent Developments. This section provides a description of the recent events impacting our results of operations.
Results of Operations. This section provides an analysis of our results of operations. In providing analysis of the results of our operations, we have provided a comparison of our year ended December 31, 2023 to the year ended December 31, 2022. A discussion of the financial performance for the year ended December 31, 2022 compared to December 31, 2021 can be found within "Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations" of our 2022 Form 10-K.
Non-GAAP Financial Measures. This section provides an explanation of certain financial measures we use that are not in accordance with U.S. generally accepted accounting principles ("GAAP").
Covenant Compliance. This section provides a discussion of certain restrictive covenants in our credit agreement.
Liquidity and Capital Resources. This section provides an analysis of our cash flows and year-to-year comparisons for our years ended December 31, 2023 and 2022, as well as a discussion of our indebtedness and its potential effects on our liquidity. A discussion of cash flows for the year ended December 31, 2022 compared to December 31, 2021 can be found within "Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations" of our 2022 Form 10-K.
Contractual Obligations. This section provides a discussion of our commitments as of December 31, 2023.
Quantitative and Qualitative Disclosures about Market Risk. This section discusses our exposure to potential losses arising from adverse changes in interest rates and foreign exchange rates.
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Company Overview
We are a growth-oriented, pure-play water management business that designs, procures, manufactures, and markets what we believe to be the broadest sustainable product portfolio of specification-driven water management solutions to improve health, human safety and the environment. Our product portfolio includes professional grade water safety and control products, flow system products, hygienic and environmental products, and filtered drinking water products for public and private spaces that deliver superior value to building owners, positively impact the environment and human hygiene and reduce product installation time. Zurn Elkay's heritage of innovation and specification has allowed us to provide highly-engineered, mission-critical solutions to customers for decades and affords us the privilege of having long-term, valued relationships with market leaders. We operate in a disciplined way and the Zurn Elkay Business System (“ZEBS”) is our operating philosophy. Grounded in the spirit of continuous improvement, ZEBS creates a scalable, process-based framework that focuses on driving superior customer satisfaction and financial results by targeting world-class operating performance throughout all aspects of our business.
Refer to Item 1, Business for additional information.
Financial Statement Presentation
The following paragraphs provide a brief description of certain items and accounting policies that appear in our financial statements and general factors that impact these items.
Net sales. Net sales represent gross sales less deductions taken for sales returns and allowances and incentive rebate programs.
Cost of sales. Cost of sales includes all costs of manufacturing required to bring a product to a ready for sale condition. Such costs include direct and indirect materials, direct and indirect labor costs, including fringe benefits, supplies, utilities, depreciation, freight and shipping, insurance, pension and other postretirement benefits, information technology costs and other manufacturing related costs.
The largest component of our cost of sales is cost of materials, which represented approximately 37% of net sales in the year ended December 31, 2023. We purchase a broad range of materials and components throughout the world in connection with our manufacturing activities. Major raw materials and components include brass, castings, copper, zinc, stainless steel, forgings, plate steel, high-performance engineered plastic and resin. We have a strategic sourcing program that is designed to significantly reduce the number of direct and indirect suppliers we use and to lower the cost of purchased materials.
Selling, general and administrative expenses. Selling, general and administrative expenses primarily include sales and marketing, finance and administration, engineering and technical services and warehousing. Our major cost elements include salary and wages, fringe benefits, insurance, depreciation, advertising, travel and information technology costs.
Critical Accounting Estimates
The methods, estimates and judgments we use in applying our critical accounting policies have a significant impact on the results we report in our consolidated financial statements. We evaluate our estimates and judgments on an on-going basis. We base our estimates on historical experience and on assumptions that we believe to be reasonable under the circumstances. Our experience and assumptions form the basis for our judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results may vary from what we anticipate and different assumptions or estimates about the future could change our reported results. Within the context of these critical accounting policies, we are not currently aware of any reasonably likely event that would result in materially different amounts being reported.
We believe the following accounting policies are the most critical to us in that they are important to our financial statements and they require difficult, subjective and/or complex judgments in the preparation of our consolidated financial statements. For additional information, see Item 8, Note 2, Significant Accounting Policies, to our consolidated financial statements.
Purchase accounting and business combinations. Assets acquired and the liabilities assumed as part of a business combination are recognized separately from goodwill at their acquisition date fair values. Goodwill as of the acquisition date is measured as the excess of consideration transferred over the net of the acquisition date fair values of the assets acquired and the liabilities assumed. We review and consider input from outside specialists, if and when appropriate to develop discount rates, and use estimates and assumptions about the future performance of the business to accurately value assets acquired and liabilities assumed at the acquisition date. We may refine these estimates during the measurement period, which may be up to one year from the acquisition date. As a result, during the measurement period, we record adjustments to the assets acquired and liabilities assumed with the corresponding offset recorded to goodwill. Upon the conclusion of the measurement period or final determination of the values of the assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are recorded in our consolidated statements of operations.
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Impairment of intangible assets and tangible fixed assets. The carrying value of long-lived assets, including amortizable intangible assets and tangible fixed assets, are evaluated for impairment whenever events or changes in circumstances indicate that the related carrying amounts may not be recoverable. Impairment of amortizable intangible assets and tangible fixed assets is generally determined by comparing projected undiscounted cash flows to be generated by the asset, or group of assets, to its carrying value. If impairment is identified, a loss is recorded equal to the excess of the asset's net book value over its fair value, and the cost basis is adjusted. Determination of the fair value requires various estimates including internal cash flow estimates generated from the asset, quoted market prices and appraisals as appropriate to determine fair value. Actual results could vary from these estimates. During the year ended December 31, 2023, the Company recognized $2.5 million of fixed asset impairment charges. The Company recognized no impairment charges during the during the years ended December 31, 2022 or 2021.
Goodwill, trademarks and certain tradenames have indefinite lives and are not amortized. However, the goodwill and intangible assets are tested annually for impairment, and may be tested more frequently if any triggering events occur that would reduce the recoverability of the asset. In conducting the annual impairment test for goodwill, we have the option to first assess qualitative factors to determine whether it is more likely than not (greater than 50% likelihood) the fair value of any reporting unit is less than its carrying amount. If a qualitative assessment determines an impairment is more likely than not, we are required to perform a quantitative impairment test. Otherwise, no further analysis is required. Alternatively, we may elect to proceed directly to the quantitative impairment test. In conducting a quantitative assessment, we use a discounted cash flow methodology based on future business projections and a market value approach (guideline public company comparables). We perform our goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. If the carrying amount exceeds the fair value of the reporting unit, an impairment charge is recognized for the amount by which the carrying amount exceeds the reporting unit's fair value up to the amount of the recorded goodwill.
During the fourth quarter of the year ended December 31, 2023, we completed our annual goodwill impairment test and elected to perform a quantitative assessment. No goodwill impairment charges were recorded during the years ended December 31, 2023, 2022, or 2021.
Retirement benefits. We have significant pension and post-retirement benefit income and expense and assets/liabilities that are developed from actuarial valuations. These valuations include key assumptions regarding discount rates, expected return on plan assets, mortality rates, compensation increases, and the current health care cost trend rate. We consider current market conditions in selecting these assumptions. Changes in the related pension and post-retirement benefit income/costs or assets/liabilities may occur in the future due to changes in the assumptions and changes in asset values.
We recognize the net actuarial gains or losses in excess of unrecognized gain or loss exceeding 10 percent of the greater of the market-related value of plan assets or the plan's projected benefit obligation at re-measurement (the "corridor") in our consolidated statements of operations during the fourth quarter of each fiscal year (or upon any re-measurement date). During the years ended December 31, 2023, 2022, and 2021, we recognized a non-cash actuarial gain from continuing operations of $2.0 million, $1.9 million, and $1.2 million, respectively, in connection with re-measurements of our plans. Net periodic benefit costs recorded on a quarterly basis are primarily comprised of service and interest cost, amortization of unrecognized prior service cost and the expected return on plan assets. See Item 8, Note 15, Retirement Benefits for additional information.
The obligation for other postretirement benefits other than pension also is actuarially determined and is affected by assumptions including the discount rate and expected future increase in per capita costs of covered other postretirement health care benefits. Changes in the discount rate and differences between actual and assumed per capita health care costs may affect the recorded amount of the expense in future periods.
Income taxes. We are subject to income taxes in the United States and numerous foreign jurisdictions. Significant judgment is required in determining our worldwide provision for income taxes and recording the related deferred tax assets and liabilities. In October 2021, more than 130 countries agreed to implement Pillar 2, a plan introduced by the Organization for Economic Co-operation and Development (“OECD”) providing for a global minimum tax rate of 15% (calculated on a country-by-country basis) for those companies having consolidated revenue of at least €750 million. The implementation of the Pillar 2 global minimum tax rules is intended to apply for tax years beginning in 2024. The main purpose of such rules is to minimize tax base erosion and profit shifting from higher tax jurisdictions to lower tax jurisdictions by multi-national companies. On February 1, 2023, the Financial Accounting Standards Board indicated that they view the minimum tax (“Top-Up Tax”) imposed under Pillar 2 as an alternative minimum tax, and as such, it should be recognized in the period incurred versus recognizing or adjusting deferred tax assets and liabilities. On February 2, 2023, the OECD issued various administrative guidance including transitional safe harbor rules available in conjunction with the implementation of the Pillar 2 global minimum tax. Based upon the current OECD rules and administrative guidance, the Company does not anticipate being subject to material Top-Up Taxes as various tax jurisdictions begin enacting such legislation. The Company is continuing to monitor the potential impact of the Pillar 2 proposals and developments on our consolidated financial statements and related disclosures, including eligibility for any transitional safe harbor rules.
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We assess our income tax positions and record tax liabilities for all years subject to examination based upon management’s evaluation of the facts and circumstances and information available at the reporting dates. For those income tax positions where it is more-likely-than-not, based on technical merits, that a tax benefit will be sustained upon the conclusion of an examination, we have recorded the largest amount of tax benefit having a cumulatively greater than 50% likelihood of being realized upon ultimate settlement with the applicable taxing authority, assuming that it has full knowledge of all relevant information. For those tax positions which do not meet the more-likely-than-not threshold regarding the ultimate realization of the related tax benefit, no tax benefit has been recorded in the financial statements. In addition, we provide for interest and penalties, as applicable, and record such amounts as a component of the overall income tax provision. As of December 31, 2023 and 2022, our liability for unrecognized tax benefits was $5.6 million and $5.5 million, respectively.
We recognize deferred tax assets and liabilities based on the differences between the financial statement carrying amounts and the tax bases of assets and liabilities, net operating losses (“NOL’s”), tax credit and other carryforwards. We regularly review our deferred tax assets for recoverability and establish a valuation allowance based on historical losses, projected future taxable income and the expected timing of the reversals of existing temporary differences. As a result of this review, we established a full valuation allowance against U.S. federal and state capital loss carryforwards, as well as certain foreign NOL carryforwards and related deferred tax assets, and continue to maintain a partial valuation allowance against certain U.S. state NOL and tax credit carryforwards. As of December 31, 2023 and 2022, valuation allowances of $12.0 million and $32.2 million, respectively, were recorded against our deferred tax assets. See Item 8 Note 16, Income Taxes for additional information.
Commitments and Contingencies. We are subject to proceedings, lawsuits and other claims related to environmental, labor, product and other matters. We are required to assess the likelihood of any adverse judgments or outcomes to these matters as well as potential ranges of probable losses. We determine the amount of accruals needed, if any, for each individual issue based on our professional knowledge and experience and discussions with legal counsel. The required accruals may change in the future due to new developments in each matter, the ultimate resolution of each matter or changes in approach, such as change in strategy. See Item 8 Note 17, Commitments and Contingencies for additional information.
Recent Accounting Pronouncements
See Item 8, Note 2, Significant Accounting Policies regarding recent accounting pronouncements.
Overview of Recent Developments
Divestiture of Asbestos Liabilities and Certain Assets
On December 15, 2023, Zurn Holdings, Inc. (“Holdings”) sold all of the equity interests of its direct subsidiary Zurn Industries, LLC (“Zurn Industries”), together with Zurn Industries’ direct and indirect subsidiaries that primarily held asbestos liabilities, certain assets and cash, in a stock sale transaction to an unaffiliated buyer (“Sale Transaction”). As a result of the Sale Transaction, all asbestos obligations and liabilities, related insurance assets and associated deferred taxes, and other assets sold to the buyer, have been removed from the Company’s consolidated balance sheet effective December 15, 2023 and the Company no longer has any obligation with respect to pending and future asbestos claims related to the divested entities. A loss on the divestiture of asbestos liabilities and certain assets of $11.4 million was recognized in the consolidated statements of operations for the twelve months ended December 31, 2023.
See Item 8, Note 17, Commitments and Contingencies for more information.
Elkay Merger
On July 1, 2022, we completed the Elkay Merger for a purchase price (after final purchase price adjustments) of $1,457.8 million. Elkay, a market leader of filtered drinking water solutions and commercial sinks, complements our existing product portfolio. The purchase price includes $1,411.9 million of our common stock based on the closing stock price of $27.48 on July 1, 2022, and $45.9 million of net cash payments for the repayment of Elkay's term loan and Elkay's transaction related costs outstanding that were in excess of Elkay's cash and cash equivalents at the time of closing. Pursuant to the terms of the merger agreement, we issued 51,564,524 shares of our common stock, which represented approximately 29% of outstanding shares immediately following the Merger. During the six months ended June 30, 2023, we completed the final purchase price adjustments and the adjusted purchase price is reflected in the purchase price amounts above, following the return of 186,020 of the shares issued at closing to us as a result of lower working capital and cash balances at closing compared to targets stipulated in the merger agreement. The shares returned to us were canceled upon receipt. We incurred transaction-related costs of approximately $33.7 million for the twelve months ended December 31, 2022. These costs were associated with legal and professional services and were recognized as selling, general and administrative expenses in the consolidated statements of operations.
See Item 8, Note 3, Acquisitions for more information.
Discontinued Operations
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During the year ended December 31, 2021, we completed the spin-off of our PMC platform. The operating results of PMC are reported as discontinued operations in our consolidated statements of operations for all periods presented, as the Spin-Off Transaction represented a strategic shift that had a major impact on our operations and financial results. During the year ended December 31, 2022, we received $35.0 million from Regal Rexnord Corporation as a result of the final working capital and cash balances at closing exceeding the targets stipulated in the Spin-Off Transaction agreement.
The major components of the Income from discontinued operations, net of tax presented in the consolidated statements of operations during the years ended December 31, 2023, 2022, and 2021 are included in the table below (in millions):
Year Ended (1)Year Ended (2)Year Ended (3)
December 31, 2023December 31, 2022December 31, 2021
Net sales$— $— $973.0 
Cost of sales— — 598.6 
Selling, general and administrative expenses (income)(8.4)(2.9)260.2 
Restructuring and other similar charges— — 1.9 
Amortization of intangible assets— — 9.9 
Interest expense, net— — 4.1 
Actuarial loss on pension and other postretirement benefit obligations— — 4.8 
Other non-operating income, net— — (5.6)
Income from discontinued operations before income tax8.4 2.9 99.1 
Income tax (provision) benefit0.1 1.8 (28.0)
Equity method investment income— — 0.3 
Non-controlling interest income— — (0.2)
Income from discontinued operations, net of tax$8.5 $4.7 $71.2 
____________________
(1)Selling, general and administrative expenses for the year ended December 31, 2023 include the reversal of certain accruals as a result of costs the Company will no longer incur related to the Spin-Off Transaction.
(2)Results of operations for the year ended December 31, 2022 includes the reversal of certain accruals as a result of costs we are obligated to indemnify Regal Rexnord Corporation for being lower than original estimates.
(3)Results of operations during the year ended December 31, 2021 reflect the period from January 1, 2021 through October 4, 2021, the date on which the Spin-Off Transaction of PMC was completed.
During the fiscal year ended March 31, 2019, we completed the sale of our VAG business, which was previously included in our Water Management platform. The sale agreement provided for contingent consideration based on Earn-out EBITDA, as defined in the sale agreement. During the year ended December 31, 2021, we received a $4.2 million cash payment as a result of the VAG business performance in its fiscal year ended March 31, 2021, which represented the final period of the earn-out, which was recorded in income from discontinued operations, net of tax in our consolidated statements of operations.
See Item 8, Note 4, Discontinued Operations for more information.
Restructuring and Other Similar Charges
During the year ended December 31, 2023, we continued to execute various restructuring actions. These initiatives were intended to drive efficiencies and reduce operating costs while also modifying our footprint to reflect changes in the markets we serve, the impact of acquisitions on our overall manufacturing capacity and the refinement of our overall product portfolio. These restructuring actions primarily resulted in workforce reductions, lease termination costs, and other facility rationalization costs. We expect to continue executing similar initiatives to optimize our operating margin and manufacturing footprint. As such, we expect further expenses related to workforce reductions, potential impairment of assets, lease termination costs, and other facility rationalization costs.
We recorded restructuring charges of $15.3 million, $15.4 million and $3.7 million for the years ended December 31, 2023, 2022, and 2021, respectively. See Item 8, Note 5, Restructuring and Other Similar Charges for more information.


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Results of Operations
Year Ended December 31, 2023 Compared with the Year Ended December 31, 2022
Net sales
(Dollars in Millions)
Year Ended
December 31,
2023		December 31,
2022		Change% Change
Net sales$1,530.5 $1,281.8 $248.7 19.4 %

Net sales were $1,530.5 million for the year ended December 31, 2023, a 19.4% increase year over year. Excluding a 20% increase in sales associated with the Elkay merger, core sales decreased 1% year over year as a result of a 400 basis point impact from the planned exit of certain residential sink products, lower year-over-year demand associated with products sold into our residential end markets, as well as timing of shipments in the prior year as we worked down an elevated backlog.
Income from operations
(Dollars in Millions)
Year Ended
December 31,
2023		December 31,
2022		Change% Change
Income from operations$191.4 $107.1 $84.3 78.7 %
% of net sales
12.5 %8.4 %4.1 %
Income from operations was $191.4 million for the year ended December 31, 2023, or 12.5% of net sales, compared to income from operations of $107.1 million, or 8.4% of net sales, for the year ended December 31, 2022. Income from operations as a percentage of net sales increased by 410 basis points year over year due to the benefits of productivity synergies and restructuring actions as well as lower material and transportation costs, partially offset by the loss on divestiture of asbestos liabilities and certain assets (see Item 8, Note 17, Commitments and Contingencies), higher non-cash stock-based compensation and incremental depreciation and intangible asset amortization resulting from the Elkay Merger. Additionally, income from operations for the year ended December 31, 2022 included merger costs of $33.7 million and a purchase accounting fair value adjustment of $18.9 million related to the Elkay Merger.
Interest expense, net
Interest expense, net was $38.5 million for the year ended December 31, 2023 compared to $26.9 million for the year ended December 31, 2022. The increase in interest expense as compared to the prior year period is primarily a result of higher year-over-year interest rates, partially offset by a decrease in interest expense as a result of a voluntary prepayment on the Term Loan of $60.0 million. See Item 8, Note 11, Long-Term Debt for more information.
Loss on extinguishment of debt
During the year ended December 31, 2023, we recognized a $0.9 million loss on the extinguishment of debt in connection with the write off of a portion of the unamortized debt issuance costs due to a $60.0 million Term Loan voluntary prepayment. There was no loss on the extinguishment of debt recognized for the year ended December 31, 2022. See Item 8, Note 11, Long-Term Debt for more information.
Actuarial gain on pension and other postretirement benefit obligations
Actuarial gain on pension and other postretirement benefit obligations for the year ended December 31, 2023, was $2.0 million compared to a gain of $1.9 million for the year ended December 31, 2022. The non-cash actuarial gain recognized for the year ended December 31, 2023, was primarily due to demographic gains experienced during 2023 that were reflected in other postretirement benefits plans. In addition, the post 65 medical provider options changed resulting in much lower premiums for the plans. These gains were partially offset by a decrease in the discount rate from the prior measurement. The non-cash actuarial gain recognized for the year ended December 31, 2022, was primarily due to a year over year increase in discount rates assumptions utilized in performing the annual remeasurement of our defined benefit plans, partially offset by unfavorable asset performance. See Item 8, Note 15, Retirement Benefits for more information.
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Other income (expense), net
Other expense, net for the year ended December 31, 2023, was $7.2 million compared to other income, net of $1.7 million for the year ended December 31, 2022. Other income (expense), net consists primarily of foreign currency transaction gains and losses, the non-service cost components associated with our defined benefit plans and other non-operational gains and losses. The year-over-year change is primarily driven by higher interest cost within the non-service cost components of our defined benefit plans and lower expected return on plan assets.
Provision for income taxes
The income tax provision for the year ended December 31, 2023 was $42.6 million, or an effective tax rate of 29.0%. The effective income tax rate for the year ended December 31, 2023 was above the U.S. federal statutory rate of 21% primarily due to the accrual of additional income taxes associated with compensation deduction limitations under Section 162(m) of the Internal Revenue Code, the accrual of various state income taxes, the nondeductible loss on divestiture of asbestos liabilities and certain assets and the accrual of foreign income taxes, which are generally above the U.S. federal statutory rate, partially offset by the recognition of income tax benefits associated with share-based payments. The income tax provision for the year ended December 31, 2022 was $26.8 million, or an effective tax rate of 32.0%. The effective income tax rate for the year ended December 31, 2022 was above the U.S. federal statutory rate of 21% primarily due to non-deductible transaction costs associated with the Elkay Merger, the accrual of additional income taxes associated with compensation deduction limitations under Section 162(m) of the Internal Revenue Code, the accrual of various state income taxes and the accrual of foreign income taxes, which are generally above the U.S. federal statutory rate, partially offset by the recognition of income tax benefits associated with share-based payments and the reduction in the valuation allowance associated with certain state NOL carryforwards.
Net income from continuing operations
Our net income from continuing operations for the year ended December 31, 2023, was $104.2 million, compared to net income from continuing operations of $57.0 million for the year ended December 31, 2022, as a result of the factors described above. Diluted net income per share from continuing operations was $0.59 for the year ended December 31, 2023, as compared to $0.37 per share for the year ended December 31, 2022.
Net income
Net income for the year ended December 31, 2023, was $112.7 million compared to $61.7 million for the year ended December 31, 2022. Diluted net income per share was $0.64 for the year ended December 31, 2023, compared to $0.40 for the year ended December 31, 2022. Income from discontinued operations, net of tax, was $8.5 million for the year ended December 31, 2023 compared to $4.7 million for the year ended December 31, 2022. The year-over-year change in net income is primarily the result of the factors described above.

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Non-GAAP Financial Measures
Non-GAAP financial measures are intended to supplement and not replace financial measures prepared in accordance with GAAP. The following non-GAAP financial measures are utilized by management in comparing our operating performance on a consistent basis. We believe that these financial measures are appropriate to enhance an overall understanding of our underlying operating performance trends compared to historical and prospective periods and our peers. Management also believes that these measures are useful to investors in their analysis of our results of operations and provide improved comparability between fiscal periods as well as insight into the compliance with our debt covenants. Non-GAAP financial measures should not be considered in isolation from, or as a substitute for, financial information calculated in accordance with GAAP. Investors are encouraged to review the reconciliation of these non-GAAP measures to their most directly comparable GAAP financial measures.
Core sales
Core sales excludes the impact of acquisitions (such as the Elkay merger), divestitures (such as PMC) and foreign currency translation. Management believes that core sales facilitates easier and more meaningful comparisons of our net sales performance with prior and future periods and to our peers. We exclude the effect of acquisitions and divestitures because the nature, size and number of acquisitions and divestitures can vary dramatically from period to period and between us and our peers, and can also obscure underlying business trends and make comparisons of long-term performance difficult. We exclude the effect of foreign currency translation from this measure because the volatility of currency translation is not under management's control.
EBITDA
EBITDA represents earnings before interest and other debt related activities, taxes, depreciation and amortization. EBITDA is presented because it is an important supplemental measure of performance and it is frequently used by analysts, investors and other interested parties in the evaluation of companies in our industry. EBITDA is also presented and compared by analysts and investors in evaluating our ability to meet debt service obligations. Other companies in our industry may calculate EBITDA differently. EBITDA is not a measurement of financial performance under U.S. GAAP and should not be considered as an alternative to cash flow from operating activities or as a measure of liquidity or an alternative to net income as indicators of operating performance or any other measures of performance derived in accordance with U.S. GAAP. Because EBITDA is calculated before recurring cash charges, including interest expense and taxes, and is not adjusted for capital expenditures or other recurring cash requirements of the business, it should not be considered as a measure of discretionary cash available to invest in the growth of the business.
Adjusted EBITDA
Adjusted EBITDA is an important measure because, under our credit agreement, our ability to incur certain types of acquisition debt and certain types of subordinated debt, make certain types of acquisitions or asset exchanges, operate our business and make dividends or other distributions, all of which will impact our financial performance, is impacted by our Adjusted EBITDA, as our lenders measure our performance with a Net First Lien Leverage Ratio by comparing our senior secured bank indebtedness to our Adjusted EBITDA (see "Covenant Compliance" for additional discussion of this ratio, including a reconciliation to our net income). "Adjusted EBITDA" is the term we use to describe EBITDA as defined and adjusted in our credit agreement, which is net income, adjusted for the items summarized in the table in the Covenant Compliance section. Adjusted EBITDA is intended to show our unleveraged, pre-tax operating results and therefore reflects our financial performance based on operational factors, excluding non-operational, non-cash or non-recurring losses or gains. It is also provided to aid investors in understanding our compliance with our debt covenants. Adjusted EBITDA is not a presentation made in accordance with GAAP, and our use of the term Adjusted EBITDA varies from others in our industry. This measure should not be considered as an alternative to net income, income from operations or any other performance measures derived in accordance with GAAP. Adjusted EBITDA has important limitations as an analytical tool, and should not be considered in isolation, or as a substitute for analysis of our results as reported under GAAP. For example, Adjusted EBITDA does not reflect: (a) our capital expenditures, future requirements for capital expenditures or contractual commitments; (b) changes in, or cash requirements for, our working capital needs; (c) the significant interest expenses, or the cash requirements necessary to service interest or principal payments, on our debt; (d) tax payments that represent a reduction in cash available to us; (e) any cash requirements for the assets being depreciated and amortized that may have to be replaced in the future; or (f) the impact of earnings or charges resulting from matters that we and the lenders under our credit agreement may not consider indicative of our ongoing operations. In particular, our definition of Adjusted EBITDA allows us to add back certain non-cash, non-operating or non-recurring charges that are deducted in calculating net income, even though these are expenses that may recur, vary greatly and are difficult to predict and can represent the effect of long-term strategies as opposed to short-term results.
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In addition, certain of these expenses added back in calculating Adjusted EBITDA can represent the reduction of cash that could be used for other corporate purposes. Further, although not included in the calculation of Adjusted EBITDA in the Covenant Compliance section below, the measure may at times allow us to add estimated cost savings and operating synergies related to operational changes ranging from acquisitions or dispositions to restructuring, and/or exclude one-time transition expenditures that we anticipate incurring to realize cost savings before such savings have occurred.
The calculation of Adjusted EBITDA under our credit agreement as of December 31, 2023, is presented in the table in the Covenant Compliance section below. However, the results of such calculation could differ in the future based on the different types of adjustments that may be included in such respective calculations at the time. We reported net income in the year ended December 31, 2023, of $112.7 million and Adjusted EBITDA for the same period of $339.5 million. See "Covenant Compliance" for a reconciliation of Adjusted EBITDA to GAAP net income.
Covenant Compliance
Our credit agreement, which governs our senior secured credit facilities, contains, among other provisions, restrictive covenants regarding indebtedness, payments and distributions, mergers and acquisitions, asset sales, affiliate transactions, capital expenditures and the maintenance of certain financial ratios. Payment of borrowings under the credit agreement may be accelerated if there is an event of default. Events of default include the failure to pay principal and interest when due, a material breach of a representation or warranty, certain non-payments or defaults under other indebtedness, covenant defaults, events of bankruptcy and a change of control. Certain covenants contained in the credit agreement restrict our ability to take certain actions, such as incurring additional debt or making acquisitions, if we are unable to meet a maximum Net First Lien Leverage Ratio (consolidated indebtedness to Adjusted EBITDA) of 5.0 to 1.0 as of the end of each fiscal quarter. As of December 31, 2023, our Net First Lien Leverage Ratio was 1.2 to 1.0. Failure to comply with these covenants could limit our long-term growth prospects by hindering our ability to borrow under the revolver, to obtain future debt and/or to make acquisitions.    
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Set forth below is a reconciliation of net income to Adjusted EBITDA for the year ended December 31, 2023.
(in millions)Year Ended December 31, 2023
Net income$112.7 
Income from discontinued operations, net of tax (1)(8.5)
Provision for income taxes42.6 
Actuarial gain on pension and other postretirement benefit obligations(2.0)
Other expense, net (2)7.2 
Loss on the extinguishment of debt0.9 
Interest expense, net38.5 
Depreciation and amortization87.9 
EBITDA279.3 
Adjustments to EBITDA
Restructuring and other similar charges (3)15.3 
Stock-based compensation expense40.0 
LIFO gain (4)(6.5)
Loss on divestiture of asbestos liabilities and certain assets (5)11.4 
Subtotal of adjustments to EBITDA60.2 
Adjusted EBITDA339.5 
Consolidated indebtedness (6)$403.4 
Net First Lien Leverage Ratio (7)1.19 
____________________
(1)Income from discontinued operations, net of tax is not included in Adjusted EBITDA in accordance with the terms of our credit agreement.
(2)Other expense, net consists primarily of gains and losses from foreign currency transactions, the non-service cost components of net periodic benefit costs associated with our defined benefit plans and other non-operational gains and losses as defined in our credit agreement.
(3)In accordance with the terms in our credit agreement, restructuring and other similar charges is comprised of costs associated with workforce reductions, lease termination costs, and other facility rationalization costs.  See Item 8, Note 5, Restructuring and Other Similar Charges for more information.
(4)Last-in first-out (LIFO) inventory adjustments are excluded in calculating Adjusted EBITDA as defined in our credit agreement.
(5)Loss on divestiture of asbestos liabilities and certain assets are excluded in calculating Adjusted EBITDA as defined in our credit agreement.
(6)Our credit agreement defines our consolidated indebtedness as the sum of all indebtedness (other than letters of credit or bank guarantees, to the extent undrawn) consisting of indebtedness for borrowed money and capitalized lease obligations, less unrestricted cash, which was $91.9 million (as defined by the credit agreement) at December 31, 2023.
(7)Our credit agreement defines the Net First Lien Leverage Ratio as the ratio of consolidated indebtedness (as described above) to Adjusted EBITDA for the trailing four fiscal quarters.

Liquidity and Capital Resources     
Our primary sources of liquidity are available cash and cash equivalents, cash flow from operations, and borrowing availability under our $200.0 million revolving credit facility.
As of December 31, 2023, we had $136.7 million of cash and cash equivalents and $189.0 million of additional borrowing capacity under our revolving credit facility. As of December 31, 2023, the available borrowings under our credit facility were reduced by $11.0 million due to outstanding letters of credit. As of December 31, 2022, we had $124.8 million of cash and cash equivalents and $192.5 million of additional borrowing capacity. As of December 31, 2022, the available borrowings under our credit facility were reduced by $7.5 million, due to outstanding letters of credit.
Our revolving credit facility is available to fund our working capital requirements, capital expenditures and other general corporate purposes. We believe this resource is adequate for expected short-term and long-term needs.
Cash Flows
The consolidated statements of cash flows for the year ended December 31, 2023, December 31, 2022, and December 31, 2021 have not been adjusted to separately disclose cash flows related to the discontinued operations. Cash flows
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for the year ended December 31, 2021 only includes the cash flows associated with our PMC platform for the period from January 1, 2021 to October 4, 2021, the date the Spin-Off Transaction was completed. Refer to Item 8, Note 4 Discontinued Operations for further information.
Year Ended December 31, 2023 Compared with the Year Ended December 31, 2022
Net cash provided by operating activities in the year ended December 31, 2023, was $253.9 million compared to $97.0 million in the year ended December 31, 2022 due to higher net income as a result of a full year of Elkay sales, lower use of cash for trade working capital as well as benefits generated from ongoing productivity actions.
Cash used for investing activities was $4.6 million in the year ended December 31, 2023 compared to $6.6 million in the year ended December 31, 2022. Investing activities in the year ended December 31, 2023, included $21.3 million of capital expenditures, which were partially offset by the receipt of $9.0 million in connection with an insurance settlement and $7.7 million from the sale of certain long-lived assets. Investing activities for the year ended December 31, 2022, included $7.6 million of capital expenditures and net cash payments of $44.8 million in connection with acquisitions, which were partially offset by the receipt of $35.0 million from Regal Rexnord Corporation in connection with the final net assets transferred in the PMC Spin-Off Transaction, the receipt of $9.5 million in connection with an insurance settlement and $1.3 million from the sale of certain long-lived assets.
Cash used for financing activities was $239.2 million in the year ended December 31, 2023 compared to cash used for financing activities of $61.1 million in the year ended December 31, 2022. Financing activities in the year ended December 31, 2023 included $50.4 million of cash for the payment of dividends on our common stock, $125.1 million of cash for repurchases of our common stock, $64.9 million of net cash payments on outstanding debt, and $3.1 million of cash used for the payment of withholding taxes on employees' share-based payment awards, which were partially offset by $4.3 million of net cash proceeds associated with stock option exercises. Financing activities in the year ended December 31, 2022 included $32.5 million of cash for the payment of dividends on our common stock, $24.7 million of cash for repurchases of our common stock, $5.7 million of net cash payments on outstanding debt, which were partially offset by $1.8 million of net cash proceeds associated with stock option exercises.
Indebtedness
As of December 31, 2023 we had $495.3 million of total indebtedness outstanding as follows (in millions):
Total Debt at December 31, 2023
Current Maturities of Long-Term DebtLong-term
Portion
Term loan (1)$473.6 $— $473.6 
Finance leases21.7 0.9 20.8 
Total$495.3 $0.9 $494.4 
____________________
(1)Includes unamortized original issue discount and debt issuance costs of $6.8 million at December 31, 2023.
See Item 8, Note 11, Long-Term Debt for a description of our outstanding indebtedness.
Off-Balance Sheet Arrangements
We do not have any off-balance sheet or non-consolidated special-purpose entities.
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Contractual Obligations
Our primary material cash requirements include the payment of interest and principal on our outstanding term loans and finance lease obligations, purchase commitments, operating lease obligations, and pension and other post-retirement plans.
The timing of principal payments associated with our term loan and finance lease obligations are disclosed in Item 8, Note 11, Long-Term Debt. We pay interest monthly based on prevailing interest rates at the time and the balance outstanding on our term loans and finance lease obligations.
Our operating lease obligations are primarily for real estate leases and automobile leases. See Item 8, Note 13, Leases for future minimum lease payments associated with our lease portfolio.
We have long-term obligations related to our deferred compensation, pension and other post-retirement plans that are summarized in Item 8, Note 15, Retirement Benefits.
As part of our global sourcing strategy, we have entered into agreements with key suppliers that require the supplier to maintain minimum levels of inventory to support certain products for which we require a short lead time to fulfill customer demand. We have the ability to notify the supplier that they no longer need to maintain the minimum level of inventory should we discontinue manufacturing a product during the contract period; however, we must purchase the remaining minimum inventory levels the supplier was required to maintain within a defined period of time.
We believe our cash flows from operations and existing borrowing capacity should be sufficient to satisfy our material cash requirements over the short-term and the long-term.

Quantitative and Qualitative Disclosures about Market Risk
We are exposed to market risk during the normal course of business from changes in foreign currency exchange rates and interest rates. The exposure to these risks is managed through a combination of normal operating and financing activities and at times derivative financial instruments in the form of foreign currency forward contracts to cover certain known foreign currency transactional risks. We also have historically entered into interest rate derivatives to manage interest rate fluctuations.
Foreign Currency Exchange Rate Risk
Our exposure to foreign currency exchange rates relates primarily to our operations in Canada. For our operations in Canada, exchange rates impact the U.S. Dollar ("USD") value of our reported earnings, our investments in the subsidiaries and the intercompany transactions with the subsidiaries.
Approximately 11% of our sales originated outside of the United States in the year ended December 31, 2023. Revenues and expenses denominated in foreign currencies are translated into USD at the end of the fiscal period using the average exchange rates in effect during the period. Fluctuations in currency exchange rates also impact the USD amount of our stockholders' equity. The assets and liabilities of our non-U.S. subsidiaries are translated into USD at the exchange rates in effect at the end of the fiscal periods. As of December 31, 2023, stockholders' equity increased by $3.6 million from December 31, 2022 as a result of foreign currency translation adjustments. If the USD strengthened by 10% as of December 31, 2023, the result would have decreased stockholders' equity by approximately $11.7 million.
As of December 31, 2023, we had not entered into foreign currency forward contracts.
Interest Rate Risk
Our indebtedness under the senior secured credit facilities bears interest at rates that fluctuate with changes in certain short-term prevailing interest rates. As of December 31, 2023, our outstanding borrowings under the term loan facility were $473.6 million (net of $6.8 million unamortized debt issuance costs) and bore a weighted-average effective interest rate of 7.47%, determined as Term SOFR (subject to a 0.5% floor), plus a Term SOFR adjustment of 0.115%, plus an applicable margin of 2.00%. During the year ended December 31, 2023, the weighted-average interest rate was 7.09%.
Our net income is affected by changes in market interest rates on our variable-rate obligations. As discussed above, our term loan facilities bear interest at Term SOFR (subject to a 0.5% floor), plus a Term SOFR adjustment plus an applicable margin. Therefore, a 100 basis point increase in Term SOFR above where it closed as of December 31, 2023 would increase the annual interest expense under our term loan facility by approximately $4.9 million.
ITEM 7A.     QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
The information with respect to the Company's market risk is contained under the caption "Quantitative and Qualitative Disclosures About Market Risk" in Item 7, Management's Discussion and Analysis of Financial Condition and Results of Operations.
39

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.
The consolidated financial statements included in this Form 10-K include the accounts of Zurn Elkay Water Solutions Corporation and subsidiaries (collectively, the "Company").
Index to Financial Statements
Zurn Elkay Water Solutions Corporation and Subsidiaries
Consolidated Financial Statements
As of December 31, 2023 and 2022 and for the years ended December 31, 2023, December 31, 2022,
and December 31, 2021


40

Report of Independent Registered Public Accounting Firm

To the Stockholders and the Board of Directors of Zurn Elkay Water Solutions Corporation

Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of Zurn Elkay Water Solutions Corporation and subsidiaries (the Company) as of December 31, 2023 and 2022, the related consolidated statements of operations, comprehensive income, stockholders' equity and cash flows for each of the three years in the period ended December 31, 2023, and the related notes and financial statement schedule listed in the Index at Item 15(a)(2) (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, 2023 and 2022, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2023, in conformity with U.S. generally accepted accounting principles.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), and our report dated February 6, 2024 expressed an unqualified opinion thereon.
Basis for Opinion
These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments. The communication of the critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the account or disclosure to which it relates.
41

Accounting for acquisition of Elkay Manufacturing Company
Description of the MatterAs described in Note 3 to the consolidated financial statements, during the year ended December 31, 2022, the Company completed the acquisition of Elkay Manufacturing Company (Elkay). The Company’s accounting for this acquisition included determining the fair value of the intangible assets acquired, which primarily included customer relationships and trade names. During 2023, the Company finalized the purchase accounting for the Elkay transaction with a final purchase price of $1,457.8 million after measurement period adjustments.

Auditing the Company's finalization of the accounting for its acquisition of Elkay was complex due to the significant estimation uncertainty in the Company’s determination of the fair value of intangible assets of $865.5 million, which principally consisted of customer relationships and the Elkay trade name. The significant estimation uncertainty was primarily due to the sensitivity of the respective fair values to underlying assumptions about the future performance of the acquired business. The Company used a multi-period excess earnings method, a form of the income approach, to measure the customer relationship assets and the relief from royalty method to value the trade name. The significant assumptions used to estimate the value of the customer relationship included margin, revenue growth, the discount rate, customer attrition rate and certain other assumptions that form the basis of the forecasted cash flows. The significant assumptions used to estimate the value of the Elkay trade name included Elkay revenue growth, and a royalty rate. These significant assumptions are forward looking and could be affected by future economic and market conditions.
How We Addressed the Matter in Our Audit
We obtained an understanding, evaluated the design, and tested the operating effectiveness of controls over the Company’s accounting for acquisitions, including measurement period adjustments. For example, our tests included controls over the estimation process supporting the recognition and measurement of customer relationships, trade names, and measurement period adjustments. We also tested management’s review of the valuation models and significant assumptions used in the valuations.

To test the fair value of the customer relationship and trade name intangible assets, we performed audit procedures that included, among others, evaluating the Company's selection of the valuation methodology, evaluating the methods and significant assumptions used by management, and evaluating the completeness and accuracy of the underlying data supporting the significant assumptions and estimates. We involved our valuation specialists to assist with our evaluation of the methodology used by the Company and significant assumptions included in the fair value estimates and we evaluated the reasonableness of management’s forecasts of future cash flows by comparing the projections to historical results and certain peer companies. We also evaluated evidence used by the Company in recording measurement period adjustments, including evaluation of the completeness and accuracy of the underlying data.

/s/ Ernst & Young LLP
We have served as the Company’s auditor since 2002.
Milwaukee, Wisconsin
February 6, 2024

42

Report of Independent Registered Public Accounting Firm

To the Stockholders and the Board of Directors of Zurn Elkay Water Solutions Corporation

Opinion on Internal Control Over Financial Reporting
We have audited Zurn Elkay Water Solutions Corporation and subsidiaries’ internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria). In our opinion, Zurn Elkay Water Solutions Corporation and subsidiaries’ (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, 2023, based on the COSO criteria.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2023 and December 31, 2022, the related consolidated statements of operations, comprehensive income, stockholders’ equity and cash flows for each of the three years in the period ended December 31, 2023, and the related notes and financial statement schedule listed in the Index at Item 15(a)(2) and our report dated February 6, 2024 expressed an unqualified opinion thereon.
Basis for Opinion
The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management’s Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects.
Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
Definition and Limitations of Internal Control Over Financial Reporting
A company’s internal control over financial reporting is a process designed 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. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
/s/ Ernst & Young LLP
Milwaukee, Wisconsin
February 6, 2024
43

Zurn Elkay Water Solutions Corporation and Subsidiaries
Consolidated Balance Sheets
(in Millions, except share amounts)
 
December 31, 2023December 31, 2022
Assets
Current assets:
Cash and cash equivalents$136.7 $124.8 
Receivables, net210.2 219.7 
Inventories, net277.6 366.7 
Income taxes receivable17.0 18.3 
Other current assets26.3 28.0 
Total current assets667.8 757.5 
Property, plant and equipment, net180.3 183.8 
Intangible assets, net952.4 1,009.7 
Goodwill796.0 777.0 
Insurance for asbestos claims— 72.1 
Other assets70.5 63.9 
Total assets$2,667.0 $2,864.0 
Liabilities and stockholders' equity
Current liabilities:
Current maturities of debt$0.9 $5.7 
Trade payables56.4 116.9 
Compensation and benefits30.5 19.2 
Current portion of pension and other postretirement benefit obligations1.3 1.6 
Other current liabilities131.8 145.9 
Total current liabilities220.9 289.3 
Long-term debt494.4 530.2 
Pension and other postretirement benefit obligations36.6 50.5 
Deferred income taxes210.0 221.4 
Operating lease liability37.3 34.2 
Reserve for asbestos claims— 79.0 
Other liabilities65.0 44.4 
Total liabilities1,064.2 1,249.0 
Stockholders' equity:
Common stock, $0.01 par value; 200,000,000 shares authorized; shares issued and outstanding: 172,262,163 at December 31, 2023 and 176,876,406 at December 31, 2022
1.7 1.8 
Additional paid-in capital2,847.0 2,853.1 
Retained deficit(1,178.2)(1,164.9)
Accumulated other comprehensive loss(67.7)(75.0)
Total stockholders' equity1,602.8 1,615.0 
Total liabilities and stockholders' equity$2,667.0 $2,864.0 

See notes to consolidated financial statements.
44

Zurn Elkay Water Solutions Corporation and Subsidiaries
Consolidated Statements of Operations
(in Millions, except share and per share amounts)
Year Ended
December 31, 2023December 31, 2022December 31, 2021
Net sales$1,530.5 $1,281.8 $910.9 
Cost of sales882.4 816.3 537.7 
Gross profit648.1 465.5 373.2 
Selling, general and administrative expenses371.3 309.0 239.0 
Restructuring and other similar charges15.3 15.4 3.7 
Loss on divestiture of asbestos liabilities and certain assets11.4 — — 
Amortization of intangible assets58.7 34.0 23.5 
Income from operations191.4 107.1 107.0 
Non-operating expense:
Interest expense, net(38.5)(26.9)(34.7)
Loss on the extinguishment of debt(0.9)— (20.4)
Actuarial gain on pension and other postretirement benefit obligations2.0 1.9 1.2 
Other income (expense), net(7.2)1.7 (0.7)
Income before income taxes146.8 83.8 52.4 
Provision for income taxes(42.6)(26.8)(2.7)
Net income from continuing operations104.2 57.0 49.7 
Income from discontinued operations, net of tax8.5 4.7 71.2 
Net income$112.7 $61.7 $120.9 
Basic net income per share:
Continuing operations$0.60 $0.38 $0.41 
Discontinued operations$0.05 $0.03 $0.59 
Net income$0.65 $0.41 $1.00 
Diluted net income per share:
Continuing operations$0.59 $0.37 $0.40 
Discontinued operations$0.05 $0.03 $0.57 
Net income$0.64 $0.40 $0.97 
Weighted-average number of common shares outstanding (in thousands):
Basic174,251 151,581 121,493 
Effect of dilutive equity awards3,008 2,256 3,621 
Diluted177,259 153,837 125,114 
See notes to consolidated financial statements.

45

Zurn Elkay Water Solutions Corporation and Subsidiaries
Consolidated Statements of Comprehensive Income
(in Millions)
Year Ended
December 31, 2023December 31, 2022December 31, 2021
Net income$112.7 $61.7 $120.9 
Other comprehensive income (loss):
Foreign currency translation and other adjustments3.6 (4.2)(4.2)
Change in pension and other postretirement defined benefit plans, net of tax3.7 4.1 18.4 
Other comprehensive income (loss), net of tax7.3 (0.1)14.2 
Total comprehensive income$120.0 $61.6 $135.1 

See notes to consolidated financial statements.
46

Zurn Elkay Water Solutions Corporation and Subsidiaries
Consolidated Statements of Stockholders’ Equity
(in Millions)
Common
Stock		Additional
Paid-In
Capital		Retained
(Deficit)
Earnings		Accumulated
Other
Comprehensive
(Loss) Income		Non-controlling interest (1)Total Stockholders’ Equity
Balance at December 31, 2020$1.2 $1,392.9 $116.0 $(73.8)$3.0 $1,439.3 
Net income$— $— $120.9 $— $— $120.9 
Foreign currency translation and other adjustments— — — (4.2)— (4.2)
Change in pension and other postretirement defined benefit plans, net of $5.6 million of income tax
— — — 18.4 — 18.4 
Total comprehensive income— — 120.9 14.2 — 135.1 
Stock-based compensation expense— 51.4 — — — 51.4 
Proceeds from exercise of stock options0.1 24.9 — — — 25.0 
Taxes withheld and paid on employees' share-based payment awards— (32.3)— — — (32.3)
Repurchase of common stock (2)— — (0.9)— — (0.9)
Dividend received from Spin-Off Transaction— — 486.8 — — 486.8 
Distribution of the net assets of the PMC business— — (1,923.3)(15.3)(3.0)(1,941.6)
Common stock dividends ($0.30 per share)
— — (36.4)— — (36.4)
Balance at December 31, 2021$1.3 $1,436.9 $(1,236.9)$(74.9)$— $126.4 
Net income$— $— $61.7 $— $— $61.7 
Foreign currency translation and other adjustments— — — (4.2)— (4.2)
Change in pension and other postretirement defined benefit plans, net of $2.2 million of income tax
— — — 4.1 — 4.1 
Total comprehensive income (loss)— — 61.7 (0.1)— 61.6 
Stock-based compensation expense— 23.2 — — — 23.2 
Proceeds from exercise of stock options— 2.5 — — — 2.5 
Taxes withheld and paid on employees' share-based payment awards— (0.7)— — — (0.7)
Repurchase of common stock (2)— — (24.7)— — (24.7)
Proceeds associated with divestiture of discontinued operations— — 35.0 — — 35.0 
Elkay Merger (3)0.5 1,416.5 — — — 1,417.0 
Common stock dividends ($0.20 per share)
— (25.3)— — — (25.3)
Balance at December 31, 2022$1.8 $2,853.1 $(1,164.9)$(75.0)$— $1,615.0 
Net income$— $— $112.7 $— $— $112.7 
Foreign currency translation and other adjustments$— $— $— $3.6 $— 3.6 
Change in pension and other postretirement defined benefit plans, net of $1.2 million of income tax
$— $— $— $3.7 $— 3.7 
Total comprehensive income — — 112.7 7.3 — 120.0 
Stock-based compensation expense$— $41.6 $— $— $— 41.6 
Proceeds from exercise of stock options$— $4.3 $— $— $— 4.3 
Taxes withheld and paid on employees' share-based payment awards$— $(3.1)$— $— $— (3.1)
Repurchase of common stock (2)$(0.1)$— $(126.0)$— $— (126.1)
Elkay Merger (3)$— $(5.1)$— $— $— (5.1)
Common stock dividends ($0.29 per share)
$— $(43.8)$— $— $— (43.8)
Balance at December 31, 2023$1.7 $2,847.0 $(1,178.2)$(67.7)$— $1,602.8 
____________________
(1)    During the transition period ended December 31, 2020, the Company acquired the remaining 30% non-controlling interest in a PMC controlled subsidiary for a cash purchase price of $0.3 million. From the time of this transaction through the Spin-Off Transaction, non-controlling interest represents a 5% non-controlling interest in another PMC joint venture relationship. The Company has no remaining non-controlling interest subsequent to the Spin-Off Transaction.
(2) During the years ended December 31, 2023, 2022, and 2021, the Company repurchased and canceled 5.3 million shares, 1.1 million shares and 22.3 thousand shares of common stock at a total cost of $125.0 million, $24.7 million and $0.9 million at a weighted average price of $23.66, $23.00 and $39.27 per share, respectively. For the year ended December 31, 2023, the Company recognized $1.0 million in excise tax on the repurchases. See Note 18 Common Stock Repurchases for additional information.
(3)    Refer to Note 3, Acquisitions for additional information regarding the Elkay Merger.
See notes to consolidated financial statements.
47

Zurn Elkay Water Solutions Corporation and Subsidiaries
Consolidated Statements of Cash Flows
(in Millions)
Year Ended
December 31, 2023December 31, 2022December 31, 2021
Operating activities
Net income$112.7 $61.7 $120.9 
Adjustments to reconcile net income to cash provided by operating activities:
Depreciation29.2 20.5 44.1 
Amortization of intangible assets58.7 34.0 33.4 
Non-cash asset impairment2.5 — — 
Loss on divestiture of asbestos liabilities and certain assets9.3 — — 
Divestiture of asbestos liabilities and certain assets(13.0)— — 
Loss (gain) on dispositions of long-lived assets(2.7)0.3 (10.1)
Deferred income taxes(4.2)0.5 (12.1)
Other non-cash expenses (income)1.9 4.8 (3.6)
Actuarial (gain) loss on pension and other postretirement benefit obligations(2.0)(1.9)3.6 
Loss on the extinguishment of debt0.9 — 20.4 
Stock-based compensation expense40.0 25.0 51.4 
Changes in operating assets and liabilities:
Receivables, net10.1 15.5 (66.6)
Inventories, net65.0 (17.6)(79.5)
Other assets2.5 36.5 (7.7)
Accounts payable(60.8)(18.3)99.1 
Accruals and other3.8 (64.0)30.3 
Cash provided by operating activities253.9 97.0 223.6 
Investing activities
Expenditures for property, plant and equipment(21.3)(7.6)(23.3)
Acquisitions, net of cash acquired— (44.8)(17.1)
Proceeds from dispositions of long-lived assets7.7 1.3 14.3 
Proceeds from insurance claims9.0 9.5 — 
Proceeds associated with divestiture of discontinued operations— 35.0 4.2 
Cash used for investing activities(4.6)(6.6)(21.9)
Financing activities
Proceeds from borrowings of debt13.0 102.0 550.0 
Repayments of debt(77.9)(107.7)(1,126.7)
Dividend received from Spin-Off Transaction of PMC— — 486.8 
Cash transferred to PMC related to Spin-Off Transaction— — (192.8)
Payment of debt issuance costs— — (28.8)
Proceeds from exercise of stock options4.3 2.5 24.9 
Taxes withheld and paid on employees' share-based payment awards(3.1)(0.7)(32.3)
Repurchase of common stock(125.1)(24.7)(0.9)
Payment of common stock dividends(50.4)(32.5)(36.4)
Cash used for financing activities(239.2)(61.1)(356.2)
Effect of exchange rate changes on cash, cash equivalents and restricted cash1.8 (1.1)(4.5)
Increase (decrease) in cash, cash equivalents and restricted cash11.9 28.2 (159.0)
Cash, cash equivalents and restricted cash at beginning of period (1)124.8 96.6 255.6 
Cash, cash equivalents and restricted cash at end of period (1)$136.7 $124.8 $96.6 
____________________
(1)    The Company has combined cash flows from discontinued operations with cash flows from continuing operations within operating, investing and financing categories.
See notes to consolidated financial statements.
48

Zurn Elkay Water Solutions Corporation and Subsidiaries
Notes to Consolidated Financial Statements
December 31, 2023

1. Basis of Presentation and Description of Business
The consolidated financial statements included herein have been prepared by Zurn Elkay Water Solutions Corporation ("Zurn Elkay" or the "Company"), in accordance with accounting principles generally accepted in the United States ("GAAP") pursuant to the rules and regulations of the Securities and Exchange Commission. The consolidated financial statements include the accounts of the Company and its subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. In the opinion of management, the consolidated financial statements include all adjustments necessary for a fair presentation of the financial position and the results of operations for the periods presented.
Divestiture of Asbestos Liabilities and Certain Assets
On December 15, 2023, Zurn Holdings, Inc. (“Holdings”) sold all of the equity interests of its direct subsidiary Zurn Industries, LLC (“Zurn Industries”), together with Zurn Industries’ direct and indirect subsidiaries that primarily held asbestos liabilities, certain assets and cash, in a stock sale transaction to an unaffiliated buyer (“Sale Transaction”). As a result of the Sale Transaction, all asbestos obligations and liabilities, related insurance assets and associated deferred taxes, and other assets sold to the buyer, have been removed from the Company’s consolidated balance sheet effective December 15, 2023 and the Company no longer has any obligation with respect to pending and future asbestos claims related to the divested entities. A loss on the divestiture of asbestos liabilities and certain assets of $11.4 million was recognized in the consolidated statements of operations for the twelve months ended December 31, 2023. See Note 17, Commitments and Contingencies for additional information.
Elkay Merger
On February 12, 2022, Zurn Water Solutions Corporation (“Zurn”) entered into a definitive agreement to combine with Elkay Manufacturing Company (“Elkay”), pursuant to an Agreement and Plan of Merger (the “Merger Agreement”) by and among Zurn, Elkay, Zebra Merger Sub, Inc., a wholly owned subsidiary of Zurn (“Merger Sub”), and Elkay Interior Systems International, Inc., as representative of the stockholders of Elkay, providing for the merger of Elkay with and into Merger Sub, with Elkay surviving as a wholly owned subsidiary of Zurn (the “Merger”). On July 1, 2022, the Merger was completed following which the Company changed its name to “Zurn Elkay Water Solutions Corporation”. Shares of the Company's common stock are traded on the New York Stock Exchange under the ticker symbol “ZWS”. See Note 3, Acquisitions for additional information.
Spin-Off of Process & Motion Control Segment
On October 4, 2021, the Company completed a Reverse Morris Trust tax-free spin-off transaction (the “Spin-Off Transaction”) in which (i) substantially all the assets and liabilities of the Company's PMC business were transferred to a newly created subsidiary, Land Newco, Inc. (“Land”), (ii) the shares of Land were distributed to the Company's stockholders pro rata, and (iii) Land was merged with a subsidiary of Regal Rexnord Corporation (formerly known as Regal Beloit Corporation), in which the stock of Land was converted into a specified number of shares of Regal Rexnord Corporation in accordance with the exchange ratio. Following completion of the Spin-Off Transaction, the Company's name was changed to “Zurn Water Solutions Corporation”.
As a result of the Spin-Off Transaction, in accordance with the authoritative guidance, the operating results of PMC are reported as discontinued operations in the consolidated statements of operations for all periods presented. The consolidated statements of cash flows for the year ended December 31, 2023, December 31, 2022, and December 31, 2021 have not been adjusted to separately disclose cash flows related to the discontinued operations. See Note 4, Discontinued Operations for additional information.
In connection with the Spin-Off Transaction, the Company separated certain defined benefit pension and other post-employment benefit plans, and adjusted its employee share-based compensation awards. See Note 14, Stock-Based Compensation and Note 15, Retirement Benefits, respectively, for additional information.
The Company
Zurn Elkay is a growth-oriented, pure-play water management business that designs, procures, manufactures, and markets what the Company believes to be the broadest sustainable product portfolio of specification-driven water management solutions to improve health, human safety and the environment. The Company's product portfolio includes professional grade water safety and control products, flow system products, hygienic and environmental products, and filtered drinking water products for public and private spaces that deliver superior value to building owners, positively impact the environment and human hygiene and reduce product installation time. The Company's heritage of innovation and specification has allowed it to
49

provide highly-engineered, mission-critical solutions to customers for decades and affords it the privilege of having long-term, valued relationships with market leaders. The Company operates in a disciplined way and the Zurn Elkay Business System (“ZEBS”) is its operating philosophy. Grounded in the spirit of continuous improvement, ZEBS creates a scalable, process-based framework that focuses on driving superior customer satisfaction and financial results by targeting world-class operating performance throughout all aspects of its business.
2. Significant Accounting Policies
Use of Estimates
The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates.
Revenue Recognition
See Note 6, Revenue Recognition for the Company's policy for recognizing revenue under Accounting Standards Codification ("ASC") 606, Revenue from Contracts with Customers ("ASC 606") as well as the various other disclosures required by ASC 606.
Leases
The Company determines if an arrangement is a lease, or contains a lease, at the inception of the arrangement and determines whether it is an operating or financing lease. Operating and financing leases result in the Company recording a right-of-use ("ROU") asset, current lease liability, and long-term lease liability on its balance sheet. Lease expense for operating leases and amortization expense for finance leases is recognized on a straight-line basis over the lease term. Leases with an initial term of 12 months or less are not recorded on the consolidated balance sheet and are instead recognized on a straight-line basis over the lease term. See Note 13, Leases, for additional discussion about the Company's policy for accounting for leases and other required disclosures.
Stock-Based Compensation
The Company accounts for stock-based compensation in accordance with ASC 718, Accounting for Stock Compensation ("ASC 718"). ASC 718 requires compensation costs related to stock-based payment transactions to be recognized in the financial statements. Generally, compensation cost is measured based on the grant-date fair value of the equity instruments issued. Compensation cost is recognized over the requisite service period, generally as the awards vest. See further discussion of the Company’s equity plans in Note 14, Stock-Based Compensation.
Cash and Cash Equivalents
The Company considers all highly liquid investments with a maturity of three months or less to be cash and cash equivalents.
Receivables
Receivables are stated net of allowances for doubtful accounts of $3.1 million at December 31, 2023, and $1.4 million at December 31, 2022. The Company assesses the collectability of customer receivables based on the credit worthiness of a customer as determined by credit checks and analysis, as well as the customer’s payment history. In determining the allowance for doubtful accounts, the Company also considers various factors including the aging of customer accounts and historical write-offs. In addition, the Company monitors other risk factors, including forward-looking information when establishing adequate allowances for doubtful accounts, which reflects the current estimate of credit losses expected to be incurred over the life of the receivables. Generally, advance payment is not required. Allowances for doubtful accounts established are recorded within selling, general and administrative expenses within the consolidated statements of operations.
Significant Customers
The Company’s largest customer accounted for 20%, 22% and 23% of consolidated net sales for the years ended December 31, 2023, 2022, and 2021, respectively. No other customers account for more than 10% of consolidated net sales for the years ended December 31, 2023, the 2022, or 2021.
Inventories
Inventories are comprised of material, direct labor and manufacturing overhead, and are stated at the lower of cost or market. Market is determined based on estimated net realizable values. The percentage of the Company’s total inventories valued using the "last-in, first-out" (LIFO) method was 92% and 89% at December 31, 2023 and 2022, respectively. All remaining inventories are valued using the "first-in, first-out" (FIFO) method.
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In some cases, the Company has determined a certain portion of inventories are excess or obsolete. In those cases, the Company writes down the value of those inventories to their net realizable value based upon assumptions about future demand and market conditions. If actual market conditions are less favorable than those projected by management, adjustments to established inventory reserves may be required. The total write-down of inventories charged to expense was $3.4 million, $0.8 million and $0.9 million, during the years ended December 31, 2023, 2022, and 2021, respectively.
Property, Plant and Equipment
Property, plant and equipment are initially stated at cost. Depreciation is provided using the straight-line method over 10 to 30 years for buildings and improvements, 5 to 10 years for machinery and equipment and 3 to 5 years for computer hardware and software. Where appropriate, the depreciable lives of certain assets may be adjusted to reflect a change in the use of those assets, or depreciation may be accelerated in the case of an eventual asset disposal.
Goodwill and Intangible Assets
Intangible assets consist of acquired trademarks and tradenames, customer relationships (including distribution network) and patents. The customer relationships, patents, and certain tradenames are being amortized using the straight-line method over their estimated useful lives of 7 to 20 years, 3 to 10 years and 5 to 20 years, respectively. Where appropriate, the lives of certain intangible assets may be adjusted to reflect a change in the use of those assets, or amortization may be accelerated in the case of a known intangible asset discontinuation.
Goodwill, trademarks and certain tradenames have indefinite lives and are not amortized. However, the goodwill and intangible assets are tested annually for impairment, and may be tested more frequently if any triggering events occur that would reduce the recoverability of the asset. In conducting the annual impairment test for goodwill, the Company has the option to first assess qualitative factors to determine whether it is more likely than not (greater than 50% likelihood) the fair value of any reporting unit is less than its carrying amount. If a qualitative assessment determines an impairment is more likely than not, the Company is required to perform a quantitative impairment test. Otherwise, no further analysis is required. Alternatively, the Company may elect to proceed directly to the quantitative impairment test. In conducting a quantitative assessment, the Company utilizes a discounted cash flow methodology based on future business projections and a market value approach (guideline public company comparables). The Company performs the goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. If the carrying amount exceeds the fair value of the reporting unit, an impairment charge is recognized for the amount by which the carrying amount exceeds the reporting unit's fair value up to the amount of the recorded goodwill.
During the fourth quarter of the year ended December 31, 2023, the Company completed its annual goodwill impairment tests and performed a quantitative assessment. No goodwill impairment charges were recorded during the years ended December 31, 2023, 2022, or 2021.
Impairment of Long-Lived Assets
The carrying value of long-lived assets, including amortizable intangible assets and tangible fixed assets, are evaluated for impairment whenever events or changes in circumstances indicate that the related carrying amounts may not be recoverable. Impairment of amortizable intangible assets and tangible fixed assets is generally determined by comparing projected undiscounted cash flows to be generated by the asset, or group of assets, to its carrying value. If impairment is identified, a loss is recorded equal to the excess of the asset's net book value over its fair value, and the cost basis is adjusted accordingly. During the year ended December 31, 2023, the Company recognized $2.5 million of fixed asset impairment charges. The Company recognized no impairment charges of tangible fixed assets during the during the years ended December 31, 2022 or 2021. Impairments are determined utilizing Level 3 inputs within the Fair Value hierarchy, and the Company reviews and considers input from outside specialists, when appropriate. Actual results could vary from these estimates. Refer to Note 12, Fair Value Measurements for additional information.
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Product Warranty
The Company offers warranties on the sales of certain of its products and records an accrual for estimated future claims. Such accruals are based upon historical experience and management’s estimate of the level of future claims. The following table presents changes in the Company’s product warranty liability during each of the periods presented (in millions):
Year Ended
December 31, 2023December 31, 2022December 31, 2021
Balance at beginning of period$4.2 $1.3 $1.2 
Acquired obligations— 3.5 0.3 
Charged to operations2.4 1.6 1.1 
Claims settled(1.9)(2.2)(1.3)
Balance at end of period$4.7 $4.2 $1.3 
Income Taxes
Deferred income taxes are provided for future tax effects attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases, net operating losses, tax credits and other applicable carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be actually paid or recovered. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the results of continuing operations in the period that includes the date of enactment.
The Company regularly reviews its deferred tax assets for recoverability and provides a valuation allowance against its deferred tax assets if, based upon consideration of all positive and negative evidence, the Company determines that it is more-likely-than-not that a portion or all of the deferred tax assets will ultimately not be realized in future tax periods. Such positive and negative evidence would include review of historical earnings and losses, anticipated future earnings, the time period over which the temporary differences and carryforwards are anticipated to reverse and implementation of feasible, prudent tax planning strategies.
The Company is subject to income taxes in the United States and numerous foreign jurisdictions. Significant judgment is required in determining the Company’s worldwide provision for income taxes and recording the related deferred tax assets and liabilities. In the ordinary course of the Company’s business, there is inherent uncertainty in quantifying the ultimate tax outcome of all the numerous transactions and required calculations relating to the Company’s tax positions. Accruals for unrecognized tax benefits are provided for in accordance with the requirements of ASC 740, Income Taxes. An unrecognized tax benefit represents the difference between the recognition of benefits related to uncertain tax positions for income tax reporting purposes and financial reporting purposes. The Company has established a reserve for interest and penalties, as applicable, for uncertain tax positions and it is recorded as a component of the overall income tax provision.
The Company is subject to periodic income tax examinations by domestic and foreign income tax authorities. Although the outcome of income tax examinations is always uncertain, the Company believes that it has appropriate support for the positions taken on its income tax returns and has adequately provided for potential income tax assessments. Nonetheless, the amounts ultimately settled relating to issues raised by the taxing authorities may differ materially from the amounts accrued for each year.
See Note 16, Income Taxes for additional information.
Per Share Data
Basic net income per share from continuing and discontinued operations is computed by dividing net income from continuing operations and income from discontinued operations, respectively, by the corresponding weighted average number of common shares outstanding for the period. Diluted net income per share from continuing and discontinued operations is computed based on the weighted average number of common shares outstanding, increased by the number of incremental shares that would have been outstanding if the potential dilutive shares were issued through the exercise of outstanding stock options to purchase common shares, except when the effect would be anti-dilutive.
The computation for diluted net income per share for the years ended December 31, 2023, 2022, and 2021 excludes 0.3 million, 0.4 million and 0.7 million common shares due to their anti-dilutive effects, respectively.
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Accumulated Other Comprehensive Loss
The changes in accumulated other comprehensive loss, net of tax, for the years ended December 31, 2023, 2022, and 2021 are as follows (in millions):
Foreign Currency Translation and Other AdjustmentsPension and Other Postretirement PlansTotal
Balance at December 31, 2020$(46.0)$(27.8)$(73.8)
Other comprehensive (loss) income before reclassifications(4.2)14.9 10.7 
Amounts reclassified from accumulated other comprehensive loss— 3.5 3.5 
PMC Spin-Off Transaction(20.7)5.4 (15.3)
Balance at December 31, 2021$(70.9)$(4.0)$(74.9)
Other comprehensive (loss) income before reclassifications$(4.2)$4.1 $(0.1)
Balance at December 31, 2022$(75.1)$0.1 $(75.0)
Other comprehensive income before reclassifications$3.6 $3.7 $7.3 
Balance at December 31, 2023$(71.5)$3.8 $(67.7)
The following table summarizes the amounts reclassified from accumulated other comprehensive loss to net income during the year ended December 31, 2021 (in millions):
Pension and other postretirement plansYear Ended December 31, 2021Income Statement Line Item
Amortization of prior service credit$(0.2)Other income (expense), net
PMC Spin-Off Transaction settlement4.8 Discontinued operations, net of tax
Benefit (provision) for income taxes(1.1)
Total, net of income taxes$3.5 
Foreign Currency Translation
Assets and liabilities of subsidiaries operating outside of the United States with a functional currency other than the U.S. dollar are translated into U.S. dollars using exchange rates at the end of the respective period. Revenues and expenses of such entities are translated at average exchange rates in effect during the respective period. Foreign currency translation adjustments are included as a component of accumulated other comprehensive loss. Currency transaction losses are included in other expense, net in the consolidated statements of operations and totaled $0.9 million, $1.0 million and $0.4 million for the years ended December 31, 2023, 2022, and 2021, respectively.
Advertising Costs
Advertising costs are charged to selling, general and administrative expenses on the consolidated statements of operations as incurred and amounted to $18.4 million, $12.5 million and $8.2 million for the years ended December 31, 2023, 2022, and 2021, respectively.
Research, Development and Engineering Costs
Research, development and engineering costs are charged to selling, general and administrative expenses on the consolidated statements of operations as incurred and amounted to $23.7 million, $18.4 million and $14.0 million for the years ended December 31, 2023, 2022, and 2021, respectively.
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Business Segment and Geographic Areas
The Company is a pure-play water management business that designs, procures, manufactures, and markets specification-driven water management solutions to improve health, human safety and the environment, which comprises one reportable segment. The Company manages and evaluates its operations as one segment primarily due to similarities in the nature of its products, production process, customers and methods of distribution.
Net sales to third parties and long-lived assets by geographic region are as follows (in millions):
 Net SalesLong-lived Assets
 Year Ended December 31, 2023Year Ended December 31, 2022Year Ended December 31, 2021December 31, 2023December 31, 2022December 31, 2021
United States$1,368.8 $1,135.3 $792.8 $160.6 $165.9 $51.6 
Canada133.8 131.1 113.3 11.7 12.0 12.7 
Rest of World27.9 15.4 4.8 8.0 5.9 0.1 
$1,530.5 $1,281.8 $910.9 $180.3 $183.8 $64.4 
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 long-lived assets are based on the location of the entity that holds such assets. In accordance with ASC 280, Segment Reporting, long-lived assets include property, plant, and equipment, net, which includes finance lease ROU assets, and excludes net intangible assets and goodwill.
Concentrations of Credit Risk
Financial instruments that potentially subject the Company to significant concentrations of credit risk consist of cash and temporary investments and trade accounts receivable.
Recent Accounting Pronouncements
From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board or other standard setting bodies that may have an impact on the Company’s accounting and reporting. The Company believes that such recently issued accounting pronouncements and other authoritative guidance for which the effective date is in the future either will not have an impact on its accounting or reporting or that such impact will not be material to its consolidated balance sheets, consolidated statements of operations, and consolidated statements of cash flows when implemented.
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3. Acquisitions
Year Ended December 31, 2022
On July 1, 2022, the Company completed the Elkay Merger for a purchase price (after final purchase price adjustments) of $1,457.8 million. Elkay, a market leader of drinking water solutions and commercial sinks, complements the Company's existing product portfolio. The purchase price includes $1,411.9 million of Zurn's common stock based on Zurn's closing stock price of $27.48 on July 1, 2022, and $45.9 million of net cash payments for the repayment of Elkay's term loan and Elkay's transaction related costs outstanding that were in excess of Elkay's cash and cash equivalents at the time of closing. Pursuant to the terms of the merger agreement, the Company issued 51,564,524 shares of its common stock, which represented approximately 29% of outstanding shares immediately following the Merger. During the six months ended June 30, 2023, the Company completed the final purchase price adjustments and the adjusted purchase price is reflected in the purchase price amounts above, following the return of 186,020 of the shares issued at closing to the Company as a result of lower working capital and cash balances at closing compared to targets stipulated in the merger agreement. The shares returned to the Company were canceled upon receipt. The Company incurred transaction-related costs of approximately $33.7 million for the twelve months ended December 31, 2022. These costs were associated with legal and professional services and were recognized as selling, general and administrative expenses in the consolidated statements of operations.
As of December 31, 2023, the Board consisted of ten members, including one director designated by Elkay. Zurn senior management immediately prior to the consummation of the Elkay Merger remained as the executive officers of the Company immediately after the Elkay Merger. The Company's management determined that the Company is the accounting acquirer in the Elkay Merger based on the facts and circumstances noted within this section and other relevant factors. As such, the Company applied the acquisition method of accounting to the identifiable assets and liabilities of the Elkay business, which have been measured at estimated fair value as of the date of the business combination. The excess of the purchase price over the fair value assigned to the assets acquired and liabilities assumed was recorded as goodwill, which is not deductible for tax purposes.
Elkay’s assets and liabilities were measured at estimated fair value at July 1, 2022, primarily using Level 3 inputs. Estimates of fair value represent management’s best estimate of assumptions about future events and uncertainties, including significant judgments related to future cash flows, discount rates, competitive trends, margin and revenue growth assumptions including royalty rates and customer attrition rates and others. Inputs used were generally obtained from historical data supplemented by current and anticipated market conditions and growth rates expected as of the Merger date. See Note 12, Fair Value Measurements, for additional information.
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As of June 30, 2023, the valuation process to determine the fair values of the net assets acquired during the measurement period was complete. The final fair value of the assets acquired and liabilities assumed were as follows (in millions):
As Reported June 30, 2023
Assets acquired:
Receivables, net$92.0 
Inventories139.5 
Other current assets8.5 
Property, plant and equipment, net127.1 
Intangible assets, net865.5 
Goodwill546.2 
Other assets56.9 
Total assets acquired$1,835.7 
Liabilities assumed:
Trade payables$30.5 
Compensation and benefits39.3 
Current portion of pension and other postretirement benefit obligations17.3 
Other current liabilities45.8 
Operating lease liability24.2 
Pension and other postretirement benefit obligations3.6 
Deferred income taxes206.7 
Other liabilities10.5 
Total liabilities assumed377.9 
Total purchase price$1,457.8 

Unaudited Pro Forma Information
The following unaudited supplemental pro forma financial information presents the financial results from continuing operations for the years ended December 31, 2022 and 2021 as if the Elkay Merger had occurred on January 1, 2021. The pro forma financial information includes, where applicable, adjustments for: (i) additional amortization expense that would have been recognized related to the acquired intangible assets, (ii) additional depreciation expense that would have been recognized related to the acquired property, plant, and equipment, (iii) transaction costs and other one-time non-recurring costs which reduced expenses by $33.7 million for the year ended December 31, 2022 and increased expenses by $33.7 million for the year ended December 31, 2021, (v) additional cost of sales related to the inventory valuation adjustment which reduced expenses by $18.3 million for the year ended December 31, 2022 and increased expenses by $18.3 million for the year ended December 31, 2021, and (vi) the estimated income tax effect on the pro forma adjustments. The pro forma financial information excludes adjustments for estimated cost synergies or other effects of the integration of the Elkay Merger.
The pro forma financial information is presented for illustrative purposes only and is not necessarily indicative of the operating results that would have been achieved had the Elkay Merger been completed as of the date indicated or the results that may be obtained in the future.
Year Ended
December 31, 2022December 31, 2021
Net sales$1,580.5 $1,477.7 
Net income (loss) from continuing operations$91.1 $(4.2)
Earnings per share from continuing operations
Basic$0.60 $(0.03)
Assuming dilution$0.59 $(0.03)

For the period from July 1, 2022 through December 31, 2022, Elkay had net sales and a net loss of $264.4 million and $11.5 million, respectively, which include the impact of purchase accounting adjustments, and are included in the consolidated statements of operations for the period from July 1, 2022 through December 31, 2022.
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Year Ended December 31, 2021
On November 17, 2021, the Company completed the acquisition of the Wade Drains business ("Wade") from McWane, Inc. for a cash purchase price of $12.6 million, excluding transaction costs and net of cash acquired. During the twelve months ended December 31, 2022, the Company received a $1.1 million cash payment from the sellers of Wade in connection with finalizing the acquisition date trade working capital, which is included in the total cash purchase price above. Wade manufactures a wide range of specified commercial plumbing products for customers across North America and complements the Company's existing flow systems product portfolio.
On April 16, 2021, the Company acquired substantially all of the assets of Advance Technology Solutions, LLC (d/b/a ATS GREASEwatch) ("ATS GREASEwatch") for a cash purchase price of $4.5 million, excluding transaction costs and net of cash acquired. The Company paid $3.8 million to the sellers at closing and the remaining $0.7 million was paid out in 2022 and 2023 upon settlement of certain indemnities. ATS GREASEwatch develops, manufactures and markets remote tank monitoring devices, alarms, software and services for various applications and provides technology to enhance and expand our current product offerings.
The acquisitions have been accounted for as business combinations and were recorded by allocating the purchase prices to the fair value of assets acquired and liabilities assumed at the acquisition dates. The excess of the purchase price over the fair value assigned to the assets acquired and liabilities assumed was recorded as goodwill. The purchase price allocations associated with these acquisitions resulted in tax deductible goodwill of $7.5 million, customer relationship intangibles assets of $1.6 million, trade working capital of $9.0 million and $(1.1) million of other net liabilities. During the twelve months ended December 31, 2022, the purchase price allocations for Wade were adjusted, resulting in $1.3 million decrease to goodwill, primarily related to the aforementioned cash payment received from the sellers of Wade.
The Company's results of operations include the acquired operations subsequent to the acquisition dates. Pro-forma results of operations and certain other U.S. GAAP disclosures related to these acquisitions have not been presented because the acquisitions did not significantly impact the Company's consolidated statements of operations or financial position.

4. Discontinued Operations
During the year ended December 31, 2021, the Company completed the Spin-Off Transaction of PMC. The operating results of PMC are reported as discontinued operations in the consolidated statements of operations for all periods presented, as the Spin-Off Transaction of PMC represented a strategic shift that had a major impact on operations and financial results. The consolidated statements of cash flows for the years ended December 31, 2023, 2022, and 2021 have not been adjusted to separately disclose cash flows related to the discontinued operations. During the year ended December 31, 2022, the Company received $35.0 million from Regal Rexnord Corporation as a result of the final working capital and cash balances at closing exceeding the targets stipulated in the Spin-Off Transaction agreement.
In connection with the Spin-Off Transaction, the Company incurred approximately $60 million in separation costs during the year ended December 31, 2021, which are included within earnings from discontinued operations, net of income taxes in the accompanying consolidated statements of operations. These costs primarily related to professional fees associated with planning the Spin-Off Transaction, as well as Spin-Off Transaction activities within finance, tax, legal and information system functions and certain investment banking fees incurred upon completion of the Spin-Off Transaction.
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The major components of the Income from discontinued operations, net of tax presented in the consolidated statements of operations during the years ended December 31, 2023, 2022, and 2021 are included in the table below (in millions):
Year Ended
(1)(2)(3)
December 31, 2023
December 31, 2022
December 31, 2021
Net sales$— $— $973.0 
Cost of sales— — 598.6 
Selling, general and administrative expenses/(income)(8.4)(2.9)260.2 
Restructuring and other similar charges— — 1.9 
Amortization of intangible assets— — 9.9 
Interest expense, net— — 4.1 
Actuarial loss on pension and other postretirement benefit obligations— — 4.8 
Other non-operating income, net— — (5.6)
Income from discontinued operations before income tax8.4 2.9 99.1 
Income tax benefit (provision)0.1 1.8 (28.0)
Equity method investment income— — 0.3 
Non-controlling interest income— — (0.2)
Income from discontinued operations, net of tax$8.5 $4.7 $71.2 
____________________
(1)Selling, general and administrative expenses for the year ended December 31, 2023 include the reversal of certain accruals as a result of costs the Company will no longer incur related to the Spin-Off Transaction.
(2)Results of operations for the year ended December 31, 2022 includes the reversal of certain accruals as a result of costs the Company is obligated to indemnify Regal Rexnord Corporation for being lower than original estimates.
(3)Results of operations during the year ended December 31, 2021 reflect the period from January 1, 2021 through October 4, 2021, the date on which the Spin-Off Transaction of PMC was completed.
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The consolidated statements of cash flows for the periods presented have not been adjusted to separately disclose cash flows related to discontinued operations. However, the significant investing and financing cash flows and other significant non-cash operating items associated with the discontinued operations were as follows (in millions):
Year Ended
(1)
December 31, 2022
December 31, 2021
Depreciation$— $34.9 
Amortization of intangible assets— 9.9 
Gain on disposition of assets— (10.1)
Deferred income taxes— 0.5 
Actuarial loss on pension and other postretirement benefit obligations— 4.8 
Other non-cash (income) expenses— (0.3)
Stock-based compensation— 13.9 
Expenditures for property, plant and equipment— (17.5)
Acquisitions, net of cash acquired— — 
Proceeds from dispositions of long-lived assets— 14.3 
Net payments from divestiture of discontinued operations35.0 4.2 
Repayments of debt— (1.6)
Proceeds from exercise of stock options— 12.8 
Taxes withheld and paid on employees' shared-based payment awards— (0.5)
___________________
(1)Results of operations during the year ended December 31, 2021 reflect the period from January 1, 2021 through October 4, 2021, the date on which the Spin-Off Transaction of PMC was completed.
During the year ended March 31, 2019, the Company completed the sale of the VAG business, which was previously included within the Water Management platform. The terms of the sale agreement provided the Company to receive contingent consideration, based on, and subject to, the VAG business attainment of Earn-out EBITDA, as defined in the sale agreement. During the year ended December 31, 2021, the Company received a $4.2 million cash payment as a result of the VAG businesses performance in its fiscal year ending March 31, 2021, which represented the final period of the earn-out, and was recorded within income from discontinued operations, net of tax in its consolidated statements of operations.
    
5. Restructuring and Other Similar Charges
During the year ended December 31, 2023, the Company continued to execute various restructuring actions. These initiatives were implemented to drive efficiencies and reduce operating costs while also modifying the Company's footprint to reflect changes in the markets it serves, the impact of acquisitions, including Elkay, on the Company's overall manufacturing capacity and the refinement of its overall product portfolio. These restructuring actions primarily resulted in workforce reductions, lease termination costs and other facility rationalization costs. Management expects to continue executing similar initiatives to optimize its operating margin and manufacturing footprint. As such, the Company expects further expenses related to workforce reductions, potential impairment or accelerated depreciation of assets, lease termination costs and other facility rationalization costs. The Company's restructuring plans are preliminary and the full extent of related expenses are not yet estimable.
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The following table summarizes the Company's restructuring and other similar charges incurred during the years ended December 31, 2023, 2022, and 2021 (in millions):
Year Ended
December 31, 2023December 31, 2022December 31, 2021
Employee termination benefits$3.4 $13.6 $3.7 
Asset impairment charges2.5 — — 
Contract termination and other associated costs9.4 1.8 — 
Total restructuring and other similar charges$15.3 $15.4 $3.7 
Restructuring Costs To-date (Period from April 1, 2011 to December 31, 2023)
Restructuring Costs To-date (Period from April 1, 2011 to December 31, 2023)
Employee termination benefits$33.8 
Asset impairment charges2.5 
Contract termination and other associated costs18.5 
Total restructuring and other similar charges$54.8 
The following table summarizes the activity in the Company's accrual for restructuring and other similar charges for the years ended December 31, 2023 and 2022 (in millions):
Employee termination benefitsAsset impairment chargesContract termination and other associated costsTotal
Accrued restructuring costs, December 31, 2021
$2.4 $— $— $2.4 
Elkay opening balance sheet accrual4.7 — — 4.7 
Charges13.6 — 1.8 15.4 
Cash payments(12.9)— (0.6)(13.5)
Accrued restructuring costs, December 31, 2022 (1)
$7.8 $— $1.2 $9.0 
Charges3.4 2.5 9.4 15.3 
Cash payments (10.5)— (10.0)(20.5)
Non-cash charges— (2.5)— (2.5)
Accrued restructuring costs, December 31, 2023 (1)
$0.7 $— $0.6 $1.3 
____________________
(1)    As of December 31, 2023, the restructuring accrual is included in other current liabilities in the consolidated balance sheets. As of December 31, 2022, $8.4 million of the restructuring accrual is included in other current liabilities and $0.6 million is included in other liabilities in the consolidated balance sheets.

6. Revenue Recognition
A performance obligation is a promise in a contract to transfer a distinct good or service to the customer and is the unit of account in ASC 606. A contract’s transaction price is allocated to each distinct performance obligation and revenue is recognized when obligations under the terms of a contract with the customer are satisfied. For the majority of the Company's product sales, revenue is recognized at a point-in-time when control of the product is transferred to the customer, which generally occurs when the product is shipped from the Company's manufacturing facility to the customer. When contracts include multiple products to be delivered to the customer, generally each product is separately priced and is determined to be distinct within the context of the contract. Other than a standard assurance-type warranty that the product will conform to agreed-upon specifications, there are generally no other significant post-shipment obligations. The expected costs associated with standard warranties continues to be recognized as an expense when the products are sold.
When the contract provides the customer the right to return eligible products or when the customer is part of a sales rebate program, the Company reduces revenue at the point of sale using current facts and historical experience by using an estimate for expected product returns and rebates associated with the transaction. The Company adjusts these estimates at the earlier of when the most likely amount of consideration that is expected to be received changes or when the consideration becomes fixed. Accordingly, an increase or decrease to revenue is recognized at that time.
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Sales and other taxes collected concurrent with revenue-producing activities are excluded from revenue. The Company has elected to recognize the cost for freight and shipping when control of products has transferred to the customer as a component of cost of sales in the consolidated statements of operations. The Company classifies shipping and handling fees billed to customers as net sales and the corresponding costs are classified as cost of sales in the consolidated statements of operations.
Revenue by Category
The Company designs, procures, manufactures, and markets a comprehensive portfolio of water management solutions. The Company disaggregates its sales by customer type and geographic location, which the Company believes best depicts how the nature, amount, timing and uncertainty of its revenue and cash flows may be impacted differently by certain economic factors. The following tables present revenue disaggregated by customer type and the geographic region of the end customer (in millions):
Year Ended
Customer TypeDecember 31, 2023December 31, 2022December 31, 2021
Institutional$690.5 $517.7 $334.8 
Commercial443.1 373.7 286.7 
All other396.9 390.4 289.4 
    Total$1,530.5 $1,281.8 $910.9 

Year Ended
GeographyDecember 31, 2023December 31, 2022December 31, 2021
United States$1,410.1 $1,171.8 $819.9 
Canada78.7 75.1 67.4 
Rest of world41.7 34.9 23.6 
    Total$1,530.5 $1,281.8 $910.9 
Contract Balances
For substantially all of the Company's product sales, the customer is billed 100% of the contract value when the product ships and payment is generally due 30 days from shipment. Certain contracts include longer payment periods; however, the Company has elected to utilize the practical expedient in which the Company will only recognize a financing component to the sale if payment is due more than one year from the date of shipment.
Billings are recorded as accounts receivable when an unconditional right to the contractual consideration exists. Contract assets arise when the Company performs by transferring goods or services to a customer before the customer pays consideration, or before the customer’s payment is due. A contract liability exists when the Company has received consideration or the amount is due from the customer in advance of revenue recognition. Contract liabilities and contract assets as of December 31, 2023 and December 31, 2022 were not material.
Backlog
The Company had backlog of $50.8 million and $42.1 million as of December 31, 2023, and December 31, 2022, respectively, which represents the most likely amount of consideration expected to be received in satisfying the remaining backlog under open contracts. The Company utilizes the optional exemption provided by ASC 606-10-50-14A for variable consideration, and has not included estimated rebates in the amount of unsatisfied performance obligations. The Company expects to recognize approximately 100% of the backlog as revenue in the year ending December 31, 2024.
Timing of Performance Obligations Satisfied at a Point in Time
The Company determined that the customer is able to control the product when it is delivered to them; thus, depending on the shipping terms, control will transfer at different points between the Company's manufacturing facility or warehouse and the customer’s location. The Company considers control to have transferred upon shipment or delivery because the Company has a present right to payment at that time, the customer has legal title to the asset, the Company has transferred physical possession of the asset and the customer has significant risks and rewards of ownership of the asset.
Variable Consideration
The Company provides volume-based rebates and the right to return product to certain customers, which are accrued for based on current facts and historical experience. Rebates are paid either on an annual or quarterly basis. There are no other significant variable consideration elements included in the Company's contracts with customers.
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Contract Costs
The Company has elected to expense contract costs as incurred if the amortization period is expected to be one year or less. If the amortization period of these costs is expected to be greater than one year, the costs would be subject to capitalization. As of December 31, 2023 and December 31, 2022, the contract assets capitalized are not significant. During the years ended December 31, 2023, 2022, and 2021, contract asset amortization was not significant and no impairment losses were recognized.
7. Inventories
The major classes of inventories are summarized as follows (in millions):
December 31, 2023December 31, 2022
Finished goods$224.8 $285.9 
Work in progress11.5 19.1 
Raw materials48.8 75.7 
Inventories at First-in, First-Out ("FIFO") cost285.1 380.7 
Adjustment to state inventories at Last-in, First-Out ("LIFO") cost(7.5)(14.0)
$277.6 $366.7 

8. Property, Plant and Equipment
Property, plant and equipment, net is summarized as follows (in millions):
 December 31, 2023December 31, 2022
Land$14.1 $14.3 
Buildings and improvements108.5 92.9 
Machinery and equipment114.6 120.4 
Computer hardware and software28.0 26.2 
Construction in-progress18.0 9.7 
283.2 263.5 
Less accumulated depreciation(102.9)(79.7)
$180.3 $183.8 

9. Goodwill and Intangible Assets
The changes in the net carrying value of goodwill for the years ended December 31, 2023 and 2022 consisted of the following (in millions):
Net carrying amount as of December 31, 2021
$254.1 
Elkay Merger (1)527.2 
Purchase accounting adjustments (1)(1.3)
Currency translation adjustments(3.0)
Net carrying amount as of December 31, 2022
$777.0 
Purchase accounting adjustments (1)19.0 
Net carrying amount as of December 31, 2023
$796.0 
______________________
(1)Refer to Note 3, Acquisitions for additional information regarding acquisitions.
Total cumulative goodwill impairment charges as of December 31, 2023 and 2022 were $337.1 million.
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The gross carrying amount and accumulated amortization for each major class of identifiable intangible assets as of December 31, 2023 and December 31, 2022 consisted of the following (in millions):
December 31, 2023
Weighted Average Useful LifeGross Carrying AmountAccumulated AmortizationNet Carrying Amount
Intangible assets subject to amortization:
Patents9 years$26.4 $(22.8)$3.6 
Customer relationships (including distribution network)16 years1,070.4 (348.8)721.6 
Tradenames19 years156.8 (16.7)140.1 
Intangible assets not subject to amortization - trademarks and tradenames87.1 — 87.1 
Total intangible assets, net16 years$1,340.7 $(388.3)$952.4 
December 31, 2022
Weighted Average Useful LifeGross Carrying AmountAccumulated AmortizationNet Carrying Amount
Intangible assets subject to amortization:
Patents9 years$25.5 $(22.5)$3.0 
Customer relationships (including distribution network)16 years1,069.5 (298.2)771.3 
Tradenames19 years156.8 (8.5)148.3 
Intangible assets not subject to amortization - trademarks and tradenames87.1 — 87.1 
Total intangible assets, net16 years$1,338.9 $(329.2)$1,009.7 
Intangible asset amortization expense totaled $58.7 million, $34.0 million and $23.5 million for the years ended December 31, 2023, 2022, and 2021, respectively. There were no acquired intangibles in 2023. Customer relationships and tradenames acquired during the year ended December 31, 2022 were assigned a weighted-average useful life of 16 years and 20 years, respectively.
The Company expects to recognize amortization expense on intangible assets subject to amortization of $58.8 million in 2024, $58.8 million in 2025, $58.6 million in 2026, $58.6 million in 2027, and $58.6 million in 2028.
    
10. Other Current Liabilities
Other current liabilities are summarized as follows (in millions):
December 31, 2023December 31, 2022
Commissions$8.6 $9.0 
Current portion of operating lease liability (1)10.6 9.4 
Income taxes payable3.5 2.3 
Professional fees0.6 2.3 
Product warranty (2)4.7 4.2 
Restructuring and other similar charges (3)1.3 8.4 
Risk management (4)5.2 16.3 
Sales rebates70.8 56.0 
Tax indemnities13.8 19.0 
Taxes, other than income taxes3.7 2.5 
Other9.0 16.5 
$131.8 $145.9 
___________________
(1)See more information related to leases within Note 13, Leases.
(2)See more information related to the product warranty obligations balance within Note 2, Significant Accounting Policies.
(3)See more information related to the restructuring obligations balance within Note 5, Restructuring and Other Similar Charges.
(4)Includes projected liabilities related to losses arising from automobile, general, environmental, and product liability claims.
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11. Long-Term Debt
Long-term debt is summarized as follows (in millions):
December 31, 2023December 31, 2022
Term loan (1)$473.6 $535.3 
Finance leases (2)21.7 0.6 
Total495.3 535.9 
Less current maturities0.9 5.7 
Long-term debt$494.4 $530.2 
____________________
(1)Includes unamortized debt issuance costs of $6.8 million and $9.2 million at December 31, 2023 and December 31, 2022, respectively.
(2)See more information related to finance leases within Note 13, Leases.
Senior Secured Credit Facility
On October 4, 2021, ZBS Global, Inc. (“Holdings”), Zurn Holdings, Inc., Zurn LLC (together, the “Original Borrowers”), the lenders from time to time party thereto, and Credit Suisse AG, Cayman Islands Branch, as administrative agent for the lenders (in such capacity, the “Administrative Agent”) entered into a Fourth Amended and Restated First Lien Credit Agreement as amended by that certain Amendment No. 1 to Fourth Amended and Restated First Lien Credit Agreement dated as of July 1, 2022 (the "Amendment") (as so amended, the “Credit Agreement”). Pursuant to the Amendment, Elkay joined the Credit Agreement as a borrower (Elkay and the Original Borrowers, collectively, the "Borrowers"). The Credit Agreement is funded by a syndicate of banks and other financial institutions and provides for (i) a $550.0 million term loan facility (the “Term Loan”) and (ii) a $200.0 million revolving credit facility (the “Revolving Credit Facility”).
The obligations under the Credit Agreement and related documents are secured by liens on substantially all of the assets of Holdings, the Borrowers, and certain subsidiaries of the Borrowers pursuant to a Third Amended and Restated Guarantee and Collateral Agreement, dated as of October 4, 2021, among Holdings, the Borrowers, the subsidiaries of the Borrowers party thereto, and the Administrative Agent, as supplemented pursuant to that certain Supplement No. 1 dated as of July 1, 2022, executed by Elkay and its domestic subsidiaries, and certain other collateral documents.
The Credit Agreement contains representations, warranties, covenants and events of default, including, without limitation, a financial covenant under which the Borrowers are, if certain conditions are met, obligated to maintain on a consolidated basis, as of the end of each fiscal quarter, a certain maximum Net First Lien Leverage Ratio (as defined in the Credit Agreement). As of December 31, 2023, the Borrowers were in compliance with all applicable covenants under the Credit Agreement.
The Credit Agreement amended and restated in its entirety the Company’s Third Amended and Restated First Lien Credit Agreement, as amended (the “Prior Credit Agreement”). At December 31, 2020, the Prior Credit Agreement was funded by a syndicate of banks and other financial institutions and provided for (i) a $625.0 million term loan facility (the “Prior Term Loan”) and (ii) a $264.0 million revolving credit facility (the “Prior Revolving Credit Facility”).
In connection with the 2021 amendment of the Credit Agreement, the Company recognized a $20.4 million loss in the prior year on the extinguishment of debt, comprised of refinancing-related costs incurred and a non-cash write-off of debt issuance costs associated with the previous debt outstanding.
Term Debt
The Credit Agreement provides for the issuance of a term loan facility in an aggregate principal amount of $550.0 million. The proceeds of the Term Loan were, together with the dividend received by the Company in connection with the Spin-Off Transaction and cash on hand, used to (i) repay in full the aggregate principal amount outstanding of the Prior Term Loan, together with accrued interest thereon, (ii) redeem the $500 million of outstanding principal amount of the Notes, as described below, and (iii) pay related fees and expenses.
On October 11, 2023, the Company made a voluntary prepayment on its Term Loan of $60.0 million. In connection with this prepayment, the Company recognized a $0.9 million loss on debt extinguishment to write off a portion of the unamortized debt issuance costs.
The Term Loan has a maturity date of October 4, 2028. Commencing on March 31, 2022, the Borrowers were required to make quarterly payments of principal in an amount equal to $1.4 million each quarter until the maturity date. In connection with the voluntary prepayment of $60.0 million, the quarterly principal payments of $1.4 million are no longer required.
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For purposes of the Term Loan, effective July 1, 2023, the secured overnight financing rate ("SOFR") replaced LIBOR, and accordingly, beginning July 1, 2023 the Term Loan bears interest at the Borrowers' option, by reference to a base rate or a rate based on Term SOFR, plus a Term SOFR adjustment of 0.115%, 0.262%, or 0.428% for interest periods of one month, three months, and six months, respectively, plus an applicable margin based on the Borrowers' Net First Lien Leverage Ratio as of the last day of each fiscal quarter. If the Net First Lien Leverage Ratio is greater than 1.80 to 1.00, the applicable margin shall equal 1.25% in the case of base rate borrowings and 2.25% in the case of SOFR borrowings. In the event the Borrowers’ Net First Lien Leverage Ratio is less than or equal to 1.80 to 1.00, the applicable margin on both base rate and SOFR borrowings would decrease by 0.25%. The Borrowers’ Net First Lien Leverage Ratio was 1.19 to 1.00 as of December 31, 2023 and therefore the applicable rate is 2.00%.
Prior to July 1, 2023, the Term Loan bore interest at the Borrowers’ option, by reference to a base rate or a rate based on LIBOR, in either case plus an applicable margin determined quarterly based on the Borrowers’ Net First Lien Leverage Ratio as of the last day of each fiscal quarter as illustrated above.

At December 31, 2023 and December 31, 2022, the borrowings under the Term Loan had weighted-average effective interest rates of 7.47% and 6.39%, respectively. During the year ended December 31, 2023 and December 31, 2022, the borrowings under the Term Loan had weighted-average effective interest rates of 7.09% and 4.00%, respectively.
Revolving Credit Facility
The Credit Agreement includes a $200.0 million revolving credit facility that has a maturity date of October 2, 2026. Similar to the Term Loan, effective July 1, 2023, the SOFR replaced LIBOR, and accordingly, beginning July 1, 2023 the Revolving Credit Facility bears interest by reference to a base rate or a rate based on Term SOFR, plus a Term SOFR adjustment of 0.115%, 0.262%, or 0.428% for interest periods of one month, three months, and six months, respectively, plus an applicable margin based on the Borrowers' Net First Lien Leverage Ratio as of the last day of each fiscal quarter. If the Net First Lien Leverage Ratio is greater than 2.00 to 1.00, the applicable margin shall equal 1.00% in the case of base rate borrowings and 2.00% in the case of SOFR borrowings. In the event the Borrowers' Net First Lien Leverage Ratio is less than or equal to 2.00 to 1.00, the applicable margin on both base rate and SOFR borrowings would decrease by 0.25%. The Borrowers’ Net First Lien Leverage Ratio was 1.19 to 1.00 as of December 31, 2023. The Borrowers are also required to pay a quarterly commitment fee on the average daily unused portion of the Revolving Credit Facility for each fiscal quarter and fees in connection with the issuance of letters of credit. If the Net First Lien Leverage Ratio is greater than 2.00 to 1.00, the commitment fee is 0.50%, and if the Company's Net First Lien Leverage Ratio is less than or equal to 2.00 to 1.00, the commitment fee is 0.375%.
Prior to July 1, 2023, borrowings under the Revolving Credit Facility bore interest at the Borrowers’ option, by reference to a base rate or a rate based on LIBOR, in either case, plus an applicable margin determined quarterly based on the Borrowers’ Net First Lien Leverage Ratio as of the last day of each fiscal quarter as illustrated above.

At December 31, 2023 and December 31, 2022, there were no amounts borrowed under the Revolving Credit Facility. As of December 31, 2023 and December 31, 2022, $11.0 million and $7.5 million of the Revolving Credit Facility was considered utilized in connection with outstanding letters of credit, respectively.
4.875% Senior Notes due 2025
On December 7, 2017, the Company issued $500.0 million aggregate principal amount of 4.875% senior notes due December 15, 2025 (the “Notes”). The Notes were issued by ZBS Global, Inc. (f/k/a RBS Global, Inc.) and Zurn LLC (f/k/a Rexnord LLC) (Company subsidiaries; collectively, the “Issuers”) pursuant to an Indenture, dated as of December 7, 2017 (the “Indenture”), by and among the Issuers, the domestic subsidiaries of the Company (with certain exceptions) as guarantors named therein (the “Subsidiary Guarantors”) and Wells Fargo Bank, National Association (the “Trustee”). The Notes were general senior unsecured obligations of the Issuers. The Company separately entered into a Parent Guarantee with the Trustee whereby it guaranteed certain obligations of the Issuers under the Indenture. The Notes paid interest semi-annually on June 15 and December 15. Debt issuance costs associated with the Notes were being amortized over the life of the Notes as interest expense using the effective interest method.
The Issuers redeemed the Notes on October 4, 2021, at a redemption price equal to 102.438% of the principal amount thereof plus accrued and unpaid interest.
Accounts Receivable Securitization Program
On September 25, 2020, certain subsidiaries of the Company entered into a $100 million accounts receivable securitization facility (the “Securitization”) with Mizuho Bank, Ltd. (“Mizuho”) to replace the Company’s previous $100.0 million accounts receivable securitization facility with Wells Fargo & Company, which was scheduled to expire in December 2020. On May 17, 2021, the Company terminated the Securitization.
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Finance Leases
At December 31, 2023 and 2022, the Company had finance lease obligations of $21.7 million and $0.6 million, respectively. For more information related to finance leases, see Note 13, Leases.
Future Debt Maturities
Future maturities of debt and finance lease obligations as of December 31, 2023, excluding the unamortized debt issuance costs of $6.8 million, were as follows (in millions):
Years ending December 31:
2024$0.9 
20250.9 
20260.9 
20271.0 
2028481.5 
Thereafter16.9 
$502.1 
Cash interest paid for the years ended December 31, 2023, 2022, and 2021 was $36.1 million, $24.3 million and $34.7 million, respectively.

12. Fair Value Measurements
ASC 820, Fair Value Measurement ("ASC 820"), defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants. ASC 820 also specifies a fair value hierarchy based upon the observability of inputs used in valuation techniques. Observable inputs (highest level) reflect market data obtained from independent sources, while unobservable inputs (lowest level) reflect internally developed assumptions about the assumptions a market participant would use.
In accordance with ASC 820, fair value measurements are classified under the following hierarchy:
•Level 1- Quoted prices for identical instruments in active markets.
•Level 2- Quoted prices for similar instruments; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs or significant value-drivers are observable.
•Level 3- Model-derived valuations in which one or more inputs or value-drivers are both significant to the fair value measurement and unobservable.
If applicable, the Company uses quoted market prices in active markets to determine fair value, and therefore classifies such measurements within Level 1. In some cases where market prices are not available, the Company makes use of observable market based inputs to calculate fair value, in which case the measurements are classified within Level 2. If quoted or observable market prices are not available, fair value is based upon internally developed models that use, where possible, current market-based parameters. These measurements are classified within Level 3 if they use significant unobservable inputs.
Fair Value of Non-Derivative Financial Instruments
The carrying amounts of cash, receivables, payables and accrued liabilities approximated fair value at December 31, 2023 and December 31, 2022 due to the short-term nature of those instruments. The fair value of long-term debt recorded on the consolidated balance sheets as of December 31, 2023 and December 31, 2022 was approximately $503.9 million and $543.1 million, respectively. The fair value is based on quoted market prices for the same issues.
Acquisition Method of Accounting
The methods used to determine the fair value of significant identifiable assets and liabilities included in the allocation of the Elkay purchase price are discussed below.
Inventories - Acquired inventory was comprised of finished goods, work in process and raw materials. The fair value of finished goods was calculated as the estimated selling price, adjusted for costs of the selling effort and a reasonable profit allowance relating to the selling effort. The fair value of work in process inventory was primarily calculated as the estimated selling price, adjusted for estimated costs to complete the manufacturing, estimated costs of the selling effort, as well as a reasonable profit margin on the remaining manufacturing and selling effort. The fair value of raw materials and supplies was determined based on replacement cost which approximates historical carrying value.
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Property, Plant and Equipment - The fair value of property, plant, and equipment was determined based on assumptions that market participants would use in pricing an asset.
Leases, including Right-Of-Use ("ROU") Assets and Lease Liabilities - Lease liabilities were measured as of the acquisition date at the present value of future minimum lease payments over the remaining lease term and the incremental borrowing rate of the Company as if the acquired leases were new leases as of the acquisition date. ROU assets recorded are equal to the amount of the lease liability at the acquisition date adjusted for any off-market terms of the lease. The remaining lease term was based on the remaining term at the acquisition date plus any renewal or extension options that the Company is reasonably certain will be exercised.
Identifiable Intangible Assets - The fair value estimates of the identifiable intangible assets were based upon assumptions that market participants would use in pricing an asset. The fair value and weighted average useful life of the identifiable intangible assets are as follows (in millions):    
Fair ValueWeighted Average Useful Life
(in years)
Trade name (1)$145.3 20
Customer relationships (2)720.2 16
Fair value of intangible assets acquired$865.5 
____________________
(1)The Elkay trade name was valued using the relief from royalty method, which considers both the market approach and the income approach.
(2)The fair value of customer relationships was valued using a multi-period excess earnings method, a form of the income approach, which incorporates the estimated future cash flows to be generated from Elkay's existing customer base.
Deferred Income Tax Assets and Liabilities - The acquisition was structured as a merger and therefore, the Company assumed the historical tax basis of the Elkay business’s assets and liabilities. The deferred income tax assets and liabilities include the expected future federal, state, and foreign tax consequences associated with temporary differences between the fair values of the assets acquired and liabilities assumed and the respective tax bases. Tax rates utilized in calculating deferred income taxes generally represent the enacted statutory tax rates at the effective date of the acquisition in the jurisdictions in which legal title of the underlying asset or liability resides.
Other Assets Acquired and Liabilities Assumed (excluding Goodwill) - The Company utilized the carrying values, net of allowances, to value accounts receivable and accounts payable as well as other current assets and liabilities as it was determined that carrying values represented the fair value of those items at the acquisition date.
Goodwill - The excess of the consideration for the acquisition over the fair value of net assets acquired was recorded as goodwill. The goodwill is attributable to expected synergies and expanded market opportunities from combining the Company’s operations with those of Elkay. The goodwill created in the acquisition is not deductible for tax purposes.

13. Leases
The Company determines if a contract is (or contains) a lease at inception by evaluating whether the contract conveys the right to control the use of an identified asset. The Company has operating and finance leases primarily associated with real estate, automobiles and manufacturing and office equipment.
The Company has lease agreements that include lease and non-lease components, which the Company has elected to account for as a single lease component for all classes of the underlying assets. The term of the Company’s leases generally reflects the non-cancellable period of the lease. Some of the Company’s lease agreements include options to extend or terminate the lease, which are excluded from the minimum lease terms unless the Company is reasonably certain the option will be exercised. Lease expense for operating leases and amortization expense for finance leases is recognized on a straight-line basis over the lease term. Leases with an initial term of 12 months or less are not recorded on the consolidated balance sheets and are instead recognized on a straight-line basis over the lease term.
Right-of-use (“ROU”) assets and liabilities are recognized in the consolidated balance sheets based on the present value of remaining lease payments over the lease term. Additionally, ROU assets include any lease payments made at or before the lease commencement date, any initial direct costs incurred, and are reduced by lease incentives received. As most of the Company’s leases do not provide an implicit rate, the present value of lease payments is determined using the Company’s incremental borrowing rate at the commencement date of the lease. Lease payments included in the measurement of the lease liabilities are comprised of fixed payments, variable payments that depend on an index or rate, and amounts probable to be paid if an option is reasonably certain to be exercised. Variable lease payments, typically based on usage of the asset or changes in
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an index or rate, are excluded from the lease liabilities and are recognized in the period in which the obligation for those payments is incurred.
ROU assets and lease liability balances recorded on the consolidated balance sheets are summarized as follows (in millions):
LeasesClassificationDecember 31, 2023December 31, 2022
Assets:    
Operating ROU assetsOther assets$46.4 $42.6 
Finance ROU assets Property, plant and equipment, net (1) 20.8 0.8 
Total ROU assets$67.2 $43.4 
     
Liabilities:
Current    
OperatingOther current liabilities$10.6 $9.4 
Finance Current maturities of debt 0.9 0.2 
Non-current
Operating  Operating lease liability 37.3 34.2 
FinanceLong-term debt20.8 0.4 
Total lease liabilities   $69.6 $44.2 
____________________
(1)Finance lease assets are recorded net of accumulated amortization of $2.0 million and $0.3 million as of December 31, 2023 and December 31, 2022, respectively.
The components of lease expense reported in the consolidated statements of operations are as follows (in millions):
Year Ended
December 31, 2023December 31, 2022December 31, 2021
Operating lease expenses (1)$13.8 $9.8 $6.1 
Finance lease expenses:
Depreciation of finance ROU assets (1)1.7 0.2 0.1 
Interest on lease liabilities (2)1.5 — — 
Total finance lease expense3.2 0.2 0.1 
Variable and short-term lease expense (1)7.0 6.2 3.5 
Total lease expense$24.0 $16.2 $9.7 
____________________
(1)Included in cost of sales, selling, general and administrative expenses, and restructuring and other similar charges.
(2)Included in interest expense, net.
Future minimum lease payments under operating and finance leases as of December 31, 2023 are as follows (in millions):
Years ending December 31,
Operating Leases (1)
Finance Leases (1)
2024$13.3 $2.4 
202510.6 2.3 
20269.1 2.3 
20278.2 2.3 
20284.8 2.3 
Thereafter12.2 23.0 
Total future minimum lease payments58.2 34.6 
Less: Imputed interest(10.3)(12.9)
Total lease liabilities$47.9 $21.7 
____________________
(1)Excludes legally binding minimum lease payments for leases signed but not yet commenced.
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The weighted-average remaining lease terms and discount rates for leases are as follows:
Year Ended
Lease Term and Discount RateDecember 31, 2023December 31, 2022December 31, 2021
Weighted-average remaining lease terms (years): 
Operating leases5.96.42.8
Finance leases13.83.03.3
Weighted-average discount rate:
Operating leases6.4 %6.1 %3.3 %
Finance leases7.1 %5.2 %3.4 %
Cash paid for amounts included in the measurement of lease liabilities are as follows (in millions):
Year Ended
December 31, 2023December 31, 2022December 31, 2021
Operating cash flows from operating leases$13.2 $9.8 $6.4 
Operating cash flows from finance leases1.5 — — 
Financing cash flows from finance leases0.8 0.2 0.1 
ROU assets obtained in exchange for lease liabilities are as follows (in millions):
Year Ended
December 31, 2023December 31, 2022December 31, 2021
Operating leases$14.4 $38.9 $1.9 
Finance leases21.8 0.5 0.1 
14. Stock-Based Compensation
Generally, compensation cost associated with share-based payment transactions is measured based on the grant-date fair value of the equity instruments issued. Compensation cost is recognized over the requisite service period, generally as the awards vest.
The Zurn Elkay Water Solutions Corporation Performance Incentive Plan, which was last approved by stockholders in fiscal 2022 (the "Plan"), is utilized to provide performance incentives to the Company's officers, employees, directors and certain others by permitting grants of equity awards (for common stock), as well as performance-based cash awards, to such persons, to encourage them to maximize Zurn Elkay's performance and create value for Zurn Elkay's stockholders. To date, equity awards consisting of stock options, Restricted Stock Units ("RSUs") and Performance Stock Units ("PSUs") have been issued under the Plan. The Plan is administered by the Compensation Committee.
The options granted under the Plan have a maximum term of 10 years after the grant date. Options and RSUs granted since fiscal 2016 generally vest ratably over 3 years. During the years ended December 31, 2022 and 2021, RSUs were granted to certain employees that cliff vest after 2 years. RSUs granted to nonemployee directors vest immediately, but shares are not issued until six months after the director's cessation of service. PSUs generally cliff vest after 3 years based on performance over that three-year period.
In connection with the Spin-Off Transaction, the Company made adjustments to the number of unvested stock options, RSUs and PSUs with the intention of preserving the intrinsic value of the recipient's awards prior to the Spin-Off. Accordingly, the number of stock options, RSUs and PSUs outstanding as of the date of the Spin-Off Transaction was multiplied by a factor of 2.03446, and the related grant date fair value was divided by a factor of 2.03446, which resulted in no increase in the intrinsic value of awards outstanding. Stock options and RSU's continue to vest in accordance with their original vesting period. The vesting of PSU's granted prior to the beginning of 2021 was accelerated and all outstanding awards became fully vested and were released at the time of the Spin-Off Transaction based on performance achieved through, and as of the Spin-Off Transaction date. PSUs granted in October 2021 continue to vest in accordance with their original vesting period. These adjustments to the Company’s share-based compensation awards were deemed to be a modification of the awards and resulted in approximately $4.9 million of incremental expense, of which $0.2 million, $0.2 million, and $4.5 million was recognized during the years ended December 31, 2023, 2022, and 2021, respectively. On the date of the Spin-Off Transaction, the modification affected 124 grantees.
Stock options and RSUs outstanding that were held by employees who transferred to Regal Rexnord Corporation in connection with the Spin-Off Transaction were canceled and replaced by awards issued by Regal Rexnord Corporation. Employees remaining with the Company did not receive share-based compensation awards of Regal Rexnord Corporation as a
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result of the Spin-Off Transaction. Except for the conversion of awards, the material terms of the awards held by employees who transferred to Regal Rexnord Corporation remained unchanged.
During the years ended December 31, 2023, 2022, and 2021, the Company recorded $40.0 million, $25.0 million and $37.5 million, respectively, of stock-based compensation expense from continuing operations (the related tax benefit on these amounts subject to the 162(m) compensation limitations during the years ended December 31, 2023, 2022, and 2021 was $9.8 million, $5.9 million, and $9.2 million, respectively). During the year ended December 31, 2023, 2022, and 2021, the Company also recorded $2.0 million, $0.9 million and $18.6 million, respectively, of an excess tax benefit related to stock options exercised during each period. As of December 31, 2023, there was $23.6 million of total unrecognized compensation cost related to non-vested stock options, RSUs and PSUs granted under the Plan. That cost is expected to be recognized over a weighted-average period of 1.4 years.        
Stock Options
The fair value of each option granted under the Plan was estimated on the date of grant using the Black-Scholes valuation model that uses the following weighted-average assumptions:
Year Ended
December 31, 2023December 31, 2022December 31, 2021
Expected option term (in years)6.56.56.5
Expected volatility factor32 %32 %34 %
Weighted-average risk-free interest rate3.90 %3.11 %1.02 %
Expected dividend rate1.2 %1.0 %0.5 %
Management’s estimate of the option term for options granted under the Plan is based on the midpoint between when the options vest and when they expire. The Company uses the simplified method to determine the expected term, as management does not have sufficient historical exercise data to provide a reasonable basis upon which to estimate the expected term. The Company’s expected volatility assumption for all options granted prior to the Spin-Off Transaction is based on the historical volatility of the Company's common stock price. The expected volatility assumption for all options granted after the Spin-Off Transaction is based on the historical volatility of the common stock prices of a peer group. The weighted average risk free interest rate is based on the U.S. Treasury yield curve in effect at the date of grant. The weighted-average grant date fair value of options granted under the Plan during the years ended December 31, 2023, 2022, and 2021 was $8.28, $9.79 and $13.54, respectively. The total fair value of options vested during the years ended December 31, 2023, 2022, and 2021 was $0.9 million, $0.9 million and $3.6 million, respectively.
A summary of stock option activity during the years ended December 31, 2023, 2022, and 2021 is as follows:
Year Ended
December 31, 2023December 31, 2022December 31, 2021
SharesWeighted Avg. Exercise PriceSharesWeighted Avg. Exercise PriceSharesWeighted Avg. Exercise Price
Number of shares under options:
Outstanding at beginning of period2,647,578 $13.75 2,844,062 $13.44 3,862,822 $22.99 
Granted146,295 22.25 103,454 28.68 432,478 39.79 
Exercised (1)(655,644)11.66 (221,506)11.89 (3,260,839)14.24 
Spin-Off Transaction conversion— — — — 2,413,727 10.98 
Canceled/Forfeited(48,736)27.77 (78,432)27.65 (604,126)32.04 
Outstanding at end of period (2)2,089,493 $14.67 2,647,578 $13.75 2,844,062 $13.44 
Exercisable at end of period (3)1,878,789 $13.35 2,439,667 $12.36 2,566,451 $11.75 
______________________
(1)The total intrinsic value of options exercised during the years ended December 31, 2023, 2022, and 2021 was $11.0 million, $3.8 million and $90.4 million, respectively.
(2)The weighted average remaining contractual life of options outstanding was 4.1 years at December 31, 2023, 4.4 years at December 31, 2022 and 5.1 years at December 31, 2021. The aggregate intrinsic value of options outstanding at December 31, 2023 was $31.4 million.
(3)The weighted average remaining contractual life of options exercisable was 3.4 years at December 31, 2023, 3.9 years at December 31, 2022 and 4.6 years at December 31, 2021. The aggregate intrinsic value of options exercisable at December 31, 2023 was $30.6 million.
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SharesWeighted Avg. Exercise Price
Nonvested options at beginning of period207,911 $30.05 
Granted146,295 22.25 
Vested(105,475)27.18 
Canceled/Forfeited(38,027)27.75 
Nonvested options at end of period210,704 $26.49 
Restricted Stock Units
During the years ended December 31, 2023, 2022, and 2021 the Company granted RSUs to certain of its officers, directors, and employees. The fair value of each award is determined based on the Company's closing stock price on the date of grant. A summary of RSU activity during the years ended December 31, 2023, 2022, and 2021 is as follows:
Year Ended
December 31, 2023December 31, 2022December 31, 2021
UnitsWeighted Avg. Grant Date Fair ValueUnitsWeighted Avg. Grant Date Fair ValueUnitsWeighted Avg. Grant Date Fair Value
Nonvested RSUs at beginning of period580,112 $29.33 501,331 $25.98 647,668 $26.54 
Granted242,385 23.40 370,244 28.80 483,067 38.56 
Spin-Off Transaction conversion— — — — 227,058 16.54 
Vested(218,153)30.70 (166,318)18.37 (501,902)22.49 
Canceled/Forfeited(103,023)28.40 (125,145)28.92 (354,560)32.70 
Nonvested RSUs at end of period501,321 $26.05 580,112 $29.33 501,331 $25.98 

Performance Stock Units
During the years ended December 31, 2023, 2022, and 2021, the Company granted PSUs to certain of its officers and employees. The PSUs granted during the years ended December 31, 2023, 2022, and 2021 have a three-year performance period, and are earned and vest, subject to continued employment, based on performance relative to metrics determined by the Compensation Committee. The number of performance share awards earned, which can range between 0% and 200% of the target awards granted depending on the Company's actual performance during the respective performance period, will be satisfied with Zurn Elkay common stock. A summary of PSU activity during the years ended December 31, 2023, 2022, and 2021 is as follows:
Year Ended
December 31, 2023December 31, 2022December 31, 2021
UnitsWeighted Avg. Grant Date Fair ValueUnitsWeighted Avg. Grant Date Fair ValueUnitsWeighted Avg. Grant Date Fair Value
Nonvested PSUs at beginning of period939,459 $27.07 777,374 $26.27 1,022,985 $26.68 
Granted425,246 23.25 177,724 30.92 1,559,795 30.93 
Spin-Off conversion Transaction— — — — 1,986,910 14.12 
Vested(468,722)22.17 — — (3,739,235)14.39 
Canceled/Forfeited(29,173)26.07 (15,639)30.70 (53,081)24.72 
Nonvested PSUs at end of period866,810 $27.88 939,459 $27.07 777,374 $26.27 

During the years ended December 31, 2023, 2022, and 2021, PSUs were granted with vesting based on goals related to free cash flow conversion and return on invested capital. The fair value of the portion of PSUs with vesting based on free cash flow conversion and return on invested capital is determined based on the Company's closing stock price on the date of grant.

15. Retirement Benefits
The Company sponsors pension and other postretirement benefit plans for certain employees. Most of the Company’s employees are accumulating retirement income benefits through defined contribution plans. However, the Company sponsors frozen pension plans for certain salaried participants and ongoing pension benefits for certain employees represented by
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collective bargaining. These plans provide for monthly pension payments to eligible employees upon retirement. Pension benefits for salaried employees generally are based on years of frozen credited service and average earnings. Pension benefits for hourly employees generally are based on specified benefit amounts and years of service. The Company’s policy is to fund its pension obligations in conformity with the funding requirements under applicable laws and governmental regulations. Other postretirement benefits consist of retiree medical plans that cover a portion of employees in the United States that meet certain age and service requirements.
Net periodic benefit costs are primarily comprised of service and interest cost, amortization of unrecognized prior service cost and the expected return on plan assets. The service cost component of net periodic benefit cost is presented within Cost of sales and Selling, general and administrative expenses in the statements of operations while the other components of net periodic benefit cost are presented within Other income (expense), net.
Amounts disclosed within this note include amounts attributable to the Company's discontinued operations, unless otherwise noted. Refer to Note 4, Discontinued Operations for further detail.
The Company recognizes the net actuarial gains or losses in excess of the corridor in operating results during the final quarter of each fiscal year (or upon any required re-measurement event). The corridor is 10% of the greater of the projected benefit obligation or the fair value of the plan assets. In connection with this accounting policy, the Company recognized non-cash actuarial gain of $2.0 million, $1.9 million, and $1.2 million within the consolidated statements of operations from continuing operations, during the years ended December 31, 2023, 2022, and 2021, respectively. These amounts are recorded within Actuarial gain on pension and other postretirement benefit obligations in the consolidated statements of operations.
On October 4, 2021, the Company completed the Spin-Off Transaction of the PMC business. In accordance with the terms of the Spin-Off Transaction agreements, the net assets associated with the PMC business included in the Spin-Off Transaction included unfunded pension and other postretirement benefit obligations of $80.4 million. The transfer of these obligations affiliated with certain defined benefit plans was accounted for as a settlement in accordance with the authoritative guidance, which required the Company to perform an interim remeasurement of certain plans. In connection with the remeasurement, the Company recognized pre-tax non-cash actuarial losses of $4.8 million during the year ended December 31, 2021, which is recognized within income from discontinued operations, net of tax.
The components of net periodic benefit cost reported in the consolidated statements of operations are as follows (in millions):
Year Ended
December 31, 2023December 31, 2022December 31, 2021
Pension Benefits:
Service cost$0.1 $0.1 $0.4 
Interest cost12.1 8.6 13.3 
Expected return on plan assets(7.5)(9.6)(17.3)
Benefit cost associated with special events:
PMC Spin-Off— — 5.7 
Net periodic benefit (income) expense$4.7 $(0.9)$2.1 
Other Postretirement Benefits:
Interest cost$0.6 $0.4 $0.3 
Amortization of prior service credit— — (0.2)
Benefit cost associated with special events:
PMC Spin-Off— — (0.9)
Recognition of actuarial gains(2.0)(1.9)(1.2)
Net periodic benefit (income) expense$(1.4)$(1.5)$(2.0)
During the year ended December 31, 2023, the recognition of $2.0 million of net non-cash actuarial gains was primarily due to demographic gains experienced during 2023 that were reflected in the other post-retirement benefit plans. In addition, the post 65 medical provider options changed resulting in lower premiums for the plans. These gains were partially offset by a decrease in discount rate from the prior measurement. During the year ended December 31, 2022, the recognition of $1.9 million of net non-cash actuarial gains was primarily due to an increase in the discount rates utilized within remeasurement of the Company's defined benefit plans partially offset by unfavorable asset returns. During the year ended December 31, 2021, the recognition of $3.6 million of net non-cash actuarial losses was primarily due to an increase in the discount rates utilized within remeasurement of the Company's defined benefit plans.
The Company made contributions to its U.S. qualified pension plan trusts of $11.0 million, $0.3 million and $2.0 million during the years ended December 31, 2023, 2022, and 2021, respectively.
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The status of the plans is summarized as follows (in millions):
 Pension BenefitsOther Postretirement Benefits
 Year Ended December 31, 2023Year Ended December 31, 2022Year Ended December 31, 2023Year Ended December 31, 2022
Benefit obligation at beginning of period$(226.3)$(297.9)$(11.7)$(10.6)
Elkay Merger (1)— (0.9)— (20.4)
Service cost(0.1)(0.1)— — 
Interest cost(12.1)(8.6)(0.6)(0.4)
Actuarial (losses) gains(5.1)61.3 2.4 1.2 
Benefits paid19.6 19.9 1.4 18.7 
Plan participant contributions— — (0.2)(0.2)
Benefit obligation at end of period$(224.0)$(226.3)$(8.7)$(11.7)
Plan assets at the beginning of the period$186.2 $249.9 $— $— 
Elkay Merger (1)— 0.5 — — 
Actual return on plan assets17.2 (44.8)— — 
Contributions11.4 0.5 1.4 1.4 
Benefits paid(19.6)(19.9)(1.4)(1.4)
Plan assets at end of period$195.2 $186.2 $— $— 
Funded status of plans$(28.8)$(40.1)$(8.7)$(11.7)
Net amount on Consolidated Balance Sheets consists of:
Non-current assets$0.3 $0.3 $— $— 
Current liabilities$(0.3)$(0.3)$(1.0)$(1.3)
Long-term liabilities(28.8)(40.1)(7.7)(10.4)
Total net funded status$(28.8)$(40.1)$(8.7)$(11.7)

(1)     In accordance with the terms of the Elkay Merger, the Company paid $17.3 million following the completion of the Elkay Merger to liquidate all remaining obligations associated with one of Elkay's defined benefit plans assumed in the Elkay Merger.
As of December 31, 2023, the Company had pension plans with a combined projected benefit obligation of $224.0 million compared to plan assets of $195.2 million, resulting in an under-funded status of $28.8 million compared to an under-funded status of $40.1 million at December 31, 2022. The Company’s funded status improved during the year ended December 31, 2023 primarily due to the $11.0 million pension plan contribution. Any further changes in the assumptions underlying the Company’s pension values, including those that arise as a result of declines in equity markets and changes in interest rates, could result in increased pension obligation and pension cost which could negatively affect the Company’s consolidated financial position and results of operations in future periods.
Amounts included in accumulated other comprehensive loss, net of tax, related to defined benefit plans at December 31, 2023 and December 31, 2022 consist of the following (in millions):
As of December 31, 2023
Pension
Benefits		Other Postretirement
Benefits		Total
Unrecognized actuarial gain(4.1)(0.9)(5.0)
Accumulated other comprehensive income, gross(4.1)(0.9)(5.0)
Deferred income tax provision1.0 0.2 1.2 
Accumulated other comprehensive income, net$(3.1)$(0.7)$(3.8)
As of December 31, 2022
Pension
Benefits		Other Postretirement
Benefits		Total
Unrecognized actuarial loss (gain)0.4 (0.5)(0.1)
Accumulated other comprehensive loss (income), gross0.4 (0.5)(0.1)
Deferred income tax (benefit) provision(0.1)0.1 — 
Accumulated other comprehensive loss (income), net$0.3 $(0.4)$(0.1)
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The following table presents significant assumptions used to determine benefit obligations and net periodic benefit cost (income) in weighted-average percentages:
 Pension BenefitsOther Postretirement Benefits
 December 31, 2023December 31, 2022December 31, 2021December 31, 2023December 31, 2022December 31, 2021
Benefit Obligations:
Discount rate5.2 %5.6 %3.0 %5.2 %5.6 %2.9 %
Rate of compensation increase3.0 %3.0 %3.0 %n/an/an/a
Net Periodic Benefit Cost:
Discount rate5.6 %3.0 %2.7 %5.6 %3.4 %2.4 %
Rate of compensation increase3.0 %3.0 %3.0 %n/an/an/a
Expected return on plan assets4.3 %4.0 %4.3 %n/an/an/a
In evaluating the expected return on plan assets, consideration was given to historical long-term rates of return on plan assets and input from the Company’s pension fund consultant on asset class return expectations, long-term inflation and current market conditions. The following table presents the Company’s target investment allocations for the year ended December 31, 2023 and actual investment allocations at December 31, 2023 and December 31, 2022.
 Plan Assets
 December 31, 2023December 31, 2022
 Investment
Policy (1)		Target
Allocation (2)		Actual
Allocation		Actual
Allocation
Equity securities20%-40%30%30%40%
Debt securities (including cash and cash equivalents)55%-80%70%70%60%
Other0%-10%—%—%—%
______________________
(1)The investment policy allocation represents the guidelines of the Company's pension plans based on the changes in the plans funded status.
(2)The target allocations represent the weighted average target allocations for the Company's pension plans.

The Company's defined benefit pension utilizes a dynamic liability driven investment ("LDI") strategy. The objective is to more closely align the pension plan assets with its liabilities in terms of how both respond to interest rate changes. The plan assets are allocated into two investment categories: (i) LDI, comprised of high quality, investment grade fixed income securities and (ii) return seeking, comprised of traditional securities and alternative asset classes. All assets are managed externally according to guidelines established individually with investment managers and the Company's investment consultant. The Company periodically undertakes asset and liability modeling studies to determine the appropriateness of the investments. The Company intends to continuously reduce the assets allocated to the return seeking category, thereby increasing the assets allocated to the LDI category based on the overall improvement in the plan funded status. No equity securities of the Company are held in the portfolio.
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The fair values of the Company’s pension plan assets for both the U.S and non-U.S. plans at December 31, 2023 and December 31, 2022, by asset category are included in the table below (in millions). For additional information on the fair value hierarchy and the inputs used to measure fair value, see Note 12, Fair Value Measurements.
 December 31, 2023
 Quoted Prices in
Active  Market
(Level 1)		Significant Other
Observable  Inputs
(Level 2)		Significant
Unobservable
Inputs (Level 3)		Assets measured at net asset value
(1)		Total
Cash and cash equivalents$14.9 $— $— $— $14.9 
Investment funds
   Fixed income funds (2) — — — 123.5 123.5 
   U.S. equity funds (3)9.3 — — 28.8 38.1 
   International equity funds (3)— — — 16.4 16.4 
   Balanced funds (3)— — — 2.3 2.3 
Total$24.2 $— $— $171.0 $195.2 
 December 31, 2022
 Quoted Prices in
Active  Market
(Level 1)		Significant Other
Observable  Inputs
(Level 2)		Significant
Unobservable
Inputs (Level 3)		Assets measured at net asset value
(1)		Total
Cash and cash equivalents$3.3 $— $— $— $3.3 
Investment funds
   Fixed income funds (2) — — — 107.0 107.0 
   U.S. equity funds (3)9.1 — — 42.4 51.5 
   International equity funds (3)— — — 22.2 22.2 
   Balanced funds (3)— — — 2.2 2.2 
Total$12.4 $— $— $173.8 $186.2 
______________________
(1)Certain investments that are measured at fair value using the net asset value per share (or its equivalent) have not been classified in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the statement of financial position.
(2)The Company's fixed income mutual and commingled funds primarily include investments in U.S. government securities and corporate bonds. The commingled funds also include an insignificant portion of investments in asset-backed securities or partnerships. The mutual and commingled funds are primarily valued using the net asset value, which reflects the plan's share of the fair value of the investments.
(3)The Company's equity mutual and commingled funds primarily include investments in U.S. and international common stock. The balanced mutual and commingled funds invest in a combination of fixed income and equity securities. The mutual and commingled funds are primarily valued using the net asset value, which reflects the plan's share of the fair value of the investments.

Expected benefit payments to be paid in each of the next five years and in the aggregate for the five years thereafter are as follows (in millions):
Years Ending December 31:Pension
Benefits		Other
Postretirement
Benefits
2024$19.7 $1.0 
202519.6 1.0 
202619.3 1.0 
202719.0 1.0 
202818.7 0.9 
2029 - 203386.3 3.7 
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Pension Plans That Are Not Fully Funded
At December 31, 2023, the projected benefit obligation, accumulated benefit obligation and fair value of plan assets for the pension plans with accumulated benefit obligations in excess of the fair value of plan assets were $224.0 million, $219.0 million, and $195.2 million, respectively.
At December 31, 2022, the projected benefit obligation, accumulated benefit obligation and fair value of plan assets for the pension plans with accumulated benefit obligations in excess of the fair value of plan assets were $226.3 million, $224.7 million and $186.2 million, respectively.
Other Postretirement Benefits
The other postretirement benefit obligation was determined using an assumed health care cost trend rate of 6.5% in 2024 grading down to 5.0% in 2031 and thereafter. The discount rate, compensation rate increase and health care cost trend rate assumptions are determined as of the measurement date.
Defined Contribution Savings Plans
The Company sponsors certain defined-contribution savings plans for eligible employees. Expense recognized related to these plans was $4.5 million, $5.9 million and $5.5 million during the years ended December 31, 2023, 2022, and 2021, respectively. During the year ended December 31, 2023, the Company utilized 201,053 shares of its common stock with a weighted average fair value of $25.06 per share in funding the cost. During the year ended December 31, 2022, the Company utilized 67,025 shares of its common stock with a weighted average fair value of $26.53 per share in funding the cost.
Deferred Compensation Plan
The Company has a nonqualified deferred compensation plan for certain executives and other highly compensated employees. Assets are invested primarily in mutual funds and corporate-owned life insurance contracts held in a Rabbi trust and restricted for payments to participants of the plan. The assets and liabilities are classified in Other assets and Other liabilities, respectively, on the consolidated balance sheets. Changes in the values of the assets held by the rabbi trust and changes in the value of the deferred compensation liability are recorded in Other income (expense), net in the consolidated statements of operations.
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The fair values of the Company’s deferred compensation plan assets and liability are included in the table below (in millions). For additional information on the fair value hierarchy and the inputs used to measure fair value, see Note 12, Fair Value Measurements.
Fair Value as of December 31, 2023
Quoted Prices in
Active Market
(Level 1)		Significant Other
Observable Inputs
(Level 2)		Significant
Unobservable
Inputs (Level 3)		Total
Deferred compensation plan assets:    
Mutual funds (1)$0.1 $— $— $0.1 
Corporate-owned life insurance policies (2)— 13.2 — 13.2 
Total assets at fair value$0.1 $13.2 $— $13.3 
     
Deferred compensation liability at fair value (3):$14.7 $— $— $14.7 
Fair Value as of December 31, 2022
Quoted Prices in
Active Market
(Level 1)		Significant Other
Observable Inputs
(Level 2)		Significant
Unobservable
Inputs (Level 3)		Total
Deferred compensation plan assets:    
Mutual funds (1)$0.2 $— $— $0.2 
Corporate-owned life insurance policies (2)— 11.3 — 11.3 
Total assets at fair value$0.2 $11.3 $— $11.5 
 
Deferred compensation liability at fair value (3):$12.1 $— $— $12.1 
______________________
(1)The Company has elected to use the fair value option for the mutual funds to better align the measurement of the assets with the measurement of the liability, which are measured using quoted prices of identical instruments in active markets and are categorized as Level 1.
(2)The corporate-owned life insurance contracts are recorded at cash surrender value, which is provided by a third party and reflects the net asset value of the underlying publicly traded mutual funds, and are categorized as Level 2.
(3)The deferred compensation liability is measured at fair value based on the quoted prices of identical instruments to the investment vehicles selected by the participants.
16. Income Taxes
The provision for income taxes consists of amounts for taxes currently payable, amounts for tax items deferred to future periods; as well as adjustments relating to the Company’s determination of uncertain tax positions, including interest and penalties. The Company recognizes deferred tax assets and liabilities based on the future tax consequences attributable to tax net operating loss (“NOL”) carryforwards, capital loss carryforwards, tax credit carryforwards and differences between the financial statement carrying amounts and the tax bases of applicable assets and liabilities. Deferred tax assets are regularly reviewed for recoverability and valuation allowances are established based on historical losses, projected future taxable income and the expected timing of the reversals of existing temporary differences. As a result of this review, the Company established a full valuation allowance against U.S. federal and state capital loss carryforwards, as well as certain foreign NOL carryforwards and related deferred tax assets, and continues to maintain a partial valuation allowance against certain U.S. state NOL and tax credit carryforwards.
In October 2021, more than 130 countries agreed to implement Pillar 2, a plan introduced by the Organization for Economic Co-operation and Development (“OECD”) providing for a global minimum tax rate of 15% (calculated on a country-by-country basis) for those companies having consolidated revenue of at least €750 million. The implementation of the Pillar 2 global minimum tax rules is intended to apply for tax years beginning in 2024. The main purpose of such rules is to minimize tax base erosion and profit shifting from higher tax jurisdictions to lower tax jurisdictions by multi-national companies. On February 1, 2023, the Financial Accounting Standards Board indicated that they view the minimum tax (“Top-Up Tax”) imposed under Pillar 2 as an alternative minimum tax, and as such, it should be recognized in the period incurred versus recognizing or adjusting deferred tax assets and liabilities. On February 2, 2023, the OECD issued various administrative guidance including transitional safe harbor rules available in conjunction with the implementation of the Pillar 2 global minimum tax. Based upon the current OECD rules and administrative guidance, the Company does not anticipate being subject to material Top-Up Taxes as various tax jurisdictions begin enacting such legislation. The Company is continuing to monitor
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the potential impact of the Pillar 2 proposals and developments on our consolidated financial statements and related disclosures, including eligibility for any transitional safe harbor rules.
Income Tax Provision
The components of the provision for income taxes are as follows (in millions):
 Year Ended
 December 31, 2023December 31, 2022December 31, 2021
Current:
United States$36.4 $16.7 $7.2 
Non-United States4.6 1.8 1.0 
State and local7.6 5.4 2.7 
Total current48.6 23.9 10.9 
Deferred:
United States(7.5)3.4 (8.8)
Non-United States1.3 0.7 (0.1)
State and local0.2 (1.2)0.7 
Total deferred(6.0)2.9 (8.2)
Provision for income taxes$42.6 $26.8 $2.7 
    
The provision for income taxes differs from the United States statutory income tax rate due to the following items (in millions):
 Year Ended
 December 31, 2023December 31, 2022December 31, 2021
Provision for income taxes at U.S. federal statutory income tax rate$30.8 $17.6 $11.0 
State and local income taxes, net of federal benefit5.2 3.4 1.4 
Net effects of foreign rate differential0.9 0.5 (0.2)
Net effects of foreign operations0.1 — 0.8 
Nondeductible acquisition costs(1.3)4.2 — 
Unrecognized tax benefits, net of federal benefit0.5 0.2 1.0 
Excess tax benefits related to equity compensation(1.7)(1.2)(17.7)
§162(m) compensation limitation6.2 3.3 5.1 
Nondeductible loss on divestiture of asbestos liabilities and certain assets2.0 — — 
Net changes in valuation allowance0.5 (0.8)1.6 
Other(0.6)(0.4)(0.3)
Provision for income taxes $42.6 $26.8 $2.7 
The provision for income taxes was calculated based upon the following components of income from continuing operations before income taxes (in millions):
 Year Ended
 December 31, 2023December 31, 2022December 31, 2021
United States$127.6 $74.5 $49.5 
Non-United States19.2 9.3 2.9 
Income before income taxes$146.8 $83.8 $52.4 
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Deferred Income Tax Assets and Liabilities
Deferred income taxes consist of the tax effects of the following temporary differences (in millions):
December 31, 2023December 31, 2022
Deferred tax assets:
Compensation and retirement benefits$24.5 $20.2 
General accruals and reserves11.3 17.2 
Lease liabilities17.2 10.7 
State tax net operating loss and credit carryforwards13.4 17.3 
Federal and state capital loss carryforwards0.5 17.7 
Foreign net operating loss carryforwards1.0 1.5 
Other2.8 3.9 
Total deferred tax assets before valuation allowance70.7 88.5 
Valuation allowance(12.0)(32.2)
Total deferred tax assets58.7 56.3 
Deferred tax liabilities:
Property, plant and equipment23.4 29.0 
Lease ROU assets16.6 10.6 
Inventories17.0 14.9 
Intangible assets and goodwill208.4 220.1 
Total deferred tax liabilities265.4 274.6 
Net deferred tax assets (liabilities)$(206.7)$(218.3)
Net amount on Consolidated Balance Sheets consists of:
Other assets$3.3 $3.1 
Deferred income taxes(210.0)(221.4)
Net long-term deferred tax assets (liabilities)$(206.7)$(218.3)
Management has reviewed the deferred tax assets and has analyzed the uncertainty with respect to ultimately realizing the related tax benefits associated with such assets. Based upon this analysis, management has determined that a valuation allowance should be established for the federal and state capital loss carryforwards, certain foreign NOL carryforwards and related deferred tax assets, as well as certain state NOL and tax credit carryforwards as of December 31, 2023. Significant factors considered by management in this determination included the historical operating results of the Company, as well as anticipated reversals of future taxable temporary differences. Capital losses may generally only be used to offset available capital gains. Federal capital losses are allowed to be carried back three years and carried forward for five. The Company does not have any capital gains in the carryback period with which to offset any portion of the capital loss. States generally follow federal law with respect to capital losses; however, for those that do have a modification, such modification (in most cases) is to deny any carryback period. The carryforward periods for the state NOLs range from five to twenty years. The state credit carryforwards expire over a period of 15 years. The foreign NOL carryforwards are subject to a twenty-year expiration period.
At December 31, 2023, the Company had approximately $244.7 million of state NOL carryforwards, expiring over various years ending through December 31, 2033. The Company has a tax effected valuation allowance of $8.8 million recorded against the related deferred tax asset. In addition, at December 31, 2023, the Company had approximately $3.7 million of foreign NOL carryforwards, of which there is a recorded tax effected valuation allowance of $1.0 million. The significant decrease in the deferred tax asset relating to federal and state capital loss carryforwards is the result of such credits expiring unutilized. These expiring credits were effectively written off against the full valuation allowance previously recorded by the Company. As such, the majority of the significant decrease in the valuation allowance was the result of this write-off.
No provision has been made for U.S. federal income taxes related to approximately $26.1 million of undistributed earnings of foreign subsidiaries considered to be permanently reinvested. No additional income tax liability would be expected to result if such earnings were repatriated to the U.S., other than potential out-of-pocket withholding taxes of approximately $1.3 million.
The Company’s total receivable for net accrued income taxes as of December 31, 2023 and 2022 was $13.5 million and $16.0 million, respectively. This net amount is presented in the consolidated balance sheets as income taxes payable (separately disclosed in other current liabilities) of $3.5 million and $2.3 million as of December 31, 2023 and 2022, respectively; and as income taxes receivable in the consolidated balance sheets of $17.0 million and $18.3 million as of December 31, 2023 and 2022, respectively. Net cash paid for income taxes to governmental tax authorities for the years ended December 31, 2023, 2022, and 2021 was $45.7 million, $3.1 million and $57.8 million, respectively.
79

Liability for Unrecognized Tax Benefits
The Company's total liability for net unrecognized tax benefits as of December 31, 2023 and 2022 was $5.6 million and $5.5 million, respectively.
The following table represents a reconciliation of the beginning and ending amount of the gross unrecognized tax benefits, excluding interest and penalties, for the years ended December 31, 2023 and 2022 (in millions):
Year Ended
December 31, 2023December 31, 2022
Balance at beginning of period$5.4 $5.9 
Additions based on tax positions related to the current year0.1 0.1 
Additions for tax positions of prior years0.1 0.4 
Reductions due to lapse of applicable statute of limitations(0.5)(1.0)
Balance at end of period$5.1 $5.4 
The Company recognizes accrued interest and penalties related to unrecognized tax benefits in income tax expense. As of December 31, 2023 and 2022, the total amount of unrecognized tax benefits includes $1.1 million and $0.7 million of gross accrued interest and penalties, respectively. The amount of net interest and penalties recorded as income tax expense during the years ended December 31, 2023, 2022, and 2021 was $0.4 million, $0.2 million, and $0.2 million, respectively.
The Company conducts business in multiple locations within and outside the U.S. Consequently, the Company is subject to periodic income tax examinations by domestic and foreign income tax authorities. In accordance with the terms of the sale agreement relating to a group of certain previously owned legal entities (the parent of which was VAG Holding GbmH, “VAG”), the Company is required to indemnify the purchaser for any future income tax liabilities associated with all open tax years ending prior to, and including, the short period ended on the date of the Company's sale of VAG. VAG was notified by the German tax authorities of its intention to conduct an income tax examination of the VAG German entities’ corporate income and trade tax returns for the tax years ended March 31, 2014 through 2020. Similarly, in accordance with the Spin-Off Transaction, the Company is required to indemnify Regal Rexnord Corporation for any future income tax liabilities associated with PMC entities relating to all open tax years ending prior to, and including, the short period ended on the date of the Spin-Off. There are currently a number of ongoing tax examinations being conducted by the applicable tax authorities in Germany with respect to certain PMC entities. It appears reasonably possible that the amounts of unrecognized income tax benefits and indemnification liabilities could change in the next twelve months upon conclusion of the current ongoing examinations; however, any potential payments of income tax, interest and penalties are not expected to be significant to the Company's consolidated financial statements. With certain exceptions, the Company is no longer subject to U.S. federal income tax examinations for tax years ending prior to March 31, 2020, state and local income tax examinations for years ending prior to March 31, 2019 or significant foreign income tax examinations for years ending prior to March 31, 2018.
17. Commitments and Contingencies
Contingencies:
The Company's subsidiaries are involved in various unresolved legal actions, administrative proceedings and claims in the ordinary course of business involving, among other things, product liability, commercial, employment, workers' compensation, intellectual property claims and environmental matters. The Company establishes accruals in a manner that is consistent with accounting principles generally accepted in the United States for costs associated with such matters when liability is probable and those costs are capable of being reasonably estimated. Although it is not possible to predict with certainty the outcome of these unresolved legal actions or the range of possible loss or recovery, based upon current information, management believes the eventual outcome of these unresolved legal actions, either individually or in the aggregate, will not have a material adverse effect on the financial position, results of operations or cash flows of the Company.
On December 15, 2023, Zurn Holdings, Inc. sold all of the equity interests of its direct subsidiary Zurn Industries, together with Zurn Industries’ direct and indirect subsidiaries that primarily held asbestos liabilities, certain assets and cash, in a stock sale transaction to an unaffiliated buyer. In accordance with the terms of the stock sale agreement, a subsidiary of the Company will indemnify the buyer for breaches of representations or warranties, breaches of covenants, and certain other liabilities as long as such liabilities are entirely unrelated to asbestos liabilities or assets. In addition, the buyer will indemnify the Company and its affiliates for breaches of representations or warranties, breaches of covenants, liabilities related to the operation of Zurn Industries’ and buyer’s operations post-closing and all claims arising out of asbestos liabilities and related insurance coverage.
As a result of the transaction, all asbestos obligations and liabilities, related insurance assets and associated deferred taxes, and other assets sold to the buyer, have been removed from the Company’s consolidated balance sheet effective
80

December 15, 2023 and the Company no longer has any obligation with respect to pending and future asbestos claims related to the divested entities. As such, the divested entities have been deconsolidated from our 2023 financial results as the Company no longer owns or controls such entities. Therefore, for the period ending December 31, 2023, all asbestos obligations and liabilities, related insurance assets and associated deferred taxes, and other assets of the divested subsidiaries are no longer reported on the consolidated balance sheet. The Company recorded a loss on the divestiture of asbestos liabilities and certain assets of $11.4 million in the fourth quarter of 2023, including transaction expenses of $2.1 million.
Prior to the stock sale transaction, certain Company subsidiaries were subject to asbestos litigation. As of December 31, 2022, certain Company subsidiaries and numerous other unrelated companies were defendants in approximately 6,000 asbestos related lawsuits representing approximately 7,000 claims. Plaintiffs' claims alleged personal injuries caused by exposure to asbestos used primarily in industrial boilers formerly manufactured by a segment of Zurn Elkay's subsidiaries. Those subsidiaries did not manufacture asbestos or asbestos components. Instead, they were purchased from suppliers. These claims were handled pursuant to a defense strategy funded by insurers.
In prior years, the asbestos liability was developed based on actuarial studies and represented the projected indemnity payout for current and future claims. There were inherent uncertainties involved in estimating the number of future asbestos claims, future settlement costs, and the effectiveness of defense strategies and settlement initiatives. As of December 31, 2022, the estimated potential liability for the asbestos-related claims described above, as well as the claims expected to be filed in the next ten years, was approximately $79.0 million which was recorded in the reserve for asbestos claims within the consolidated balance sheets.
In prior years, the Company also recorded a receivable from its insurance carriers, which corresponded to the amount of this potential asbestos liability that was covered by available insurance and was determined to be probable of recovery. However, there was no assurance the Company's insurance coverage would ultimately be available or that this asbestos liability would not ultimately exceed the coverage limits. Factors that could cause a decrease in the amount of available coverage or create gaps in coverage include: changes in law governing the policies, potential disputes and settlements with the carriers regarding the scope of coverage, and insolvencies of one or more of the Company's carriers. As of December 31, 2022, management estimated that the available insurance to cover the ten-year estimated potential asbestos-related liabilities was $72.1 million. During the year ended December 31, 2022, the Company recorded $6.9 million for the amount that the estimated potential liability exceeded a gap in the Company's estimated available insurance coverage. This expense was recorded in other income (expense), net within the consolidated statements of operations. During the year ended December 31, 2021, no amounts were recorded in the consolidated statements of operations.
18. Common Stock Repurchases
During fiscal 2015, the Company's Board of Directors approved a common stock repurchase program (the "Repurchase Program") authorizing the repurchase of up to $200.0 million of the Company's common stock from time to time on the open market or in privately negotiated transactions. On January 27, 2020, the Company's Board of Directors approved increasing the remaining share repurchase authority under the Repurchase Program to $300.0 million. On February 8, 2023, the Company's Board of Directors approved increasing the remaining share repurchase authority under the Repurchase Program to $500.0 million. The Repurchase Program does not require the Company to acquire any particular amount of common stock and does not specify the timing of purchases or the prices to be paid; however, the program will continue until the maximum amount of dollars authorized have been expended or until it is modified or terminated by the Board. During the year ended December 31, 2023, the Company repurchased 5.3 million shares of common stock at a total cost of $125.0 million at a weighted average price of $23.66 per share. During the year ended December 31, 2022, the Company repurchased 1.1 million shares of common stock at a total cost of $24.7 million at a weighted average price of $23.00 per share. During the year ended December 31, 2021, the Company repurchased 22.3 thousand shares of common stock at a total cost of $0.9 million at a weighted average price of $39.27 per share. The repurchased shares were canceled by the Company upon receipt. At December 31, 2023, a total of approximately $390.5 million of repurchase authority remained under the Repurchase Program.

19. Subsequent Event
On February 1, 2024, the Company's Board of Directors declared a quarterly cash dividend on the Company's common stock of $0.08 per share to be paid on March 7, 2024, to stockholders of record as of February 20, 2024.
81

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.
None.
ITEM 9A. CONTROLS AND PROCEDURES.
Evaluation of Disclosure Controls and Procedures
We maintain a set of disclosure controls and procedures that are designed to ensure that information required to be disclosed in our Exchange Act reports is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms.
We carried out an evaluation, under the supervision and with the participation of management, including the Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Rules 13a-15 and 15d-15 of the Exchange Act. Based on that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that, as of such date, the Company’s disclosure controls and procedures are adequate and effective in recording, processing, summarizing and reporting, on a timely basis, information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act and that such information is accumulated and communicated to the Company’s management, including the Chief Executive Officer and Chief Financial Officer, in a manner allowing timely decisions regarding required disclosure. As such, the Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of the period covered by this report.
Management’s Report on Internal Control Over Financial Reporting
We are responsible for establishing and maintaining adequate internal control over financial reporting, as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act. Our internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of our financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. Under the supervision and with the participation of our management, including the Chief Executive Officer and Chief Financial Officer, we evaluated the effectiveness of our internal control over financial reporting based on the framework in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Based upon that evaluation, management has concluded that our internal control over financial reporting was effective as of December 31, 2023.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or deterioration in the degree of compliance with the policies or procedures.
The effectiveness of the Company's internal control over financial reporting as of December 31, 2023, has been audited by Ernst & Young LLP, an independent registered public accounting firm, as stated in their report, which appears herein.
Changes in Internal Control Over Financial Reporting
There have been no changes in our internal control over financial reporting that occurred during our last fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

ITEM 9B. OTHER INFORMATION.
During the three months ended December 31, 2023, no director or officer of the Company adopted or terminated a "Rule 10b5-1 trading arrangement" or "non-Rule 10b5-1 trading arrangement," as each term is defined in Item 408(a) of Regulation S-K.

ITEM 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS.
Not applicable.
82

PART III
ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE.
The information required by this Item is incorporated by reference from the sections entitled "Proposal 1: Election of Directors" and "Corporate Governance and Board of Directors" in the definitive proxy statement for the Company’s annual meeting, to be held on or about May 2, 2024 (the "Proxy Statement"), and from the information under the caption "Information about our Executive Officers" in Part I hereof.
Code of Ethics
We have adopted a written code of ethics, referred to as the Zurn Elkay Code of Business Conduct and Ethics, applicable to all directors, officers and employees, which includes provisions relating to accounting and financial matters applicable to the principal executive officer, principal financial officer and principal accounting officer and controller. We have posted a copy of the Code of Business Conduct and Ethics on our website at www.zurnelkay.com. To obtain a copy, free of charge, please submit a written request to Zurn Elkay Investor Relations, 511 West Freshwater Way, Milwaukee, Wisconsin, 53204. If we make any substantive amendments to, or grant any waivers from, the code of ethics for any director or officer, we will disclose the nature of such amendment or waiver on our corporate website at www.zurnelkay.com or in a Current Report on Form 8-K.

ITEM 11. EXECUTIVE COMPENSATION.
The information required by this Item is incorporated by reference from the sections entitled "Proposal 1: Election of Directors", "Corporate Governance and Board of Directors", "Compensation Discussion and Analysis", "Compensation Committee Report", and "Executive Compensation" in the Proxy Statement.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS.
The information required by this Item is incorporated by reference from the sections entitled "Security Ownership of Certain Beneficial Owners and Management" in the Proxy Statement.
Equity Compensation Plan Information
The following chart gives aggregate information regarding grants under all equity compensation plans of the Company through December 31, 2023.
Plan categoryNumber of securities to be issued upon exercise of outstanding options, warrants and rightsWeighted-average exercise price of outstanding options, warrants and rights (2)Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in first column)
Equity compensation plans approved by security holders (1)3,836,920$14.672,582,322
Equity compensation plans not approved by security holdersNoneNoneNone
Total3,836,920$14.672,582,322
______________________
(1)Represents options, PSUs and RSUs granted under the Incentive Plan.
(2)The average exercise price excludes PSUs and RSUs.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE.
The information required by this Item is incorporated by reference from the sections entitled "Corporate Governance and Board of Directors" and "Certain Relationships and Related Party Transactions" in the Proxy Statement.

ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES.
The information required by this Item is incorporated by reference from the section entitled "Report of the Audit Committee" and "Auditors" in the Proxy Statement.
83

PART IV
ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES
(a) (1) Financial Statements
The Company’s consolidated financial statements included in Item 8 hereof are for the years ended December 31, 2023, 2022, and 2021 consist of the following:
Consolidated Balance Sheets
Consolidated Statements of Operations
Consolidated Statements of Comprehensive Income
Consolidated Statements of Stockholders’ Equity
Consolidated Statements of Cash Flows
Notes to Consolidated Financial Statements
(a) (2) Financial Statement Schedules.
The Financial Statement Schedule of the Company appended hereto for the years ended December 31, 2023, 2022, and 2021 consists of the following:
Schedule II – Valuation and Qualifying Accounts
(in Millions)
  Additions  
DescriptionBalance at
Beginning
of Year		Charged to
Costs and
Expenses		Charged
to Other
Accounts		Deductions
(1)		Balance at
End of
Year
Year Ended December 31, 2021
Valuation allowance for trade and notes receivable0.8 0.8 — (0.4)1.2 
Valuation allowance for income taxes36.8 1.8 0.8 (4.3)35.1 
Year Ended December 31, 2022
Valuation allowance for trade and notes receivable1.2 1.0 — (0.8)1.4 
Valuation allowance for income taxes35.1 0.1 0.3 (3.3)32.2 
Year Ended December 31, 2023
Valuation allowance for trade and notes receivable1.4 2.3 — (0.6)3.1 
Valuation allowance for income taxes32.2 0.5 — (20.7)12.0 
______________________
 (1)     Uncollectible amounts, dispositions charged against the accrual and write-off of expiring tax loss carryforwards.

All other schedules have been omitted because they are not applicable or because the information required is included in the notes to the consolidated financial statements.
(a) (3) Exhibits.

84

EXHIBIT INDEX
 
ExhibitDescriptionIncorporated Herein by Reference toFiled Herewith
2.1Exhibit 99.2 to the Form 8-K filed by RBS Global, Inc./Rexnord LLC on May 19, 2005
2.2Exhibit 2.1 to the Company's Form 8-K filed February 19, 2021
2.3Exhibit 2.2 to the Company's Form 8-K filed February 19, 2021
2.4Exhibit 2.1 to the Company's Form 8-K filed February 14, 2022
3.1(a)Exhibit 3.1 to the Company's Form 10-Q filed July 26, 2022
3.1(b)Exhibit 3.1 to the Company's Form 8-K dated December 1, 2016
3.2Exhibit 3.2 to the Company's Form 8-K filed July 1, 2022
4.1X
10.1(a)Exhibit 10.1 to the Form 8-K filed July 1, 2022
10.1(b)Exhibit 10.3 to the Company's Form 8-K filed February 14, 2022
10.2Exhibit 10.3 to the Company’s Form 10-Q for the quarter ended June 30, 2020
10.3(a)Exhibit 10.3 to the Company's Form 8-K filed July 1, 2022
10.3(b)Appendix A to the Company’s Definitive Proxy Statement on Schedule 14A, filed on June 10, 2016
10.3(c)Exhibit 10.32 to the Company's Registration Statement on Form S-1, SEC File No. 333-174504
10.3(d)Exhibit 10.3(c) to the Company's Form 10-K for the fiscal year ended March 31, 2018
10.3(e)Exhibit 10.2 to the Company's Form 10-Q for the quarter ended June 30, 2020
10.3(f)Exhibit 10.3(d) to the Company's Form 10-K for the fiscal year ended March 31, 2018
10.3(g)Exhibit 10.3(e) to the Company's Form 10-K for the fiscal year ended March 31, 2018
10.3(h)Exhibit 10.4 to the Company's Form 10-Q for the quarter ended June 30, 2012
85

10.3(i)Exhibit 10.2 to the Company's Form 10-Q for the quarter ended September 30, 2014
10.3(j)Exhibit 10.6 to the Company’s 10-Q for the quarter ended June 30, 2016
10.3(k)Exhibit 10.2 to the Company’s Form 10-Q for the quarter ended June 30, 2015
10.3(l)Exhibit 10.3(f) to the Company’s Form 10-K for the fiscal year ended March 31, 2016
10.4Exhibit 10.1 to the Company's Form 8-K dated December 13, 2018
10.5Exhibit 10.3 to the Company’s Form 8-K dated May 18, 2016 (filed on May 24, 2016)
10.6Exhibit 10.1 to the Company’s Form 10-Q for the quarter ended September 30, 2017
10.7Exhibit 10.8 to the Company’s Form 10-K for the fiscal year ended March 31, 2018
10.8Exhibit 10.2 to the Company’s Form 8-K dated December 13, 2018
10.9X
10.10Exhibit 10.3 to the Company's Form 10-Q for the quarter ended December 31, 2017
10.11(a)Exhibit 10.2 to the Company's Form 8-K filed on October 5, 2021
10.11(b)Exhibit 10.2 to the Company's Form 8-K filed July 1, 2022
10.12(a)Exhibit 10.3 to the Company's Form 8-K filed on October 5, 2021
10.13(a)Exhibit 10.1 to the Company's Form 8-K filed February 19, 2021
10.13(b)Exhibit 10.2 to the Company's Form 8-K filed February 19, 2021
10.13(c)Exhibit 10.3 to the Company's Form 8-K filed February 19, 2021
10.13(d)Exhibit 10.4 to the Company's Form 8-K filed February 19, 2021
10.13(e)Exhibit 10.1 to the Company's Form 8-K filed October 5, 2021
86

10.14Exhibit 10.17 to the Company's Annual Report on Form 10-K for the year ended December 31, 2022
21.1X
23.1X
24Signatures page hereto
31.1X
31.2X
32.1X
97X
101.INS
Inline XBRL Instance Document (The instance document does not appear in the interactive data file because its XBRL tags are embedded within the inline XBRL document.)
X
101.SCHInline XBRL Taxonomy Extension Schema DocumentX
101.CALInline XBRL Taxonomy Extension Calculation Linkbase DocumentX
101.DEFInline XBRL Taxonomy Extension Definition Linkbase DocumentX
101.LABInline XBRL Taxonomy Extension Label Linkbase DocumentX
101.PREInline XBRL Taxonomy Extension Presentation Linkbase DocumentX
104Cover Page Inline XBRL data (contained in Exhibit 101)X

*Denotes management plan or compensatory plan or arrangement.
+The Company agrees to furnish supplementally a copy of the schedules omitted from this exhibit to the Commission upon request.

ITEM 16. FORM 10-K SUMMARY
Not applicable.

87

SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.

 
ZURN ELKAY WATER SOLUTIONS CORPORATION
By: /s/ Todd A. Adams
Name: Todd A. Adams
Title: Chairman of the Board and Chief Executive Officer
Date: 
February 6, 2024

88

POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Todd A. Adams, Mark W. Peterson and Jeffrey J. LaValle, and each of them, his or her true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for him or her and in his or her name, place and stead, in any and all capacities, to sign any and all amendments to this report, and to file the same with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, and any other regulatory authority, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, as fully to all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents or any of them, or their substitutes, may lawfully do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.
/s/ Todd A. AdamsChairman of the Board and Chief Executive Officer
February 6, 2024
Todd A. Adams(Principal Executive Officer)
/s/ Mark W. PetersonSenior Vice President and Chief Financial Officer
February 6, 2024
Mark W. Peterson(Principal Financial and Accounting Officer)
/s/ Mark S. BartlettDirector
February 6, 2024
Mark S. Bartlett
/s/ Jacques Don ButlerDirector
February 6, 2024
Jacques Don Butler
/s/ Thomas D. ChristopoulDirector
February 6, 2024
Thomas D. Christopoul
/s/ Timothy J. JahnkeDirector
February 6, 2024
Timothy J. Jahnke
/s/ David C. LongrenDirector
February 6, 2024
David C. Longren
/s/ Emma McTagueDirector
February 6, 2024
Emma McTague
/s/ George C. MooreDirector
February 6, 2024
George C. Moore
/s/ Rosemary SchoolerDirector
February 6, 2024
Rosemary Schooler
/s/ Peggy N. TroyDirector
February 6, 2024
Peggy N. Troy

89
 EX-4.1 2 ex41-descriptionofsecuriti.htm EX-4.1 Document

Exhibit 4.1
Description of Securities
The authorized capital stock of Zurn Elkay Water Solutions Corporation (the “Company,” “we,” “our” and “us”) consists of 200,000,000 shares of common stock and 10,000,000 shares of preferred stock, the rights and preferences of which may be designated by the board of directors. All of our existing common stock is validly issued, fully paid and nonassessable.

The discussion below describes the most important terms of our capital stock, certificate of incorporation and bylaws. Because it is only a summary, it does not contain all the information that may be important to you. For a complete description, refer to our certificate of incorporation and bylaws, which are exhibits to our most recent Annual Report on Form 10-K (subject to any subsequent Current Reports on Form 8-K reporting amendments to those documents), and to the applicable provisions of the Delaware General Corporation Law (the “DGCL”).

Common Stock

Voting Rights. The holders of our common stock are entitled to one vote per share on all matters submitted for action by the stockholders. There is no provision for cumulative voting with respect to the election of directors.

Dividend Rights. All shares of our common stock are entitled to share equally in any dividends our board of directors may declare from legally available sources, subject to the terms of any outstanding preferred stock. Our credit agreement imposes, and any other debt instruments may impose, restrictions on our ability to declare dividends with respect to our common stock.

Liquidation Rights. Upon liquidation or dissolution of the Company, whether voluntary or involuntary, all shares of our common stock are entitled to share equally in the assets available for distribution to stockholders after payment of all of our prior obligations, including any preferential rights afforded to then-outstanding preferred stock.

Other Matters. The holders of our common stock have no preemptive or conversion rights, and our common stock is not subject to further calls or assessments by us. There are no redemption or sinking fund provisions applicable to our common stock.

Dividend Policy

The decision whether to pay dividends on our common stock is made by our board of directors in light of conditions then existing, including factors such as our results of operations, financial condition and requirements, business conditions and covenants under any applicable contractual arrangements. In addition, our credit agreement contains limits our ability to pay dividends or other distributions on our common stock.

Preferred Stock

Our board of directors, without further stockholder approval, may issue, from time to time, up to an aggregate of 10,000,000 shares of preferred stock in one or more series and to fix or alter the designations, preferences, rights and any qualifications, limitations or restrictions of the shares of each such series thereof, including the dividend rights, dividend rates, conversion rights, voting rights, terms of redemption (including sinking fund provisions), redemption prices, liquidation preferences and the number of shares constituting any series or designations of such series. Our board of directors may authorize the issuance of preferred stock with voting or conversion rights that could adversely affect the voting power or other rights of the holders of common stock. The issuance of preferred stock, while providing flexibility in connection with possible future financings and acquisitions and other corporate purposes could, under certain circumstances, have the effect of delaying, deferring or preventing a change in control of us and might affect the market price of our common stock.

The preceding summary of certain provisions of the preferred stock does not purport to be complete and is subject to the designation of any series of preferred stock by our board of directors, which would be described in a prospectus summary relating to that preferred stock. The summary is qualified in its entirety by reference to the provisions of the designation of any series of preferred stock filed with the SEC in connection with any offering of such preferred stock.


Exhibit 4.1

Certain Anti-Takeover, Limited Liability and Indemnification Provisions

We are governed by the DGCL. Our certificate of incorporation and bylaws contain provisions that could make more difficult the acquisition of us by means of a tender offer, a proxy contest or otherwise, or to remove or replace our current management.

“Blank Check” Preferred Stock. Our certificate of incorporation authorizes the issuance of “blank check” preferred stock that could be issued by our board of directors to increase the number of outstanding shares or establish a stockholders rights plan making a takeover more difficult and expensive.

Classified Board. Our board of directors is divided into three classes. The members of each class serve staggered, three-year terms. Upon the expiration of the term of a class of directors, directors in that class are elected for three-year terms at the annual meeting of stockholders in the year in which their term expires.

Removal of Directors; Vacancies. Our certificate of incorporation and bylaws provide that a director may be removed only for cause and only upon the affirmative vote of the holders of a majority of the outstanding shares of our capital stock entitled to vote in the election of directors. Vacancies on our board of directors may be filled only by a majority of our board of directors.

No Cumulative Voting. Our certificate of incorporation provides that stockholders do not have the right to cumulative votes in the election of directors.

No Stockholder Action by Written Consent; Calling of Special Meetings of Stockholders. Our bylaws do not permit stockholder action without a meeting by consent. Special meetings of our stockholders may be called only by our board of directors or the chairman of the board of directors.

Advance Notice Requirements for Stockholder Proposals and Director Nominations. Our bylaws provide that stockholders seeking to bring business before an annual meeting of stockholders, or to nominate candidates for election as directors at an annual meeting of stockholders, must provide timely notice thereof in writing. To be timely, a stockholder’s notice generally must be delivered to and received at our principal executive offices, not less than 120 days nor more than 150 days prior to the first anniversary of the preceding year’s annual meeting; provided, that in the event that the date of such meeting is advanced more than 30 days prior to, or delayed by more than 70 days after, the anniversary of the preceding year’s annual meeting of our stockholders, a stockholder’s notice to be timely must be so delivered not earlier than the close of business on the 150th day prior to such meeting and not later than the close of business on the later of the 120th day prior to such meeting or the 10th day following the day on which public announcement of the date of such meeting is first made. Our bylaws also specify certain requirements as to the form and content of a stockholder’s notice. These provisions may preclude stockholders from bringing matters before an annual meeting of stockholders or from making nominations for directors at an annual meeting of stockholders.

Delaware Takeover Statute. Our certificate of incorporation provides that we are not governed by Section 203 of the DGCL which, in the absence of such provisions, would have imposed additional requirements regarding mergers and other business combinations.

Limitation of Officer and Director Liability and Indemnification Arrangements. Our certificate of incorporation limits the liability of our officers and directors to the maximum extent permitted by Delaware law. Delaware law provides that directors will not be personally liable for monetary damages for breach of their fiduciary duties as directors, except liability for:

•any breach of their duty of loyalty to the corporation or its stockholders;
•acts or omissions not in good faith or which involve intentional misconduct or a knowing violation of law;
•unlawful payments of dividends or unlawful stock repurchases or redemptions; or
•any transaction from which the director derived an improper personal benefit.

This certificate of incorporation provision has no effect on any non-monetary remedies that may be available to us or our stockholders, nor does it relieve us or our officers or directors from compliance with federal or


Exhibit 4.1
state securities laws. The certificate and bylaws also generally provide that we shall indemnify, to the fullest extent permitted by law, any person who was or is a party or is threatened to be made a party to any threatened, pending or completed action, suit, investigation, administrative hearing or any other proceeding by reason of the fact that he is or was a director or officer of ours, or is or was serving at our request as a director, officer, employee or agent of another entity, against expenses incurred by him in connection with such proceeding. An officer or director shall not be entitled to indemnification by us if:

•the officer or director did not act in good faith and in a manner reasonably believed to be in, or not opposed to, our best interests; or
•with respect to any criminal action or proceeding, the officer or director had reasonable cause to believe his conduct was unlawful.

We currently maintain liability insurance for our directors and officers.

As permitted by the DGCL, our certificate of incorporation and bylaws provide that:

•we will indemnify our current and former directors and officers and anyone who is or was serving at our request as the director or officer of, or our legal representative in, another entity, and may indemnify our current or former employees and other agents, to the fullest extent permitted by the DGCL, subject to limited exceptions; and
•we may purchase and maintain insurance on behalf of our current or former directors, officers, employees or agents against any liability asserted against them and incurred by them in any such capacity, or arising out of their status as such.

Our certificate of incorporation requires us to advance expenses to our directors and officers in connection with a legal proceeding, subject to receiving an undertaking from such director or officer to repay advanced amounts if it is determined he or she is not entitled to indemnification. Our bylaws provide that we may advance expenses to our employees and other agents, upon such terms and conditions, if any, as we deem appropriate.

We have entered into indemnification agreements with our directors and certain officers. The indemnification agreements provide generally that we must promptly advance directors and certain officers all reasonable costs of defending against certain litigation upon request, and must indemnify such director or officer against liabilities incurred in connection with such litigation to the extent that such director or officer is successful on the merits of the proceeding, or, if unsuccessful, to the extent that such director or officer acted in good faith. However, no indemnification will be made under the indemnification agreement if the director or officer is found to not have acted in good faith. The advance is subject to repayment under certain circumstances.

Insofar as indemnification for liabilities arising under the Securities Act of 1933 may be permitted for our directors, officers and controlling persons under the foregoing provisions or otherwise, we have been informed that, in the opinion of the SEC, such indemnification is against public policy as expressed in the Securities Act and is, therefore, unenforceable.

Corporate Opportunity

Our certificate of incorporation provides that we expressly renounce any interest or expectancy in any business opportunity, transaction or other matter in which the Apollo Group, as defined therein (generally, Apollo Management, L.P., our former controlling stockholder, and its affiliated and related parties), participates or desires or seeks to participate in, even if the opportunity is one that we would reasonably be deemed to have pursued if given the opportunity to do so. The renouncement does not apply to any business opportunities that are presented to an Apollo Group member solely in such person’s capacity as a member of our board of directors and with respect to which no other member of the Apollo Group independently receives notice or otherwise identifies such business opportunity prior to us becoming aware of it, or if the business opportunity is initially identified by the Apollo Group solely through the disclosure of information by or on behalf of us.

Forum Selection

Our certificate of incorporation provides that unless we consent in writing to the selection of an alternative forum, the Court of Chancery of the State of Delaware shall be the sole and exclusive forum for any derivative


Exhibit 4.1
action or proceeding brought on our behalf, any action asserting a claim of breach of a fiduciary duty owed by any director, officer, employee or agent of ours to us or to our stockholders, any action asserting a claim arising pursuant to any provision of the DGCL, or any action asserting a claim governed by the internal affairs doctrine, in each such case subject to the Court of Chancery having personal jurisdiction over the indispensable parties named as defendants therein. Any person or entity purchasing or otherwise acquiring any interest in our capital stock will be deemed to have notice of and consent to this forum selection provision.

Listing

Our common stock is listed on the NYSE under the symbol “ZWS.”

Transfer Agent and Registrar

Equiniti Trust Company LLC is the transfer agent and registrar for our common stock.

 EX-10.9 3 ex109scheduleofcompensatio.htm EX-10.9 Document
Exhibit 10.9
image.jpg

Compensation Policy and Stock Ownership Guidelines
for Outside Members of the Board of Directors


Compensation Element
Description
TermDirectors serve staggered three-year terms.
Cash Compensation
•Directors will receive annual cash compensation of $95,000, inclusive of Board and committee meeting attendance fees.
•Committee Chairs will receive an additional annual fee as follows:
•Audit Committee – $15,000;
•Compensation Committee – $12,500;
•Nominating and Corporate Governance Committee – $10,000;
•ESG Committee - $5,000.
•Lead Independent Director will receive an additional annual fee of $30,000.
•Directors can elect to have cash compensation paid in Zurn Elkay Water Solutions stock as permitted by rules adopted by the Company from time to time.
•Cash compensation program is effective as of February 1, 2024.
Equity Grant
•Directors will receive an annual equity grant with a value of $140,000.
•The vesting, form and methodology of the equity grant will be determined by the Compensation Committee from time to time.
•Equity compensation program is effective as of February 1, 2024.
Stock Ownership Guidelines
Directors will be required to hold a minimum of 5 times the annual cash retainer in Zurn Elkay Water Solutions stock within five years of appointment (including vested, but deferred RSUs).
ExpensesZurn Elkay Water Solutions will reimburse Directors for all reasonable out-of-pocket expenses related to their duties as a Director.
D&O InsuranceZurn Elkay Water Solutions will maintain D&O insurance of at least $50 million annually.
IndemnificationZurn Elkay Water Solutions will indemnify Directors to the fullest extent allowed by law.

The cash compensation and equity grant will be prorated for partial year service (e.g., directors who join in the middle of a year). Cash compensation is paid quarterly in arrears.
Revised as of February 2024
 EX-21.1 4 ex211listofsubsidiaries123.htm EX-21.1 Document

Exhibit 21.1
Zurn Elkay Water Solutions Corporation
List of Subsidiaries
Name 
Place of Incorporation
Zurn Australia Pty Ltd.Australia
Filamat Composites Inc.Canada
Zurn Industries LimitedCanada
Hadrian Solutions ULCCanada
3299461 Nova Scotia ULCCanada
Chase Acquisition I, Inc.Delaware
Elkay Manufacturing CompanyDelaware
Elkay Plumbing Products CompanyDelaware
Hadrian Inc.Delaware
Just Manufacturing LLCDelaware
ZBS Global, Inc.Delaware
Zurn LLCDelaware
Zurn Holdings, Inc.Delaware
World Dryer CorporationDelaware
World Dryer China, LLCDelaware
Zurn Dutch Holdco II LLCDelaware
Zurco, Inc.Delaware
Zurn International, Inc.Delaware
Zurn Neth Holdco LLCDelaware
Zurn PEX, Inc.Delaware
E.B. Tecnica de El Salvador S.A. de C.V.El Salvador
E.B. Tecnica de Guatemala S.A.Guatemala
American Dryer, LLCIllinois
ByElkay.com Sales, Inc.Illinois
Elkay Mexico, Ltd.Illinois
Elkay Sales, Inc.Illinois
Elkay Smartwell, LLCIllinois
Zurn India Private Ltd.India
E.B. Tecnica Mexicana S.A. de C.V.Mexico
Grupo Bernox S.A. de C.V.Mexico
Inmobiliaria Vertemi S.A de C.V.Mexico
Zurn Dutch Two C.V.Netherlands
Zurn International Holdings B.V.Netherlands
Green Turtle Americas, LTDNorth Carolina
7420 Clover Avenue LLCOhio
Elkay Asia Pacific Sales PTE, LTD.Singapore
Zurn Water, LLCTexas
Elkay Middle East Sales DMCCUAE
Zurn Water Solutions FZEUAE
InsureZWS, Inc. (f/k/a InsureRXN, Inc.)Vermont


 EX-23.1 5 ex231eyconsent123123.htm EX-23.1 Document

Exhibit 23.1

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
We consent to the incorporation by reference in the following Registration Statements of Zurn Elkay Water Solutions Corporation:
(1)Form S-8 No. 333-180434 pertaining to the Zurn Water Solutions Corporation 2006 Stock Option Plan
(2)Form S-8 Nos. 333-180450, 333-212811, 333-232900, and 333-260107 pertaining to the Zurn Elkay Water Solutions Corporation Performance Incentive Plan, and
(3)Form S-8 No. 333-197444 pertaining to the Zurn Elkay Water Solutions Corporation 401(k) Plan
of our reports dated February 6, 2024, with respect to the consolidated financial statements and schedule of Zurn Elkay Water Solutions Corporation and the effectiveness of internal control over financial reporting of Zurn Elkay Water Solutions Corporation included in this Annual Report (Form 10-K) of Zurn Elkay Water Solutions Corporation for the year ended December 31, 2023.
/s/ Ernst & Young LLP
Milwaukee, Wisconsin
February 6, 2024


 EX-31.1 6 ex311123123.htm EX-31.1 Document

Exhibit 31.1
CERTIFICATION OF CHIEF EXECUTIVE OFFICER
I, Todd A. Adams, Chair of the Board, President and Chief Executive Officer of Zurn Elkay Water Solutions Corporation, certify that:
1.    I have reviewed this annual report on Form 10-K of Zurn Elkay Water Solutions Corporation;
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 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 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: February 6, 2024
 
By:/s/ TODD A. ADAMS
Name:Todd A. Adams
Title:Chairman of the Board, President and Chief Executive Officer


 EX-31.2 7 ex312123123.htm EX-31.2 Document

Exhibit 31.2
CERTIFICATION OF CHIEF FINANCIAL OFFICER
I, Mark W. Peterson, Senior Vice President and Chief Financial Officer of Zurn Elkay Water Solutions Corporation, certify that:
1.    I have reviewed this annual report on Form 10-K of Zurn Elkay Water Solutions Corporation;
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 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 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: February 6, 2024
 
By:/s/ MARK W. PETERSON
Name:Mark W. Peterson
Title:Senior Vice President and Chief Financial Officer


 EX-32.1 8 ex321ceocfocertification12.htm EX-32.1 Document

EXHIBIT 32.1
CERTIFICATION
Pursuant to 18 United States Code § 1350
Each of the undersigned hereby certifies that the Annual Report on Form 10-K for the quarter ended December 31, 2023 of Zurn Elkay Water Solutions Corporation (the "Company") filed with the Securities and Exchange Commission on or about the date hereof fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and that the information contained in such report fairly presents, in all material respects, the financial condition and results of operations of the Company.
Date: February 6, 2024
 
By:/s/ TODD A. ADAMS
Name:Todd A. Adams
Title:Chairman of the Board, President and Chief Executive Officer


Date: February 6, 2024
 
By:/s/ MARK W. PETERSON
Name:Mark W. Peterson
Title:Senior Vice President and Chief Financial Officer




This certification accompanies the Annual Report on Form 10-K pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended. A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.


EX-97 9 ex97-executivecompensation.htm EX-97 Document

Exhibit 97
Zurn Elkay Water Solutions Corporation
Executive Compensation Clawback Policy
(as amended and restated effective as of October 2, 2023)

The Compensation Committee (the “Committee”) of the Board of Directors (the “Board”) of Zurn Elkay Water Solutions Corporation (the “Company”) believes that it is in the best interests of the Company and its stockholders to create and maintain a culture that emphasizes integrity and accountability and that reinforces the Company’s pay-for-performance compensation philosophy. This Policy is designed to comply with Section 303A.14 of the Listed Company Manual of the NYSE that was adopted to implement Rule 10D-1 under the Securities Exchange Act of 1934 and to ensure that compensation is paid to executive officers based on accurate financial statements and ethical and legal conduct. The Committee has therefore adopted this amended and restated executive compensation clawback policy (as the same may be amended and/or restated from time to time, the “Policy”), effective as of October 2, 2023 (the “Effective Date”). This Policy supersedes any and all prior clawback or compensation recoupment policies of the Company.

1.Mandatory Clawback of Erroneously Awarded Compensation.

(a.)In the event of an Accounting Restatement, the Company must recover reasonably promptly the amount of any Erroneously Awarded Compensation, determined in accordance with this Policy and applicable laws and regulations.

(b.)The Committee shall have broad discretion to determine the appropriate means of recovery of Erroneously Awarded Compensation based on all applicable facts and circumstances and taking into account the time value of money and the cost to shareholders of delaying recovery. Such means and methods of recovery may include, without limitation, (i) seeking reimbursement of all or part of any cash or equity-based award, (ii) cancelling prior cash or equity-based awards, whether vested or unvested or paid or unpaid, (iii) cancelling or offsetting against any planned future cash or equity-based awards, (iv) forfeiture of deferred compensation, subject to compliance with Section 409A of the Internal Revenue Code and the regulations promulgated thereunder, (v) entering into a repayment plan and (vi) any other method authorized by applicable law or contract. For the avoidance of doubt, except as set forth in Section 1(c) below, in no event may the Company Group accept an amount that is less than the amount of Erroneously Awarded Compensation in satisfaction of an Executive Officer’s obligations hereunder. To the extent that an Executive Officer fails to repay, or does not agree to a repayment plan or other alternative to ensure payment of, all Erroneously Awarded Compensation to the Company Group when due, such Executive Officer shall be required to reimburse the Company Group for any and all expenses reasonably incurred (including legal fees) by the Company Group in recovering such Erroneously Awarded Compensation in accordance with the immediately preceding sentence.

(c.)Notwithstanding anything herein to the contrary, the Company shall not be required to take the actions contemplated by Sections 1(a) and 1(b) if the following conditions are met and the Committee determines that recovery would be impracticable:

(i.)The direct expenses paid to a third party to assist in enforcing the Policy against an Executive Officer would exceed the amount to be recovered, after the Company has made a reasonable attempt to recover the applicable Erroneously Awarded Compensation, documented such attempts and provided such documentation to NYSE to the extent required by applicable rules and listing standards;

(ii.)Recovery would violate home country law where that law was adopted prior to November 28, 2022, provided that, before determining that it would be impracticable to recover any amount of Erroneously Awarded Compensation based on violation of home country law, the Company has complied with applicable opinion and disclosure requirements under the relevant rules and listing standards; or

(iii.)Recovery would likely cause an otherwise tax-qualified retirement plan, under which benefits are broadly available to employees of the Company Group, to fail to meet the
Revised October 2, 2023

Exhibit 97
anti-alienation and other applicable requirements of Section 401(a)(13) or Section 411(a) of the Internal Revenue Code and regulations thereunder.

2.Definitions. For purposes of this Policy, the following capitalized terms shall have the meanings set forth below.

(a.)“Accounting Restatement” shall mean an accounting restatement (i) due to the material noncompliance of the Company with any financial reporting requirement under the securities laws, including any required accounting restatement to correct an error in previously issued financial restatements that is material to the previously issued financial statements (a “Big R” restatement), or (ii) that corrects an error that is not material to previously issued financial statements, but would result in a material misstatement if the error were not corrected in the current period or left uncorrected in the current period (a “little r” restatement).

(b.)“Clawback Eligible Incentive Compensation” shall mean, in connection with an Accounting Restatement and with respect to each individual who served as an Executive Officer at any time during the applicable performance period for any Incentive-based Compensation (whether or not such Executive Officer is serving at the time the Erroneously Awarded Compensation is required to be repaid to the Company Group), all Incentive-based Compensation Received by such Executive Officer (i) on or after the Effective Date, (ii) after beginning service as an Executive Officer, (iii) while the Company has a class of securities listed on a national securities exchange or a national securities association, and (iv) during the applicable Clawback Period.

(c.)“Clawback Period” shall mean, with respect to any Accounting Restatement, the three completed fiscal years of the Company immediately preceding the Restatement Date and any transition period (that results from a change in the Company’s fiscal year) of less than nine months within or immediately following those three completed fiscal years.

(d.)“Company Group” shall mean the Company, together with each of its direct and indirect subsidiaries.

(e.)“Erroneously Awarded Compensation” shall mean, with respect to each Executive Officer in connection with an Accounting Restatement, the amount of Clawback Eligible Incentive Compensation that exceeds the amount of Incentive-based Compensation that otherwise would have been Received had it been determined based on the restated amounts, computed without regard to any taxes paid. For Incentive-based Compensation based on (or derived from) stock price or total shareholder return where the amount of Erroneously Awarded Compensation is not subject to mathematical recalculation directly from the information in the applicable Accounting Restatement, the amount shall be determined by the Committee based on a reasonable estimate of the effect of the Accounting Restatement on the stock price or total shareholder return upon which the Incentive-based Compensation was Received (in which case, the Company shall maintain documentation of such determination of that reasonable estimate and provide such documentation to the NYSE).

(f.)“Executive Officer” shall mean those officers designated as Section 16 officers in accordance with applicable SEC rules. Identification of an executive officer for purposes of this Policy would include at a minimum executive officers identified in the Form 10-K pursuant to Item 401(b) of Regulation S-K.

(g.)“Financial Reporting Measures” shall mean measures that are determined and presented in accordance with the accounting principles used in preparing the Company’s financial statements, and all other measures that are derived wholly or in part from such measures. Stock price and total shareholder return (and any measures that are derived wholly or in part from stock price or total shareholder return) shall for purposes of this Policy be considered Financial Reporting Measures. For the avoidance of doubt, a Financial Reporting Measure need not be presented in the Company’s financial statements or included in a filing with the SEC.

Revised October 2, 2023

Exhibit 97
(h.)“Incentive-based Compensation” shall mean any compensation that is granted, earned or vested based wholly or in part upon the attainment of a Financial Reporting Measure.

(i.)“NYSE” shall mean the New York Stock Exchange.

(j.)“Received” shall, with respect to any Incentive-based Compensation, mean actual or deemed receipt, and Incentive-based Compensation shall be deemed received in the Company’s fiscal period during which the Financial Reporting Measure specified in the Incentive-based Compensation award is attained, even if payment or grant of the Incentive-based Compensation occurs after the end of that period.

(k.)“Restatement Date” shall mean the earlier to occur of (i) the date the Board, a committee of the Board or the officers of the Company authorized to take such action if Board action is not required, concludes, or reasonably should have concluded, that the issuer is required to prepare an Accounting Restatement, or (ii) the date of court, regulator or other legally authorized body directs the issuer to prepare an Accounting Restatement.

(l.)“SEC” shall mean the U.S. Securities and Exchange Commission.

3.Indemnification Prohibited. No member of the Company Group shall be permitted to indemnify any person subject to this Policy against (i) the loss of any compensation that is repaid, returned or recovered pursuant to the terms of this Policy, or (ii) any claims relating to the Company Group’s enforcement of its rights under this Policy. Further, no member of the Company Group shall pay for or reimburse premiums for insurance coverage against recovery of any Erroneously Awarded Compensation or enter into any agreement that exempts any Incentive-based Compensation from the application of Section 1 of this Policy or that waives the Company Group’s right to recovery of any compensation (including, but not limited to, Erroneously Awarded Compensation) and this Policy shall supersede any such agreement (whether entered into before, on or after the Effective Date).

4.Discretionary Clawback of Incentive Compensation. In addition to the recovery of any Erroneously Awarded Compensation resulting from an Accounting Restatement as provided above, in the event that the Committee determines that a current or former officer or other employee designated from time to time by the Committee in its discretion engaged in illegal or fraudulent conduct or materially breached the Company’s Code of Conduct, the result of which is adverse to the Company, whether financial or reputational harm, the Committee may, as and to the extent it deems appropriate, in its sole discretion, recoup from any such person who engaged in such conduct the incentive compensation that was received by such person at any time after the Effective Date. The period for which the Committee may seek such recoupment shall be up to three years preceding the date on which the Committee determined that the conduct occurred that caused the Company the aforementioned harm.

Further, the Company may take such other disciplinary action, including under other Company policies, against any officer or other employee whose misconduct led to such harm as it deems necessary and appropriate, including termination of employment and/or appropriate legal action.

5.Administration and Interpretation. This Policy shall be administered by the Committee. The Committee is authorized to interpret and construe this Policy and to make all determinations necessary, appropriate, or advisable for the administration of this Policy. Any determinations made by the Committee shall be final and binding on all affected individuals.

6.Amendment; Termination. The Board or Committee may amend this Policy from time to time in its discretion and shall amend this Policy as it deems necessary, including as and when it determines that it is legally required by any federal securities laws, SEC rule or the rules of any national securities exchange or national securities association on which the Company’s securities are listed. The Board or Committee may terminate this Policy at any time. Notwithstanding anything in this paragraph to the contrary, no amendment or termination of this Policy shall be effective if such amendment or termination would (after taking into account any actions taken by the Company contemporaneously with such amendment or termination) cause the Company to violate any federal securities laws, SEC rule or the rules of any national securities exchange or national securities association on which the Company’s securities are listed.

Revised October 2, 2023

Exhibit 97
7.Other Recoupment Rights; No Additional Payments. This Policy shall apply in addition to any right of recoupment against the Chief Executive Officer and Chief Financial Officer pursuant to Section 304 of the Sarbanes-Oxley Act of 2002 and any other remedies or rights of recoupment that may be available to the Company Group under applicable law, regulation or rule or pursuant to the terms of any similar policy in any compensation plan or arrangement, employment agreement, equity award agreement, or similar agreement and any other legal remedies available to the Company Group; provided that there shall be no duplication of recovery under this Policy or Section 304 of the Sarbanes-Oxley Act of 2002.

8.Reporting and Disclosure. The Company shall file all disclosures with respect to this Policy in accordance with the requirement of the federal securities laws, including the disclosure required by the applicable SEC filings.

9.Successors. This Policy shall be binding and enforceable against all Executive Officers and their beneficiaries, heirs, executors, administrators or other legal representatives.

* * *
Revised October 2, 2023
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This loan facility matures on April 1, 2018. 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Rate of compensation increase Defined Benefit Plan, Assumptions Used Calculating Net Periodic Benefit Cost, Rate of Compensation Increase Asset impairment charges Facility Closing [Member] Cash and cash equivalents Cash and Cash Equivalents [Member] Total deferred tax liabilities Deferred Tax Liabilities, Gross Percentage of principal amount redeemed Debt Instrument, Redemption Price, Percentage of Principal Amount Redeemed Plan participant contributions Defined Benefit Plan, Benefit Obligation, Contributions by Plan Participant Segments [Axis] Segments [Axis] Property, Plant and Equipment Property, Plant and Equipment, Policy [Policy Text Block] Schedule of Nonvested Performance-based Units Activity Schedule of Nonvested Performance-Based Units Activity [Table Text Block] Forgone Recovery due to Disqualification of Tax Benefits, Amount Forgone Recovery due to Disqualification of Tax Benefits, Amount Awards Close in Time to MNPI Disclosures Awards Close in Time to MNPI Disclosures [Table] Customer relationships (including distribution network) Customer Relationships Customer relationships Customer Relationships [Member] Type of Restructuring [Domain] Type of Restructuring [Domain] Variable Rate [Domain] Variable Rate [Domain] Pay vs Performance Disclosure [Line Items] Entity Voluntary Filers Entity Voluntary Filers Interest expense, net Disposal Group, Including Discontinued Operation, Interest Expense Range [Domain] Statistical Measurement [Domain] Underlying Security Market Price Change Underlying Security Market Price Change, Percent Nonvested units at beginning of period (in shares) Nonvested units at end of period (in shares) Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Nonvested, Number Other Current Liabilities Other Current Liabilities [Member] Statement of Stockholders' Equity [Abstract] Statement of Stockholders' Equity [Abstract] Research, Development and Engineering Costs Research and Development Expense, Policy [Policy Text Block] Revolving Credit Facility Revolving Credit Facility [Member] Leverage Ratio Scenario [Domain] Leverage Ratio Scenario [Domain] Leverage Ratio Scenario [Domain] Accumulated other comprehensive loss (income), net Accumulated Other Comprehensive (Income) Loss, Defined Benefit Plan, after Tax MNPI Disclosure Timed for Compensation Value MNPI Disclosure Timed for Compensation Value [Flag] Performance Shares Performance Shares [Member] Trade payables Accounts Payable, Current Weighted average remaining contractual life of options exercisable Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term Computer hardware and software Computer Equipment [Member] Discontinued Operations and Disposal Groups [Abstract] Discontinued Operations and Disposal Groups [Abstract] Net loss Business Combination, Pro Forma Information, Earnings or Loss of Acquiree since Acquisition Date, Actual Restatement Determination Date: Restatement Determination Date [Axis] Number of pending claims Loss Contingency, Pending Claims, Number Operating Leases Lessee, Operating Lease, Liability, to be Paid, Fiscal Year Maturity [Abstract] Debt securities (including cash and cash equivalents) Defined Benefit Plan, Debt Security [Member] PMC Spin-Off Defined Benefit Plan, Net Periodic Benefit Cost (Credit), Gain (Loss) Due to Curtailment Geographical [Axis] Geographical [Axis] Period until shares are issued Share-Based Compensation Arrangement by Share-Based Payment Award, Award Requisite Service Period Income Taxes Income Tax Disclosure [Text Block] 2028 Defined Benefit Plan, Expected Future Benefit Payment, Year Five Total ROU assets Right-Of-Use Asset Right-Of-Use Asset Property, plant and equipment, gross Property, Plant, and Equipment and Finance Lease Right-of-Use Asset, before Accumulated Depreciation and Amortization Leases Lessee, Leases [Policy Text Block] Common Stock Repurchases Unusual or Infrequent Items, or Both, Disclosure [Text Block] Property, plant and equipment, net Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment Unrecognized tax benefits, net of federal benefit Effective Income Tax Rate Reconciliation, Change in Deferred Tax Assets Valuation Allowance, Amount Business Acquisition [Line Items] Business Acquisition [Line Items] Weighted Avg. 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Exercised (in shares) Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercises in Period Receivables, net Increase (Decrease) in Receivables United States Income (Loss) from Continuing Operations before Income Taxes, Domestic Inventories at First-in, First-Out ("FIFO") cost Inventory, Gross Receivables Receivable [Policy Text Block] Cost of sales Cost of Goods and Services Sold Net effects of foreign operations Effective Income Tax Rate Reconciliation, Net Effect Of Foreign Operations, Amount Effective Income Tax Rate Reconciliation, Net Effect Of Foreign Operations, Amount Vesting period Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period Proceeds from dispositions of long-lived assets Proceeds from Sale of Productive Assets Weighted-average useful life of intangible assets acquired Weighted Average Useful Life (in years) Acquired Finite-Lived Intangible Assets, Weighted Average Useful Life Schedule of Gross Carrying Amount and Accumulated Amortization for Infinite-Lived Intangible Assets Schedule of Indefinite-Lived Intangible Assets [Table Text Block] Name Measure Name Patents Patents Patents [Member] Name Forgone Recovery, Individual Name Goodwill Net carrying amount, beginning of period Net carrying amount, end of period Goodwill Additions for tax positions of prior years Unrecognized Tax Benefits, Increase Resulting from Prior Period Tax Positions Net sales Disposal Group, Including Discontinued Operation, Revenue Adjustment to state inventories at Last-in, First-Out ("LIFO") cost Inventory, LIFO Reserve Centa China Centa MP (Hong Kong) Co., Limited [Member] Centa MP (Hong Kong) Co., Limited [Member] Asset Acquisition [Domain] Asset Acquisition [Domain] Underlying Securities Award Underlying Securities Amount Common stock dividend to be paid (in dollars per share) Common Stock, Dividends, Per Share, Declared Positive ratio Step-Down Covenant Terms, Positive Ratio Ratio identified in the loan agreement that the Company must maintain at least the stated ratio in order to achieve step-down interest rates applied to its borrowings. Operating lease liability Operating Operating Lease, Liability, Noncurrent Debt Instrument, Name [Domain] Debt Instrument, Name [Domain] Secured Overnight Financing Rate (SOFR) Secured Overnight Financing Rate (SOFR) [Member] Secured Overnight Financing Rate (SOFR) Nondeductible loss on divestiture of asbestos liabilities and certain assets Effective Income Tax Rate Reconciliation, Nondeductible Loss, Divestiture Of Asbestos Liabilities And Assets Effective Income Tax Rate Reconciliation, Nondeductible Loss, Divestiture Of Asbestos Liabilities And Assets Reclassification out of Accumulated Other Comprehensive Income [Axis] Reclassification out of Accumulated Other Comprehensive Income [Axis] Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] Pension and other postretirement benefit obligations Long-term liabilities Liability, Defined Benefit Plan, Noncurrent PMC spin-off, net (in shares) Share-Based Compensation Arrangement By Share-Based Payment Award, Options, Spin-Off Transaction Share-Based Compensation Arrangement By Share-Based Payment Award, Options, Spin-Off Transaction Future Minimum Lease Payments Under Operating Leases Lessee, Operating Lease, Liability, to be Paid, Maturity [Table Text Block] Effect of dilutive equity options (in shares) Weighted Average Number of Shares Outstanding, Diluted, Adjustment Defined Benefit Plan, Change in Benefit Obligation [Roll Forward] Defined Benefit Plan, Change in Benefit Obligation [Roll Forward] Cash and Cash Equivalents Cash and Cash Equivalents, Policy [Policy Text Block] Undistributed earnings of foreign subsidiaries Undistributed Earnings of Foreign Subsidiaries Other liabilities Accrued Income Taxes, Net Of Income Tax Receivable Accrued Income Taxes, Net Of Income Tax Receivable Schedule of Fair Value of Pension Plan Assets Fair Value, by Balance Sheet Grouping [Table Text Block] Total finance lease expense Finance Lease, Cost Finance Lease, Cost Other Performance Measure, Amount Other Performance Measure, Amount General accruals and reserves Deferred Tax Assets, Tax Deferred Expense, Reserves and Accruals Lease Costs Lease, Cost [Table Text Block] Inventories, net Increase (Decrease) in Inventories Divestiture of asbestos liabilities and certain assets Payment For Divestitures Payment For Divestitures Investing activities Net Cash Provided by (Used in) Investing Activities [Abstract] Plan Name [Domain] Plan Name [Domain] Income taxes receivable Income Taxes Receivable, Current Interest expense, net Interest Expense Loss on the extinguishment of debt Loss on the extinguishment of debt Loss on extinguishment of debt Gain (Loss) on Extinguishment of Debt Deferred income tax (benefit) provision Accumulated Other Comprehensive (Income) Loss, Defined Benefit Plan, Tax Accumulated Other Comprehensive (Income) Loss, Defined Benefit Plan, Tax Other Notes Payable, Other Payables [Member] Weighted average remaining contractual life of options outstanding Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term Trading Arrangement: Trading Arrangement [Axis] Operating Loss Carryforwards [Table] Operating Loss Carryforwards [Table] Use of Estimates Use of Estimates, Policy [Policy Text Block] Long-term Debt, Type [Domain] Long-Term Debt, Type [Domain] Entity File Number Entity File Number Unamortized original issue discount Debt Instrument, Unamortized Discount Thereafter Lessee, Operating Lease, Liability, to be Paid, after Year Five Schedule of Restricted Stock Units Activity Share-Based Payment Arrangement, Restricted Stock Unit, Activity [Table Text Block] Net assets included in pension and post retirement benefit obligations Disposal Group, Including Discontinued Operation, Defined Benefit Plan, Benefit Obligations Disposal Group, Including Discontinued Operation, Defined Benefit Plan, Benefit Obligations 2026 Long-Term Debt, Maturity, Year Three Product warranty Product Warranty Accrual, Current Auditor Firm ID Auditor Firm ID Amortization of intangible assets Amortization of Intangible Assets Entity Shell Company Entity Shell Company Business Acquisition, Acquiree [Domain] Business Acquisition, Acquiree [Domain] Restatement Determination Date Restatement Determination Date Additions based on tax positions related to the current year Unrecognized Tax Benefits, Increase Resulting from Current Period Tax Positions Rule 10b5-1 Arrangement Adopted Rule 10b5-1 Arrangement Adopted [Flag] Schedule of Restructuring and Related Costs [Table] Schedule of Restructuring and Related Costs [Table] Actual Allocation Defined Benefit Plan, Plan Assets, Actual Allocation, Percentage Nonvested options at beginning of period (in shares) Nonvested options at end of period (in shares) Share-Based Compensation Arrangement, Options, Nonvested The number of non-vested equity-based payment instruments, including stock options, that validly exist and are outstanding as of the balance sheet date. Operating lease expenses Operating Lease, Cost Impairment of Long-Lived Assets Impairment or Disposal of Long-Lived Assets, Policy [Policy Text Block] Weighted-average number of common shares outstanding (in thousands): Weighted Average Number of Shares Outstanding Reconciliation [Abstract] Common stock, shares issued (in shares) Common Stock, Shares, Issued Unrecognized actuarial loss (gain) Defined Benefit Plan, Accumulated Other Comprehensive Income (Loss), Gain (Loss), before Tax Vested (in shares) Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period Total Finance lease obligation Long-Term Debt Commercial Commercial Customer [Member] Commercial Customer 2027 Long-Term Debt, Maturity, Year Four Current Liabilities, Lessee, Current [Abstract] Liabilities, Lessee, Current [Abstract] Foreign Currency Translation and Other Adjustments Accumulated Foreign Currency Adjustment Attributable to Parent [Member] Balance at Beginning of Year Balance at End of Year SEC Schedule, 12-09, Valuation Allowances and Reserves, Amount Unrecognized compensation cost, weighted-average period of recognition Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition Total comprehensive income Comprehensive Income (Loss), Net of Tax, Attributable to Parent Schedule of Expected Benefit Payments Schedule of Expected Benefit Payments [Table Text Block] Under-funded status Funded status of plans Defined Benefit Plan, Funded (Unfunded) Status of Plan Assuming dilution (in dollars per share) Business Acquisition, Pro Forma Earnings Per Share, Diluted Cash interest paid Interest Paid, Including Capitalized Interest, Operating and Investing Activities Entity Address, Address Line One Entity Address, Address Line One Net changes in valuation allowance Income Tax Reconciliation, Business Combination The portion of the difference between total income tax expense or benefit as reported in the Income Statement for the period and the expected income tax expense or benefit computed by applying the domestic federal statutory income tax rates to pretax income from continuing operations attributable to nondeductible business combination expenses under enacted tax laws. Subsequent Event [Table] Subsequent Event [Table] Pension plans that are not fully funded - fair value of plan assets Defined Benefit Plan, Plan with Accumulated Benefit Obligation in Excess of Plan Assets, Plan Assets Expenditures for property, plant and equipment Payments To Acquire Property, Plant, And Equipment, Including Discontinued Operations Payments To Acquire Property, Plant, And Equipment, Including Discontinued Operations 2024 Finance Lease, Liability, to be Paid, Year One Weighted Avg. Exercise Price Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] Tax indemnities Taxes Payable, Current ROU Assets and Lease Liability Recorded on Consolidated Balance Sheets Assets And Liabilities, Lessee [Table Text Block] Assets And Liabilities, Lessee [Table Text Block] Accumulated other comprehensive loss (income), gross Defined Benefit Plan, Accumulated Other Comprehensive (Income) Loss, before Tax Percentage of remaining performance obligation Revenue, Remaining Performance Obligation, Percentage 4.875% Senior notes due 2025 Senior Notes Due 2025 [Member] Senior Notes Due 2025 [Member] Subsequent Event Subsequent Event [Member] Unrecognized tax benefits, income tax penalties and interest accrued Unrecognized Tax Benefits, Income Tax Penalties and Interest Accrued State tax net operating loss carryforwards Operating Loss Carryforwards Percent of shares issued of outstanding shares Business Acquisition, Percentage Of Shares Issued In Business Combination Of Shares Outstanding Business Acquisition, Percentage Of Shares Issued In Business Combination Of Shares Outstanding Schedule of Gross Carrying Amount and Accumulated Amortization for Finite-Lived Intangible Assets Schedule of Finite-Lived Intangible Assets Schedule of Finite-Lived Intangible Assets [Table Text Block] Other current liabilities Other current liabilities Other Liabilities, Current Income Statement [Abstract] Income Statement [Abstract] Periodic debt payments Debt Instrument, Periodic Payment Defined Benefit Plan, Plan Assets, Category [Axis] Defined Benefit Plan, Plan Assets, Category [Axis] Insider Trading Policies and Procedures Adopted Insider Trading Policies and Procedures Adopted [Flag] Schedule of Activity in Restructuring Accrual Schedule of Restructuring Reserve by Type of Cost [Table Text Block] Pension and Other Postretirement Benefits: Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] Income taxes receivable Income Taxes Receivable Finance leases Finance Leases [Member] Finance Leases Net income (loss) from continuing operations Business Acquisition, Pro Forma Net Income (Loss) Proceeds from exercise of stock options Shares Issued, Value, Share-Based Payment Arrangement, after Forfeiture Other current assets Other Assets, Current Provision for income taxes at U.S. federal statutory income tax rate Effective Income Tax Rate Reconciliation at Federal Statutory Income Tax Rate, Amount Non-current assets Assets for Plan Benefits, Defined Benefit Plan Restructuring and other similar charges Disposal Group, Including Discontinued Operation, Restructuring Charges Disposal Group, Including Discontinued Operation, Restructuring Charges Diluted net income per share: Earnings Per Share, Diluted [Abstract] Years ending December 31: Maturities of Long-Term Debt [Abstract] Inventories, net Inventories, net Inventory, Net Dividend received from Spin-Off Transaction Dividends, Spinoff Transaction Dividends, Spinoff Transaction Land Land [Member] Financial Instrument [Axis] Financial Instrument [Axis] Discontinued Operations Disposal Groups, Including Discontinued Operations, Disclosure [Text Block] Other assets Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Other Noncurrent Assets Advertising Costs Advertising Cost [Policy Text Block] Total Shareholder Return Amount Total Shareholder Return Amount Repurchase of common stock Payments for Repurchase of Common Stock Entity Common Stock, Shares Outstanding Entity Common Stock, Shares Outstanding Adjustment To PEO Compensation, Footnote Adjustment To PEO Compensation, Footnote [Text Block] Non-United States Deferred Foreign Income Tax Expense (Benefit) Inventory Disclosure [Abstract] Inventory Disclosure [Abstract] Fixed income funds Fixed Income Funds [Member] Change in pension and other postretirement defined benefit plans, income tax expense Other Comprehensive (Income) Loss, Defined Benefit Plan, after Reclassification Adjustment, Tax Segments [Domain] Segments [Domain] Total assets at fair value Deferred Compensation Plan Assets Fair Value Hierarchy and NAV [Axis] Fair Value Hierarchy and NAV [Axis] Leverage Ratio Scenario One Leverage Ratio Scenario One [Member] Leverage Ratio Scenario One Retained deficit Retained Earnings (Accumulated Deficit) Potential liability estimated insurance coverage Loss Contingency Accrual, Provision Income from discontinued operations before income tax Discontinued Operation, Income (Loss) from Discontinued Operation During Phase-out Period, before Income Tax Aggregate principal amount Debt Instrument, Face Amount Net amount on Consolidated Balance Sheets consists of: Deferred Tax Liabilities, Net [Abstract] Current assets: Assets, Current [Abstract] Leases [Abstract] Leases [Abstract] Deferred tax assets: Components of Deferred Tax Assets [Abstract] Entity Address, State or Province Entity Address, State or Province Compensation Actually Paid vs. Total Shareholder Return Compensation Actually Paid vs. Total Shareholder Return [Text Block] Institutional Institutional Customer [Member] Institutional Customer Total future minimum lease payments Finance Lease, Liability, to be Paid Schedule of Revenues from External Customers and Long-Lived Assets [Table] Schedule of Revenues from External Customers and Long-Lived Assets [Table] Operating activities Net Cash Provided by (Used in) Operating Activities [Abstract] Continuing operations (in dollars per share) Income (Loss) from Continuing Operations, Per Basic Share Variable Rate, Period One Variable Rate, Period One [Member] Variable Rate, Period One Income tax (benefit) expense Unrecognized Tax Expense (Benefit), Income Tax Penalties And Interest Expense Unrecognized Tax Expense (Benefit), Income Tax Penalties And Interest Expense Disposal Group Name [Domain] Disposal Group Name [Domain] Basic net income per share: Earnings Per Share, Basic [Abstract] §162(m) compensation limitation Effective Income Tax Rate Reconciliation, Share-Based Compensation, Excess Tax Benefit, Net Of State Tax Benefit, Amount Effective Income Tax Rate Reconciliation, Share-Based Compensation, Excess Tax Benefit, Net Of State Tax Benefit, Amount Accumulated Other Comprehensive Income (Loss) [Line Items] Accumulated Other Comprehensive Income (Loss) [Line Items] PMC spin-off, net (in dollars per share) Share-Based Compensation Arrangements By Share-Based Payment Award, Options, Spin-Off Transaction, Weighted Average Exercise Price Share-Based Compensation Arrangements By Share-Based Payment Award, Options, Spin-Off Transaction, Weighted Average Exercise Price Foreign currency translation and other adjustments Foreign currency translation and other adjustments Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax, Portion Attributable to Parent Class of Stock [Domain] Class of Stock [Domain] Spin-off Transaction conversion (in dollars per share) Share-Based Compensation Arrangement By Share-Based Payment Award, Equity Instruments Other Than Options, Conversions In Period, Weighted Average Grant Date Fair Value Share-Based Compensation Arrangement By Share-Based Payment Award, Equity Instruments Other Than Options, Conversions In Period, Weighted Average Grant Date Fair Value Customer [Domain] Customer [Domain] Major Classes of Inventories Schedule of Inventory, Current [Table Text Block] Reclassification out of Accumulated Other Comprehensive Loss Reclassification out of Accumulated Other Comprehensive Income [Table Text Block] Other Effective Income Tax Rate Reconciliation, Other Reconciling Items, Amount Discontinued Operations, Held-for-sale Discontinued Operations, Held-for-Sale [Member] Total lease liabilities Operating Lease, Liability Asset Acquisition [Axis] Asset Acquisition [Axis] Significant Accounting Policies Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] Total Shareholder Return Vs Peer Group Total Shareholder Return Vs Peer Group [Text Block] Inventories Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Inventory Number of investment categories Number Of Investment Categories Number Of Investment Categories Accumulated Other Comprehensive (Loss) Income Total AOCI Attributable to Parent [Member] Aggregate Erroneous Compensation Amount Aggregate Erroneous Compensation Amount Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis] Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis] Charged to Costs and Expenses SEC Schedule, 12-09, Valuation Allowances and Reserves, Additions, Charge to Cost and Expense Defined contribution savings plan - expense recognized Defined Contribution Plan, Cost All Executive Categories All Executive Categories [Member] Other Defined Benefit Plan, Other [Member] Other plan asset Accumulated Other Comprehensive Income (Loss) [Table] Accumulated Other Comprehensive Income (Loss) [Table] Disposal Groups, Including Discontinued Operations [Table] Disposal Groups, Including Discontinued Operations [Table] Pension and Other Postretirement Plans Pension and other postretirement plans Accumulated Defined Benefit Plans Adjustment Attributable to Parent [Member] Plan Name [Axis] Plan Name [Axis] Debt Disclosure [Abstract] Debt Disclosure [Abstract] Tax benefit on stock-based compensation Share-Based Payment Arrangement, Expense, Tax Benefit Number of reportable segments Number of Reportable Segments Liability for unrecognized tax benefits Unrecognized Tax Benefits, Total Liability This element represents the total liability as of the date of the statement of financial position for uncertain tax positions. The amount equals the sum of the difference between a tax position recognized for financial reporting purposes and the amount previously taken or expected to be taken in a tax return of the entity, interest recognized for an underpayment of income taxes and statutory penalties relating to late payment. Common stock, $0.01 par value; 200,000,000 shares authorized; shares issued and outstanding: 172,262,163 at December 31, 2023 and 176,876,406 at December 31, 2022 Common Stock, Value, Issued Temporary Equity, by Class of Stock [Table] Temporary Equity, by Class of Stock [Table] Assets measure at net asset value Fair Value Measured at Net Asset Value Per Share [Member] Organization, Consolidation and Presentation of Financial Statements [Abstract] Organization, Consolidation and Presentation of Financial Statements [Abstract] Tradenames Tradenames Trade Names [Member] PMC Spin-Off Transaction settlement Accumulated Defined Benefit Plans Adjustment Attributable to Parent, Curtailment [Member] Accumulated Defined Benefit Plans Adjustment Attributable to Parent, Curtailment [Member] State tax net operating loss and credit carryforwards Deferred Tax Assets, Operating Loss Carryforwards, State and Local Senior notes Senior Notes [Member] Deferred: Deferred Income Tax Expense (Benefit), Continuing Operations [Abstract] Schedule of Defined Benefit Plans Disclosures [Table] Schedule of Defined Benefit Plans Disclosures [Table] Financing cash flows from finance leases Finance Lease, Principal Payments Future Minimum Lease Payments Under Finance Leases Finance Lease, Liability, to be Paid, Maturity [Table Text Block] Revenue from Contract with Customer [Abstract] Revenue from Contract with Customer [Abstract] All Individuals All Individuals [Member] Excise tax on repurchases Excise Taxes On Stock Repurchases Excise Taxes On Stock Repurchases Finance lease, right-of-use, statement of financial position, extensible list Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] Other income (expense), net Other income (expense), net Other Nonoperating Income (Expense) Entity Filer Category Entity Filer Category Non-PEO NEO Average Total Compensation Amount Non-PEO NEO Average Total Compensation Amount Statement [Table] Statement [Table] Current Fiscal Year End Date Current Fiscal Year End Date Stock repurchase program, authorized amount Stock Repurchase Program, Authorized Amount U.S. Statutory Income Tax Rate Reconciliation Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] Balance at beginning of period Balance at end of period Unrecognized Tax Benefits Income Tax Authority [Axis] Income Tax Authority [Axis] PEO Name PEO Name Selling, general and administrative expenses/(income) Disposal Group, Including Discontinued Operation, General And Administrative Expense (Reversal Of Expense) Disposal Group, Including Discontinued Operation, General And Administrative Expense (Reversal Of Expense) Elkay Merger Adjustments To Additional Paid In Capital, Merger Adjustments To Additional Paid In Capital, Merger Base Rate Base Rate [Member] Supplemental Employee Retirement Plan Supplemental Employee Retirement Plan [Member] Elkay Merger Defined Benefit Plan, Benefit Obligation, Business Combination 2029 - 2033 Defined Benefit Plan, Expected Future Benefit Payment, after Year Five for Next Five Years Deductions SEC Schedule, 12-09, Valuation Allowances and Reserves, Deduction Amortization of prior service credit Accumulated Defined Benefit Plans Adjustment, Net Prior Service Attributable to Parent [Member] Other Other Accrued Liabilities, Current SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Table] SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Table] Fair Value Adjustment to Inventory Fair Value Adjustment to Inventory [Member] Spin-off Transaction conversion (in shares) Share-Based Compensation Arrangement By Share-Based Payment Award, Equity Instruments Other Than Options, Conversions In Period Share-Based Compensation Arrangement By Share-Based Payment Award, Equity Instruments Other Than Options, Conversions In Period Interest rate Debt Instrument, Interest Rate, Stated Percentage Statement of Financial Position [Abstract] Statement of Financial Position [Abstract] Loss on divestiture of asbestos liabilities and certain assets Gain (Loss) on Disposition of Business Total stockholders' equity Beginning balance Ending balance Equity, Attributable to Parent Schedule of Finite-Lived Intangible Assets [Table] Schedule of Finite-Lived Intangible Assets [Table] Excess tax benefit related to stock options exercised Share-Based Payment Arrangement, Exercise of Option, Tax Benefit Finance lease assets accumulated amortization Finance Lease, Right-of-Use Asset, Accumulated Amortization Finite-Lived Intangible Assets, Major Class Name [Domain] Finite-Lived Intangible Assets, Major Class Name [Domain] Concentration Risk Type [Axis] Concentration Risk Type [Axis] Expected option term (in years) Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Expected Term Subsequent Events [Abstract] Subsequent Events [Abstract] Income before income taxes Income (Loss) from Continuing Operations before Income Taxes, Noncontrolling Interest Current portion of pension and other postretirement benefit obligations Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Defined Benefit Plan Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Defined Benefit Plan Mutual funds Mutual Fund [Member] Non-cash asset impairment Impairment charges of tangible fixed assets Tangible Asset Impairment Charges Percentage of inventory valued using LIFO Percentage of LIFO Inventory Restructuring and Other Similar Charges Restructuring and Related Activities Disclosure [Text Block] Current portion of pension and other postretirement benefit obligations Current liabilities Liability, Defined Benefit Plan, Current Significant Other Observable  Inputs (Level 2) Fair Value, Inputs, Level 2 [Member] Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Table] Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Table] Process & Motion Control Process & Motion Control Process & Motion Control Segment [Member] Our Process & Motion Control platform designs, manufactures, markets and services specified, highly-engineered mechanical components used within complex systems where our customers' reliability requirements and cost of failure or downtime is high. The product portfolio includes gears, couplings, industrial bearings, aerospace bearings and seals, FlatTop chain, engineered chain and conveying equipment. 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Cover Page - USD ($)
$ in Billions
 12 Months Ended
Dec. 31, 2023
Feb. 01, 2024
Jun. 30, 2023
Cover [Abstract]      
Document Type 10-K    
Document Annual Report true    
Document Period End Date Dec. 31, 2023    
Current Fiscal Year End Date --12-31    
Document Transition Report false    
Entity Registrant Name ZURN ELKAY WATER SOLUTIONS CORPORATION    
Entity Incorporation, State or Country Code DE    
Entity File Number 001-35475    
Entity Tax Identification Number 20-5197013    
Entity Address, Address Line One 511 W. Freshwater Way    
Entity Address, City or Town Milwaukee,    
Entity Address, State or Province WI    
Entity Address, Postal Zip Code 53204    
City Area Code 855    
Local Phone Number 480-5050    
Title of 12(b) Security Common Stock $.01 par value    
Trading Symbol ZWS    
Security Exchange Name NYSE    
Entity Well-known Seasoned Issuer Yes    
Entity Voluntary Filers No    
Entity Current Reporting Status Yes    
Entity Interactive Data Current Yes    
Entity Filer Category Large Accelerated Filer    
Entity Small Business false    
Entity Emerging Growth Company false    
ICFR Auditor Attestation Flag true    
Document Financial Statement Error Correction [Flag] false    
Entity Shell Company false    
Entity Public Float     $ 4.6
Entity Common Stock, Shares Outstanding   171,996,144  
Documents Incorporated by Reference
Part III of this Report on Form 10-K incorporates by reference certain information from the Proxy Statement for the Registrant's annual meeting of stockholders, to be held on or about May 2, 2024, which Proxy Statement will be subsequently filed.
    
Entity Central Index Key 0001439288    
Amendment Flag false    
Document Fiscal Year Focus 2023    
Document Fiscal Period Focus FY    
XML 18 R2.htm IDEA: XBRL DOCUMENT v3.24.0.1
Audit Information
 12 Months Ended
Dec. 31, 2023
Audit Information [Abstract]  
Auditor Name Ernst & Young LLP
Auditor Location Milwaukee, Wisconsin
Auditor Firm ID 42
XML 19 R3.htm IDEA: XBRL DOCUMENT v3.24.0.1
Consolidated Balance Sheets - USD ($)
$ in Millions
Dec. 31, 2023
Dec. 31, 2022
Current assets:    
Cash and cash equivalents $ 136.7 $ 124.8
Receivables, net 210.2 219.7
Inventories, net 277.6 366.7
Income taxes receivable 17.0 18.3
Other current assets 26.3 28.0
Total current assets 667.8 757.5
Property, plant and equipment, net 180.3 183.8
Intangible assets, net 952.4 1,009.7
Goodwill 796.0 777.0
Insurance for asbestos claims 0.0 72.1
Other assets 70.5 63.9
Total assets 2,667.0 2,864.0
Current liabilities:    
Current maturities of debt 0.9 5.7
Trade payables 56.4 116.9
Compensation and benefits 30.5 19.2
Current portion of pension and other postretirement benefit obligations 1.3 1.6
Other current liabilities 131.8 145.9
Total current liabilities 220.9 289.3
Long-term debt 494.4 530.2
Pension and other postretirement benefit obligations 36.6 50.5
Deferred income taxes 210.0 221.4
Operating lease liability 37.3 34.2
Reserve for asbestos claims 0.0 79.0
Other liabilities 65.0 44.4
Total liabilities 1,064.2 1,249.0
Stockholders' equity:    
Common stock, $0.01 par value; 200,000,000 shares authorized; shares issued and outstanding: 172,262,163 at December 31, 2023 and 176,876,406 at December 31, 2022 1.7 1.8
Additional paid-in capital 2,847.0 2,853.1
Retained deficit (1,178.2) (1,164.9)
Accumulated other comprehensive loss (67.7) (75.0)
Total stockholders' equity 1,602.8 1,615.0
Total liabilities and stockholders' equity $ 2,667.0 $ 2,864.0
XML 20 R4.htm IDEA: XBRL DOCUMENT v3.24.0.1
Consolidated Balance Sheets (Parenthetical) - $ / shares
Dec. 31, 2023
Dec. 31, 2022
Stockholders' equity:    
Common stock, par value (in dollars per share) $ 0.01 $ 0.01
Common stock, shares authorized (in shares) 200,000,000 200,000,000
Common stock, shares issued (in shares) 172,262,163 176,876,406
Common stock, shares outstanding (in shares) 172,262,163 176,876,406
XML 21 R5.htm IDEA: XBRL DOCUMENT v3.24.0.1
Consolidated Statements of Operations - USD ($)
shares in Thousands, $ in Millions
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Income Statement [Abstract]      
Net sales $ 1,530.5 $ 1,281.8 $ 910.9
Cost of sales 882.4 816.3 537.7
Gross profit 648.1 465.5 373.2
Selling, general and administrative expenses 371.3 309.0 239.0
Restructuring and other similar charges 15.3 15.4 3.7
Loss on divestiture of asbestos liabilities and certain assets 11.4 0.0 0.0
Amortization of intangible assets 58.7 34.0 23.5
Income from operations 191.4 107.1 107.0
Non-operating expense:      
Interest expense, net (38.5) (26.9) (34.7)
Loss on the extinguishment of debt (0.9) 0.0 (20.4)
Actuarial gain on pension and other postretirement benefit obligations 2.0 1.9 1.2
Other income (expense), net (7.2) 1.7 (0.7)
Income before income taxes 146.8 83.8 52.4
Benefit (provision) for income taxes (42.6) (26.8) (2.7)
Net income from continuing operations 104.2 57.0 49.7
Income from discontinued operations, net of tax 8.5 4.7 71.2
Net income (loss) $ 112.7 $ 61.7 $ 120.9
Basic net income per share:      
Continuing operations (in dollars per share) $ 0.60 $ 0.38 $ 0.41
Discontinued operations (in dollars per share) 0.05 0.03 0.59
Net income (loss) (in dollars per share) 0.65 0.41 1.00
Diluted net income per share:      
Continuing operations (in dollars per share) 0.59 0.37 0.40
Discontinued operations (in dollars per share) 0.05 0.03 0.57
Net income (loss) (in dollars per share) $ 0.64 $ 0.40 $ 0.97
Weighted-average number of common shares outstanding (in thousands):      
Basic (in shares) 174,251 151,581 121,493
Effect of dilutive equity options (in shares) 3,008 2,256 3,621
Diluted (in shares) 177,259 153,837 125,114
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Consolidated Statements of Comprehensive Income - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Statement of Comprehensive Income [Abstract]      
Net income $ 112.7 $ 61.7 $ 120.9
Other comprehensive income (loss):      
Foreign currency translation and other adjustments 3.6 (4.2) (4.2)
Change in pension and other postretirement defined benefit plans, net of tax 3.7 4.1 18.4
Other comprehensive income (loss), net of tax 7.3 (0.1) 14.2
Total comprehensive income $ 120.0 $ 61.6 $ 135.1
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Consolidated Statements of Stockholders' Equity - USD ($)
$ in Millions
Total
Elkay Manufacturing Company
Common Stock
Common Stock
Elkay Manufacturing Company
Additional Paid-In Capital
Additional Paid-In Capital
Elkay Manufacturing Company
Retained (Deficit) Earnings
Accumulated Other Comprehensive (Loss) Income
Non-controlling interest
Beginning balance at Dec. 31, 2020 $ 1,439.3   $ 1.2   $ 1,392.9   $ 116.0 $ (73.8) $ 3.0 [1]
Comprehensive income (loss):                  
Net income 120.9           120.9    
Foreign currency translation and other adjustments (4.2)             (4.2)  
Change in pension and other post retirement defined benefit plans, net of income tax 18.4             18.4  
Total comprehensive income (loss) 135.1           120.9 14.2  
Comprehensive income (loss):                  
Net income 120.9                
Foreign currency translation and other adjustments (4.2)                
Change in pension and other postretirement defined benefit plans, net of tax 18.4                
Total comprehensive income 135.1                
Stock-based compensation expense 51.4       51.4        
Proceeds from exercise of stock options 25.0   0.1   24.9        
Taxes withheld and paid on employees' share-based payment awards (32.3)       (32.3)        
Repurchase of common stock [2] (0.9)           (0.9)    
Dividend received from Spin-Off Transaction 486.8           486.8    
Distribution of the net assets of the PMC business (1,941.6)           (1,923.3) (15.3) (3.0) [1]
Common stock dividends (36.4)           (36.4)    
Ending balance at Dec. 31, 2021 126.4   1.3   1,436.9   (1,236.9) (74.9) 0.0 [1]
Comprehensive income (loss):                  
Net income 61.7           61.7    
Foreign currency translation and other adjustments (4.2)             (4.2)  
Change in pension and other postretirement defined benefit plans, net of tax 4.1             4.1  
Total comprehensive income 61.6           61.7 (0.1)  
Stock-based compensation expense 23.2       23.2        
Proceeds from exercise of stock options 2.5       2.5        
Taxes withheld and paid on employees' share-based payment awards (0.7)       (0.7)        
Repurchase of common stock [2] (24.7)           (24.7)    
Proceeds associated with divestiture of discontinued operations 35.0           35.0    
Elkay Merger [3]   $ 1,417.0   $ 0.5   $ 1,416.5      
Common stock dividends (25.3)       (25.3)        
Ending balance at Dec. 31, 2022 1,615.0   1.8   2,853.1   (1,164.9) (75.0) 0.0 [1]
Comprehensive income (loss):                  
Net income 112.7           112.7    
Foreign currency translation and other adjustments 3.6             3.6  
Change in pension and other postretirement defined benefit plans, net of tax 3.7             3.7  
Total comprehensive income 120.0           112.7 7.3  
Stock-based compensation expense 41.6       41.6        
Proceeds from exercise of stock options 4.3       4.3        
Taxes withheld and paid on employees' share-based payment awards (3.1)       (3.1)        
Repurchase of common stock [2] (126.1)   (0.1)       (126.0)    
Elkay Merger [3]   $ (5.1)       $ (5.1)      
Common stock dividends (43.8)       (43.8)        
Ending balance at Dec. 31, 2023 $ 1,602.8   $ 1.7   $ 2,847.0   $ (1,178.2) $ (67.7) $ 0.0
[1] During the transition period ended December 31, 2020, the Company acquired the remaining 30% non-controlling interest in a PMC controlled subsidiary for a cash purchase price of $0.3 million. From the time of this transaction through the Spin-Off Transaction, non-controlling interest represents a 5% non-controlling interest in another PMC joint venture relationship. The Company has no remaining non-controlling interest subsequent to the Spin-Off Transaction.
[2] During the years ended December 31, 2023, 2022, and 2021, the Company repurchased and canceled 5.3 million shares, 1.1 million shares and 22.3 thousand shares of common stock at a total cost of $125.0 million, $24.7 million and $0.9 million at a weighted average price of $23.66, $23.00 and $39.27 per share, respectively. For the year ended December 31, 2023, the Company recognized $1.0 million in excise tax on the repurchases. See Note 18 Common Stock Repurchases for additional information.
[3] Refer to Note 3, Acquisitions for additional information regarding the Elkay Merger.
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Consolidated Statements of Stockholders' Equity (Parenthetical) - USD ($)
$ in Millions
 9 Months Ended 12 Months Ended
Dec. 31, 2020
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Change in pension and other postretirement defined benefit plans, income tax expense   $ 1.2 $ 2.2 $ 5.6
Common stock dividends (in dollars per share)   $ 0.29 $ 0.20 $ 0.30
Acquisitions, net of cash acquired   $ 0.0 $ 44.8 $ 17.1
Repurchased and canceled shares (in shares)   5,300,000 1,100,000 22,300
Cost of repurchased and canceled shares   $ 125.0 $ 24.7 $ 0.9
Weighted average price of repurchased and canceled shares (in dollars per share)   $ 23.66 $ 23.00 $ 39.27
Excise tax on repurchases   $ 1.0    
Process & Motion Control        
Acquisitions, net of cash acquired $ 0.3      
Process & Motion Control | Centa China | Process & Motion Control Joint Venture        
Interest acquired 30.00%      
Centa China | Process & Motion Control | Centa China        
Non-controlling interest percentage 5.00%      
XML 25 R9.htm IDEA: XBRL DOCUMENT v3.24.0.1
Consolidated Statements of Cash Flows - USD ($)
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Operating activities      
Net income $ 112,700,000 $ 61,700,000 $ 120,900,000
Adjustments to reconcile net income to cash provided by operating activities:      
Depreciation 29,200,000 20,500,000 44,100,000
Amortization of intangible assets 58,700,000 34,000,000.0 33,400,000
Non-cash asset impairment 2,500,000 0 0
Loss on divestiture of asbestos liabilities and certain assets 9,300,000 0 0
Divestiture of asbestos liabilities and certain assets (13,000,000.0) 0 0
Loss (gain) on dispositions of long-lived assets (2,700,000) 300,000 (10,100,000)
Deferred income taxes (4,200,000) 500,000 (12,100,000)
Other non-cash expenses (income) 1,900,000 4,800,000 (3,600,000)
Actuarial (gain) loss on pension and other postretirement benefit obligations (2,000,000.0) (1,900,000) 3,600,000
Loss on the extinguishment of debt 900,000 0 20,400,000
Stock-based compensation expense 40,000,000.0 25,000,000.0 51,400,000
Changes in operating assets and liabilities:      
Receivables, net 10,100,000 15,500,000 (66,600,000)
Inventories, net 65,000,000.0 (17,600,000) (79,500,000)
Other assets 2,500,000 36,500,000 (7,700,000)
Accounts payable (60,800,000) (18,300,000) 99,100,000
Accruals and other 3,800,000 (64,000,000.0) 30,300,000
Cash provided by operating activities 253,900,000 97,000,000.0 223,600,000
Investing activities      
Expenditures for property, plant and equipment (21,300,000) (7,600,000) (23,300,000)
Acquisitions, net of cash acquired 0 (44,800,000) (17,100,000)
Proceeds from dispositions of long-lived assets 7,700,000 1,300,000 14,300,000
Proceeds from insurance claims 9,000,000.0 9,500,000 0
Proceeds associated with divestiture of discontinued operations 0 35,000,000.0 4,200,000
Cash used for investing activities (4,600,000) (6,600,000) (21,900,000)
Financing activities      
Proceeds from borrowings of debt 13,000,000.0 102,000,000.0 550,000,000.0
Repayments of debt (77,900,000) (107,700,000) (1,126,700,000)
Dividend received from Spin-Off Transaction of PMC 0 0 486,800,000
Cash transferred to PMC related to Spin-Off Transaction 0 0 (192,800,000)
Payment of debt issuance costs 0 0 (28,800,000)
Proceeds from exercise of stock options 4,300,000 2,500,000 24,900,000
Taxes withheld and paid on employees' share-based payment awards (3,100,000) (700,000) (32,300,000)
Repurchase of common stock (125,100,000) (24,700,000) (900,000)
Payment of common stock dividends (50,400,000) (32,500,000) (36,400,000)
Cash used for financing activities (239,200,000) (61,100,000) (356,200,000)
Effect of exchange rate changes on cash, cash equivalents and restricted cash 1,800,000 (1,100,000) (4,500,000)
Increase (decrease) in cash, cash equivalents and restricted cash 11,900,000 28,200,000 (159,000,000.0)
Cash, cash equivalents and restricted cash at beginning of period [1] 124,800,000 96,600,000 255,600,000
Cash, cash equivalents and restricted cash at end of period [1] $ 136,700,000 $ 124,800,000 $ 96,600,000
[1] The Company has combined cash flows from discontinued operations with cash flows from continuing operations within operating, investing and financing categories.
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Basis of Presentation and Description of Business
 12 Months Ended
Dec. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Basis of Presentation and Description of Business Basis of Presentation and Description of Business
The consolidated financial statements included herein have been prepared by Zurn Elkay Water Solutions Corporation ("Zurn Elkay" or the "Company"), in accordance with accounting principles generally accepted in the United States ("GAAP") pursuant to the rules and regulations of the Securities and Exchange Commission. The consolidated financial statements include the accounts of the Company and its subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. In the opinion of management, the consolidated financial statements include all adjustments necessary for a fair presentation of the financial position and the results of operations for the periods presented.
Divestiture of Asbestos Liabilities and Certain Assets
On December 15, 2023, Zurn Holdings, Inc. (“Holdings”) sold all of the equity interests of its direct subsidiary Zurn Industries, LLC (“Zurn Industries”), together with Zurn Industries’ direct and indirect subsidiaries that primarily held asbestos liabilities, certain assets and cash, in a stock sale transaction to an unaffiliated buyer (“Sale Transaction”). As a result of the Sale Transaction, all asbestos obligations and liabilities, related insurance assets and associated deferred taxes, and other assets sold to the buyer, have been removed from the Company’s consolidated balance sheet effective December 15, 2023 and the Company no longer has any obligation with respect to pending and future asbestos claims related to the divested entities. A loss on the divestiture of asbestos liabilities and certain assets of $11.4 million was recognized in the consolidated statements of operations for the twelve months ended December 31, 2023. See Note 17, Commitments and Contingencies for additional information.
Elkay Merger
On February 12, 2022, Zurn Water Solutions Corporation (“Zurn”) entered into a definitive agreement to combine with Elkay Manufacturing Company (“Elkay”), pursuant to an Agreement and Plan of Merger (the “Merger Agreement”) by and among Zurn, Elkay, Zebra Merger Sub, Inc., a wholly owned subsidiary of Zurn (“Merger Sub”), and Elkay Interior Systems International, Inc., as representative of the stockholders of Elkay, providing for the merger of Elkay with and into Merger Sub, with Elkay surviving as a wholly owned subsidiary of Zurn (the “Merger”). On July 1, 2022, the Merger was completed following which the Company changed its name to “Zurn Elkay Water Solutions Corporation”. Shares of the Company's common stock are traded on the New York Stock Exchange under the ticker symbol “ZWS”. See Note 3, Acquisitions for additional information.
Spin-Off of Process & Motion Control Segment
On October 4, 2021, the Company completed a Reverse Morris Trust tax-free spin-off transaction (the “Spin-Off Transaction”) in which (i) substantially all the assets and liabilities of the Company's PMC business were transferred to a newly created subsidiary, Land Newco, Inc. (“Land”), (ii) the shares of Land were distributed to the Company's stockholders pro rata, and (iii) Land was merged with a subsidiary of Regal Rexnord Corporation (formerly known as Regal Beloit Corporation), in which the stock of Land was converted into a specified number of shares of Regal Rexnord Corporation in accordance with the exchange ratio. Following completion of the Spin-Off Transaction, the Company's name was changed to “Zurn Water Solutions Corporation”.
As a result of the Spin-Off Transaction, in accordance with the authoritative guidance, the operating results of PMC are reported as discontinued operations in the consolidated statements of operations for all periods presented. The consolidated statements of cash flows for the year ended December 31, 2023, December 31, 2022, and December 31, 2021 have not been adjusted to separately disclose cash flows related to the discontinued operations. See Note 4, Discontinued Operations for additional information.
In connection with the Spin-Off Transaction, the Company separated certain defined benefit pension and other post-employment benefit plans, and adjusted its employee share-based compensation awards. See Note 14, Stock-Based Compensation and Note 15, Retirement Benefits, respectively, for additional information.
The Company
Zurn Elkay is a growth-oriented, pure-play water management business that designs, procures, manufactures, and markets what the Company believes to be the broadest sustainable product portfolio of specification-driven water management solutions to improve health, human safety and the environment. The Company's product portfolio includes professional grade water safety and control products, flow system products, hygienic and environmental products, and filtered drinking water products for public and private spaces that deliver superior value to building owners, positively impact the environment and human hygiene and reduce product installation time. The Company's heritage of innovation and specification has allowed it to
provide highly-engineered, mission-critical solutions to customers for decades and affords it the privilege of having long-term, valued relationships with market leaders. The Company operates in a disciplined way and the Zurn Elkay Business System (“ZEBS”) is its operating philosophy. Grounded in the spirit of continuous improvement, ZEBS creates a scalable, process-based framework that focuses on driving superior customer satisfaction and financial results by targeting world-class operating performance throughout all aspects of its business.
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Significant Accounting Policies
 12 Months Ended
Dec. 31, 2023
Accounting Policies [Abstract]  
Significant Accounting Policies Significant Accounting Policies
Use of Estimates
The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates.
Revenue Recognition
See Note 6, Revenue Recognition for the Company's policy for recognizing revenue under Accounting Standards Codification ("ASC") 606, Revenue from Contracts with Customers ("ASC 606") as well as the various other disclosures required by ASC 606.
Leases
The Company determines if an arrangement is a lease, or contains a lease, at the inception of the arrangement and determines whether it is an operating or financing lease. Operating and financing leases result in the Company recording a right-of-use ("ROU") asset, current lease liability, and long-term lease liability on its balance sheet. Lease expense for operating leases and amortization expense for finance leases is recognized on a straight-line basis over the lease term. Leases with an initial term of 12 months or less are not recorded on the consolidated balance sheet and are instead recognized on a straight-line basis over the lease term. See Note 13, Leases, for additional discussion about the Company's policy for accounting for leases and other required disclosures.
Stock-Based Compensation
The Company accounts for stock-based compensation in accordance with ASC 718, Accounting for Stock Compensation ("ASC 718"). ASC 718 requires compensation costs related to stock-based payment transactions to be recognized in the financial statements. Generally, compensation cost is measured based on the grant-date fair value of the equity instruments issued. Compensation cost is recognized over the requisite service period, generally as the awards vest. See further discussion of the Company’s equity plans in Note 14, Stock-Based Compensation.
Cash and Cash Equivalents
The Company considers all highly liquid investments with a maturity of three months or less to be cash and cash equivalents.
Receivables
Receivables are stated net of allowances for doubtful accounts of $3.1 million at December 31, 2023, and $1.4 million at December 31, 2022. The Company assesses the collectability of customer receivables based on the credit worthiness of a customer as determined by credit checks and analysis, as well as the customer’s payment history. In determining the allowance for doubtful accounts, the Company also considers various factors including the aging of customer accounts and historical write-offs. In addition, the Company monitors other risk factors, including forward-looking information when establishing adequate allowances for doubtful accounts, which reflects the current estimate of credit losses expected to be incurred over the life of the receivables. Generally, advance payment is not required. Allowances for doubtful accounts established are recorded within selling, general and administrative expenses within the consolidated statements of operations.
Significant Customers
The Company’s largest customer accounted for 20%, 22% and 23% of consolidated net sales for the years ended December 31, 2023, 2022, and 2021, respectively. No other customers account for more than 10% of consolidated net sales for the years ended December 31, 2023, the 2022, or 2021.
Inventories
Inventories are comprised of material, direct labor and manufacturing overhead, and are stated at the lower of cost or market. Market is determined based on estimated net realizable values. The percentage of the Company’s total inventories valued using the "last-in, first-out" (LIFO) method was 92% and 89% at December 31, 2023 and 2022, respectively. All remaining inventories are valued using the "first-in, first-out" (FIFO) method.
In some cases, the Company has determined a certain portion of inventories are excess or obsolete. In those cases, the Company writes down the value of those inventories to their net realizable value based upon assumptions about future demand and market conditions. If actual market conditions are less favorable than those projected by management, adjustments to established inventory reserves may be required. The total write-down of inventories charged to expense was $3.4 million, $0.8 million and $0.9 million, during the years ended December 31, 2023, 2022, and 2021, respectively.
Property, Plant and Equipment
Property, plant and equipment are initially stated at cost. Depreciation is provided using the straight-line method over 10 to 30 years for buildings and improvements, 5 to 10 years for machinery and equipment and 3 to 5 years for computer hardware and software. Where appropriate, the depreciable lives of certain assets may be adjusted to reflect a change in the use of those assets, or depreciation may be accelerated in the case of an eventual asset disposal.
Goodwill and Intangible Assets
Intangible assets consist of acquired trademarks and tradenames, customer relationships (including distribution network) and patents. The customer relationships, patents, and certain tradenames are being amortized using the straight-line method over their estimated useful lives of 7 to 20 years, 3 to 10 years and 5 to 20 years, respectively. Where appropriate, the lives of certain intangible assets may be adjusted to reflect a change in the use of those assets, or amortization may be accelerated in the case of a known intangible asset discontinuation.
Goodwill, trademarks and certain tradenames have indefinite lives and are not amortized. However, the goodwill and intangible assets are tested annually for impairment, and may be tested more frequently if any triggering events occur that would reduce the recoverability of the asset. In conducting the annual impairment test for goodwill, the Company has the option to first assess qualitative factors to determine whether it is more likely than not (greater than 50% likelihood) the fair value of any reporting unit is less than its carrying amount. If a qualitative assessment determines an impairment is more likely than not, the Company is required to perform a quantitative impairment test. Otherwise, no further analysis is required. Alternatively, the Company may elect to proceed directly to the quantitative impairment test. In conducting a quantitative assessment, the Company utilizes a discounted cash flow methodology based on future business projections and a market value approach (guideline public company comparables). The Company performs the goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. If the carrying amount exceeds the fair value of the reporting unit, an impairment charge is recognized for the amount by which the carrying amount exceeds the reporting unit's fair value up to the amount of the recorded goodwill.
During the fourth quarter of the year ended December 31, 2023, the Company completed its annual goodwill impairment tests and performed a quantitative assessment. No goodwill impairment charges were recorded during the years ended December 31, 2023, 2022, or 2021.
Impairment of Long-Lived Assets
The carrying value of long-lived assets, including amortizable intangible assets and tangible fixed assets, are evaluated for impairment whenever events or changes in circumstances indicate that the related carrying amounts may not be recoverable. Impairment of amortizable intangible assets and tangible fixed assets is generally determined by comparing projected undiscounted cash flows to be generated by the asset, or group of assets, to its carrying value. If impairment is identified, a loss is recorded equal to the excess of the asset's net book value over its fair value, and the cost basis is adjusted accordingly. During the year ended December 31, 2023, the Company recognized $2.5 million of fixed asset impairment charges. The Company recognized no impairment charges of tangible fixed assets during the during the years ended December 31, 2022 or 2021. Impairments are determined utilizing Level 3 inputs within the Fair Value hierarchy, and the Company reviews and considers input from outside specialists, when appropriate. Actual results could vary from these estimates. Refer to Note 12, Fair Value Measurements for additional information.
Product Warranty
The Company offers warranties on the sales of certain of its products and records an accrual for estimated future claims. Such accruals are based upon historical experience and management’s estimate of the level of future claims. The following table presents changes in the Company’s product warranty liability during each of the periods presented (in millions):
Year Ended
December 31, 2023December 31, 2022December 31, 2021
Balance at beginning of period$4.2 $1.3 $1.2 
Acquired obligations— 3.5 0.3 
Charged to operations2.4 1.6 1.1 
Claims settled(1.9)(2.2)(1.3)
Balance at end of period$4.7 $4.2 $1.3 
Income Taxes
Deferred income taxes are provided for future tax effects attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases, net operating losses, tax credits and other applicable carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be actually paid or recovered. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the results of continuing operations in the period that includes the date of enactment.
The Company regularly reviews its deferred tax assets for recoverability and provides a valuation allowance against its deferred tax assets if, based upon consideration of all positive and negative evidence, the Company determines that it is more-likely-than-not that a portion or all of the deferred tax assets will ultimately not be realized in future tax periods. Such positive and negative evidence would include review of historical earnings and losses, anticipated future earnings, the time period over which the temporary differences and carryforwards are anticipated to reverse and implementation of feasible, prudent tax planning strategies.
The Company is subject to income taxes in the United States and numerous foreign jurisdictions. Significant judgment is required in determining the Company’s worldwide provision for income taxes and recording the related deferred tax assets and liabilities. In the ordinary course of the Company’s business, there is inherent uncertainty in quantifying the ultimate tax outcome of all the numerous transactions and required calculations relating to the Company’s tax positions. Accruals for unrecognized tax benefits are provided for in accordance with the requirements of ASC 740, Income Taxes. An unrecognized tax benefit represents the difference between the recognition of benefits related to uncertain tax positions for income tax reporting purposes and financial reporting purposes. The Company has established a reserve for interest and penalties, as applicable, for uncertain tax positions and it is recorded as a component of the overall income tax provision.
The Company is subject to periodic income tax examinations by domestic and foreign income tax authorities. Although the outcome of income tax examinations is always uncertain, the Company believes that it has appropriate support for the positions taken on its income tax returns and has adequately provided for potential income tax assessments. Nonetheless, the amounts ultimately settled relating to issues raised by the taxing authorities may differ materially from the amounts accrued for each year.
See Note 16, Income Taxes for additional information.
Per Share Data
Basic net income per share from continuing and discontinued operations is computed by dividing net income from continuing operations and income from discontinued operations, respectively, by the corresponding weighted average number of common shares outstanding for the period. Diluted net income per share from continuing and discontinued operations is computed based on the weighted average number of common shares outstanding, increased by the number of incremental shares that would have been outstanding if the potential dilutive shares were issued through the exercise of outstanding stock options to purchase common shares, except when the effect would be anti-dilutive.
The computation for diluted net income per share for the years ended December 31, 2023, 2022, and 2021 excludes 0.3 million, 0.4 million and 0.7 million common shares due to their anti-dilutive effects, respectively.
Accumulated Other Comprehensive Loss
The changes in accumulated other comprehensive loss, net of tax, for the years ended December 31, 2023, 2022, and 2021 are as follows (in millions):
Foreign Currency Translation and Other AdjustmentsPension and Other Postretirement PlansTotal
Balance at December 31, 2020$(46.0)$(27.8)$(73.8)
Other comprehensive (loss) income before reclassifications(4.2)14.9 10.7 
Amounts reclassified from accumulated other comprehensive loss— 3.5 3.5 
PMC Spin-Off Transaction(20.7)5.4 (15.3)
Balance at December 31, 2021$(70.9)$(4.0)$(74.9)
Other comprehensive (loss) income before reclassifications$(4.2)$4.1 $(0.1)
Balance at December 31, 2022$(75.1)$0.1 $(75.0)
Other comprehensive income before reclassifications$3.6 $3.7 $7.3 
Balance at December 31, 2023$(71.5)$3.8 $(67.7)
The following table summarizes the amounts reclassified from accumulated other comprehensive loss to net income during the year ended December 31, 2021 (in millions):
Pension and other postretirement plansYear Ended December 31, 2021Income Statement Line Item
Amortization of prior service credit$(0.2)Other income (expense), net
PMC Spin-Off Transaction settlement4.8 Discontinued operations, net of tax
Benefit (provision) for income taxes(1.1)
Total, net of income taxes$3.5 
Foreign Currency Translation
Assets and liabilities of subsidiaries operating outside of the United States with a functional currency other than the U.S. dollar are translated into U.S. dollars using exchange rates at the end of the respective period. Revenues and expenses of such entities are translated at average exchange rates in effect during the respective period. Foreign currency translation adjustments are included as a component of accumulated other comprehensive loss. Currency transaction losses are included in other expense, net in the consolidated statements of operations and totaled $0.9 million, $1.0 million and $0.4 million for the years ended December 31, 2023, 2022, and 2021, respectively.
Advertising Costs
Advertising costs are charged to selling, general and administrative expenses on the consolidated statements of operations as incurred and amounted to $18.4 million, $12.5 million and $8.2 million for the years ended December 31, 2023, 2022, and 2021, respectively.
Research, Development and Engineering Costs
Research, development and engineering costs are charged to selling, general and administrative expenses on the consolidated statements of operations as incurred and amounted to $23.7 million, $18.4 million and $14.0 million for the years ended December 31, 2023, 2022, and 2021, respectively.
Business Segment and Geographic Areas
The Company is a pure-play water management business that designs, procures, manufactures, and markets specification-driven water management solutions to improve health, human safety and the environment, which comprises one reportable segment. The Company manages and evaluates its operations as one segment primarily due to similarities in the nature of its products, production process, customers and methods of distribution.
Net sales to third parties and long-lived assets by geographic region are as follows (in millions):
 Net SalesLong-lived Assets
 Year Ended December 31, 2023Year Ended December 31, 2022Year Ended December 31, 2021December 31, 2023December 31, 2022December 31, 2021
United States$1,368.8 $1,135.3 $792.8 $160.6 $165.9 $51.6 
Canada133.8 131.1 113.3 11.7 12.0 12.7 
Rest of World27.9 15.4 4.8 8.0 5.9 0.1 
$1,530.5 $1,281.8 $910.9 $180.3 $183.8 $64.4 
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 long-lived assets are based on the location of the entity that holds such assets. In accordance with ASC 280, Segment Reporting, long-lived assets include property, plant, and equipment, net, which includes finance lease ROU assets, and excludes net intangible assets and goodwill.
Concentrations of Credit Risk
Financial instruments that potentially subject the Company to significant concentrations of credit risk consist of cash and temporary investments and trade accounts receivable.
Recent Accounting Pronouncements
From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board or other standard setting bodies that may have an impact on the Company’s accounting and reporting. The Company believes that such recently issued accounting pronouncements and other authoritative guidance for which the effective date is in the future either will not have an impact on its accounting or reporting or that such impact will not be material to its consolidated balance sheets, consolidated statements of operations, and consolidated statements of cash flows when implemented.
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Acquisitions
 12 Months Ended
Dec. 31, 2023
Business Combination and Asset Acquisition [Abstract]  
Acquisitions Acquisitions
Year Ended December 31, 2022
On July 1, 2022, the Company completed the Elkay Merger for a purchase price (after final purchase price adjustments) of $1,457.8 million. Elkay, a market leader of drinking water solutions and commercial sinks, complements the Company's existing product portfolio. The purchase price includes $1,411.9 million of Zurn's common stock based on Zurn's closing stock price of $27.48 on July 1, 2022, and $45.9 million of net cash payments for the repayment of Elkay's term loan and Elkay's transaction related costs outstanding that were in excess of Elkay's cash and cash equivalents at the time of closing. Pursuant to the terms of the merger agreement, the Company issued 51,564,524 shares of its common stock, which represented approximately 29% of outstanding shares immediately following the Merger. During the six months ended June 30, 2023, the Company completed the final purchase price adjustments and the adjusted purchase price is reflected in the purchase price amounts above, following the return of 186,020 of the shares issued at closing to the Company as a result of lower working capital and cash balances at closing compared to targets stipulated in the merger agreement. The shares returned to the Company were canceled upon receipt. The Company incurred transaction-related costs of approximately $33.7 million for the twelve months ended December 31, 2022. These costs were associated with legal and professional services and were recognized as selling, general and administrative expenses in the consolidated statements of operations.
As of December 31, 2023, the Board consisted of ten members, including one director designated by Elkay. Zurn senior management immediately prior to the consummation of the Elkay Merger remained as the executive officers of the Company immediately after the Elkay Merger. The Company's management determined that the Company is the accounting acquirer in the Elkay Merger based on the facts and circumstances noted within this section and other relevant factors. As such, the Company applied the acquisition method of accounting to the identifiable assets and liabilities of the Elkay business, which have been measured at estimated fair value as of the date of the business combination. The excess of the purchase price over the fair value assigned to the assets acquired and liabilities assumed was recorded as goodwill, which is not deductible for tax purposes.
Elkay’s assets and liabilities were measured at estimated fair value at July 1, 2022, primarily using Level 3 inputs. Estimates of fair value represent management’s best estimate of assumptions about future events and uncertainties, including significant judgments related to future cash flows, discount rates, competitive trends, margin and revenue growth assumptions including royalty rates and customer attrition rates and others. Inputs used were generally obtained from historical data supplemented by current and anticipated market conditions and growth rates expected as of the Merger date. See Note 12, Fair Value Measurements, for additional information.
As of June 30, 2023, the valuation process to determine the fair values of the net assets acquired during the measurement period was complete. The final fair value of the assets acquired and liabilities assumed were as follows (in millions):
As Reported June 30, 2023
Assets acquired:
Receivables, net$92.0 
Inventories139.5 
Other current assets8.5 
Property, plant and equipment, net127.1 
Intangible assets, net865.5 
Goodwill546.2 
Other assets56.9 
Total assets acquired$1,835.7 
Liabilities assumed:
Trade payables$30.5 
Compensation and benefits39.3 
Current portion of pension and other postretirement benefit obligations17.3 
Other current liabilities45.8 
Operating lease liability24.2 
Pension and other postretirement benefit obligations3.6 
Deferred income taxes206.7 
Other liabilities10.5 
Total liabilities assumed377.9 
Total purchase price$1,457.8 

Unaudited Pro Forma Information
The following unaudited supplemental pro forma financial information presents the financial results from continuing operations for the years ended December 31, 2022 and 2021 as if the Elkay Merger had occurred on January 1, 2021. The pro forma financial information includes, where applicable, adjustments for: (i) additional amortization expense that would have been recognized related to the acquired intangible assets, (ii) additional depreciation expense that would have been recognized related to the acquired property, plant, and equipment, (iii) transaction costs and other one-time non-recurring costs which reduced expenses by $33.7 million for the year ended December 31, 2022 and increased expenses by $33.7 million for the year ended December 31, 2021, (v) additional cost of sales related to the inventory valuation adjustment which reduced expenses by $18.3 million for the year ended December 31, 2022 and increased expenses by $18.3 million for the year ended December 31, 2021, and (vi) the estimated income tax effect on the pro forma adjustments. The pro forma financial information excludes adjustments for estimated cost synergies or other effects of the integration of the Elkay Merger.
The pro forma financial information is presented for illustrative purposes only and is not necessarily indicative of the operating results that would have been achieved had the Elkay Merger been completed as of the date indicated or the results that may be obtained in the future.
Year Ended
December 31, 2022December 31, 2021
Net sales$1,580.5 $1,477.7 
Net income (loss) from continuing operations$91.1 $(4.2)
Earnings per share from continuing operations
Basic$0.60 $(0.03)
Assuming dilution$0.59 $(0.03)

For the period from July 1, 2022 through December 31, 2022, Elkay had net sales and a net loss of $264.4 million and $11.5 million, respectively, which include the impact of purchase accounting adjustments, and are included in the consolidated statements of operations for the period from July 1, 2022 through December 31, 2022.
Year Ended December 31, 2021
On November 17, 2021, the Company completed the acquisition of the Wade Drains business ("Wade") from McWane, Inc. for a cash purchase price of $12.6 million, excluding transaction costs and net of cash acquired. During the twelve months ended December 31, 2022, the Company received a $1.1 million cash payment from the sellers of Wade in connection with finalizing the acquisition date trade working capital, which is included in the total cash purchase price above. Wade manufactures a wide range of specified commercial plumbing products for customers across North America and complements the Company's existing flow systems product portfolio.
On April 16, 2021, the Company acquired substantially all of the assets of Advance Technology Solutions, LLC (d/b/a ATS GREASEwatch) ("ATS GREASEwatch") for a cash purchase price of $4.5 million, excluding transaction costs and net of cash acquired. The Company paid $3.8 million to the sellers at closing and the remaining $0.7 million was paid out in 2022 and 2023 upon settlement of certain indemnities. ATS GREASEwatch develops, manufactures and markets remote tank monitoring devices, alarms, software and services for various applications and provides technology to enhance and expand our current product offerings.
The acquisitions have been accounted for as business combinations and were recorded by allocating the purchase prices to the fair value of assets acquired and liabilities assumed at the acquisition dates. The excess of the purchase price over the fair value assigned to the assets acquired and liabilities assumed was recorded as goodwill. The purchase price allocations associated with these acquisitions resulted in tax deductible goodwill of $7.5 million, customer relationship intangibles assets of $1.6 million, trade working capital of $9.0 million and $(1.1) million of other net liabilities. During the twelve months ended December 31, 2022, the purchase price allocations for Wade were adjusted, resulting in $1.3 million decrease to goodwill, primarily related to the aforementioned cash payment received from the sellers of Wade.
The Company's results of operations include the acquired operations subsequent to the acquisition dates. Pro-forma results of operations and certain other U.S. GAAP disclosures related to these acquisitions have not been presented because the acquisitions did not significantly impact the Company's consolidated statements of operations or financial position.
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Discontinued Operations
 12 Months Ended
Dec. 31, 2023
Discontinued Operations and Disposal Groups [Abstract]  
Discontinued Operations Discontinued Operations
During the year ended December 31, 2021, the Company completed the Spin-Off Transaction of PMC. The operating results of PMC are reported as discontinued operations in the consolidated statements of operations for all periods presented, as the Spin-Off Transaction of PMC represented a strategic shift that had a major impact on operations and financial results. The consolidated statements of cash flows for the years ended December 31, 2023, 2022, and 2021 have not been adjusted to separately disclose cash flows related to the discontinued operations. During the year ended December 31, 2022, the Company received $35.0 million from Regal Rexnord Corporation as a result of the final working capital and cash balances at closing exceeding the targets stipulated in the Spin-Off Transaction agreement.
In connection with the Spin-Off Transaction, the Company incurred approximately $60 million in separation costs during the year ended December 31, 2021, which are included within earnings from discontinued operations, net of income taxes in the accompanying consolidated statements of operations. These costs primarily related to professional fees associated with planning the Spin-Off Transaction, as well as Spin-Off Transaction activities within finance, tax, legal and information system functions and certain investment banking fees incurred upon completion of the Spin-Off Transaction.
The major components of the Income from discontinued operations, net of tax presented in the consolidated statements of operations during the years ended December 31, 2023, 2022, and 2021 are included in the table below (in millions):
Year Ended
(1)(2)(3)
December 31, 2023
December 31, 2022
December 31, 2021
Net sales$— $— $973.0 
Cost of sales— — 598.6 
Selling, general and administrative expenses/(income)(8.4)(2.9)260.2 
Restructuring and other similar charges— — 1.9 
Amortization of intangible assets— — 9.9 
Interest expense, net— — 4.1 
Actuarial loss on pension and other postretirement benefit obligations— — 4.8 
Other non-operating income, net— — (5.6)
Income from discontinued operations before income tax8.4 2.9 99.1 
Income tax benefit (provision)0.1 1.8 (28.0)
Equity method investment income— — 0.3 
Non-controlling interest income— — (0.2)
Income from discontinued operations, net of tax$8.5 $4.7 $71.2 
____________________
(1)Selling, general and administrative expenses for the year ended December 31, 2023 include the reversal of certain accruals as a result of costs the Company will no longer incur related to the Spin-Off Transaction.
(2)Results of operations for the year ended December 31, 2022 includes the reversal of certain accruals as a result of costs the Company is obligated to indemnify Regal Rexnord Corporation for being lower than original estimates.
(3)Results of operations during the year ended December 31, 2021 reflect the period from January 1, 2021 through October 4, 2021, the date on which the Spin-Off Transaction of PMC was completed.
The consolidated statements of cash flows for the periods presented have not been adjusted to separately disclose cash flows related to discontinued operations. However, the significant investing and financing cash flows and other significant non-cash operating items associated with the discontinued operations were as follows (in millions):
Year Ended
(1)
December 31, 2022
December 31, 2021
Depreciation$— $34.9 
Amortization of intangible assets— 9.9 
Gain on disposition of assets— (10.1)
Deferred income taxes— 0.5 
Actuarial loss on pension and other postretirement benefit obligations— 4.8 
Other non-cash (income) expenses— (0.3)
Stock-based compensation— 13.9 
Expenditures for property, plant and equipment— (17.5)
Acquisitions, net of cash acquired— — 
Proceeds from dispositions of long-lived assets— 14.3 
Net payments from divestiture of discontinued operations35.0 4.2 
Repayments of debt— (1.6)
Proceeds from exercise of stock options— 12.8 
Taxes withheld and paid on employees' shared-based payment awards— (0.5)
___________________
(1)Results of operations during the year ended December 31, 2021 reflect the period from January 1, 2021 through October 4, 2021, the date on which the Spin-Off Transaction of PMC was completed.
During the year ended March 31, 2019, the Company completed the sale of the VAG business, which was previously included within the Water Management platform. The terms of the sale agreement provided the Company to receive contingent consideration, based on, and subject to, the VAG business attainment of Earn-out EBITDA, as defined in the sale agreement. During the year ended December 31, 2021, the Company received a $4.2 million cash payment as a result of the VAG businesses performance in its fiscal year ending March 31, 2021, which represented the final period of the earn-out, and was recorded within income from discontinued operations, net of tax in its consolidated statements of operations.
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Restructuring and Other Similar Charges
 12 Months Ended
Dec. 31, 2023
Restructuring and Related Activities [Abstract]  
Restructuring and Other Similar Charges Restructuring and Other Similar Charges
During the year ended December 31, 2023, the Company continued to execute various restructuring actions. These initiatives were implemented to drive efficiencies and reduce operating costs while also modifying the Company's footprint to reflect changes in the markets it serves, the impact of acquisitions, including Elkay, on the Company's overall manufacturing capacity and the refinement of its overall product portfolio. These restructuring actions primarily resulted in workforce reductions, lease termination costs and other facility rationalization costs. Management expects to continue executing similar initiatives to optimize its operating margin and manufacturing footprint. As such, the Company expects further expenses related to workforce reductions, potential impairment or accelerated depreciation of assets, lease termination costs and other facility rationalization costs. The Company's restructuring plans are preliminary and the full extent of related expenses are not yet estimable.
The following table summarizes the Company's restructuring and other similar charges incurred during the years ended December 31, 2023, 2022, and 2021 (in millions):
Year Ended
December 31, 2023December 31, 2022December 31, 2021
Employee termination benefits$3.4 $13.6 $3.7 
Asset impairment charges2.5 — — 
Contract termination and other associated costs9.4 1.8 — 
Total restructuring and other similar charges$15.3 $15.4 $3.7 
Restructuring Costs To-date (Period from April 1, 2011 to December 31, 2023)
Restructuring Costs To-date (Period from April 1, 2011 to December 31, 2023)
Employee termination benefits$33.8 
Asset impairment charges2.5 
Contract termination and other associated costs18.5 
Total restructuring and other similar charges$54.8 
The following table summarizes the activity in the Company's accrual for restructuring and other similar charges for the years ended December 31, 2023 and 2022 (in millions):
Employee termination benefitsAsset impairment chargesContract termination and other associated costsTotal
Accrued restructuring costs, December 31, 2021
$2.4 $— $— $2.4 
Elkay opening balance sheet accrual4.7 — — 4.7 
Charges13.6 — 1.8 15.4 
Cash payments(12.9)— (0.6)(13.5)
Accrued restructuring costs, December 31, 2022 (1)
$7.8 $— $1.2 $9.0 
Charges3.4 2.5 9.4 15.3 
Cash payments (10.5)— (10.0)(20.5)
Non-cash charges— (2.5)— (2.5)
Accrued restructuring costs, December 31, 2023 (1)
$0.7 $— $0.6 $1.3 
____________________
(1)    As of December 31, 2023, the restructuring accrual is included in other current liabilities in the consolidated balance sheets. As of December 31, 2022, $8.4 million of the restructuring accrual is included in other current liabilities and $0.6 million is included in other liabilities in the consolidated balance sheets.
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Revenue Recognition
 12 Months Ended
Dec. 31, 2023
Revenue from Contract with Customer [Abstract]  
Revenue Recognition Revenue Recognition
A performance obligation is a promise in a contract to transfer a distinct good or service to the customer and is the unit of account in ASC 606. A contract’s transaction price is allocated to each distinct performance obligation and revenue is recognized when obligations under the terms of a contract with the customer are satisfied. For the majority of the Company's product sales, revenue is recognized at a point-in-time when control of the product is transferred to the customer, which generally occurs when the product is shipped from the Company's manufacturing facility to the customer. When contracts include multiple products to be delivered to the customer, generally each product is separately priced and is determined to be distinct within the context of the contract. Other than a standard assurance-type warranty that the product will conform to agreed-upon specifications, there are generally no other significant post-shipment obligations. The expected costs associated with standard warranties continues to be recognized as an expense when the products are sold.
When the contract provides the customer the right to return eligible products or when the customer is part of a sales rebate program, the Company reduces revenue at the point of sale using current facts and historical experience by using an estimate for expected product returns and rebates associated with the transaction. The Company adjusts these estimates at the earlier of when the most likely amount of consideration that is expected to be received changes or when the consideration becomes fixed. Accordingly, an increase or decrease to revenue is recognized at that time.
Sales and other taxes collected concurrent with revenue-producing activities are excluded from revenue. The Company has elected to recognize the cost for freight and shipping when control of products has transferred to the customer as a component of cost of sales in the consolidated statements of operations. The Company classifies shipping and handling fees billed to customers as net sales and the corresponding costs are classified as cost of sales in the consolidated statements of operations.
Revenue by Category
The Company designs, procures, manufactures, and markets a comprehensive portfolio of water management solutions. The Company disaggregates its sales by customer type and geographic location, which the Company believes best depicts how the nature, amount, timing and uncertainty of its revenue and cash flows may be impacted differently by certain economic factors. The following tables present revenue disaggregated by customer type and the geographic region of the end customer (in millions):
Year Ended
Customer TypeDecember 31, 2023December 31, 2022December 31, 2021
Institutional$690.5 $517.7 $334.8 
Commercial443.1 373.7 286.7 
All other396.9 390.4 289.4 
    Total$1,530.5 $1,281.8 $910.9 

Year Ended
GeographyDecember 31, 2023December 31, 2022December 31, 2021
United States$1,410.1 $1,171.8 $819.9 
Canada78.7 75.1 67.4 
Rest of world41.7 34.9 23.6 
    Total$1,530.5 $1,281.8 $910.9 
Contract Balances
For substantially all of the Company's product sales, the customer is billed 100% of the contract value when the product ships and payment is generally due 30 days from shipment. Certain contracts include longer payment periods; however, the Company has elected to utilize the practical expedient in which the Company will only recognize a financing component to the sale if payment is due more than one year from the date of shipment.
Billings are recorded as accounts receivable when an unconditional right to the contractual consideration exists. Contract assets arise when the Company performs by transferring goods or services to a customer before the customer pays consideration, or before the customer’s payment is due. A contract liability exists when the Company has received consideration or the amount is due from the customer in advance of revenue recognition. Contract liabilities and contract assets as of December 31, 2023 and December 31, 2022 were not material.
Backlog
The Company had backlog of $50.8 million and $42.1 million as of December 31, 2023, and December 31, 2022, respectively, which represents the most likely amount of consideration expected to be received in satisfying the remaining backlog under open contracts. The Company utilizes the optional exemption provided by ASC 606-10-50-14A for variable consideration, and has not included estimated rebates in the amount of unsatisfied performance obligations. The Company expects to recognize approximately 100% of the backlog as revenue in the year ending December 31, 2024.
Timing of Performance Obligations Satisfied at a Point in Time
The Company determined that the customer is able to control the product when it is delivered to them; thus, depending on the shipping terms, control will transfer at different points between the Company's manufacturing facility or warehouse and the customer’s location. The Company considers control to have transferred upon shipment or delivery because the Company has a present right to payment at that time, the customer has legal title to the asset, the Company has transferred physical possession of the asset and the customer has significant risks and rewards of ownership of the asset.
Variable Consideration
The Company provides volume-based rebates and the right to return product to certain customers, which are accrued for based on current facts and historical experience. Rebates are paid either on an annual or quarterly basis. There are no other significant variable consideration elements included in the Company's contracts with customers.
Contract Costs
The Company has elected to expense contract costs as incurred if the amortization period is expected to be one year or less. If the amortization period of these costs is expected to be greater than one year, the costs would be subject to capitalization. As of December 31, 2023 and December 31, 2022, the contract assets capitalized are not significant. During the years ended December 31, 2023, 2022, and 2021, contract asset amortization was not significant and no impairment losses were recognized.
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Inventories
 12 Months Ended
Dec. 31, 2023
Inventory Disclosure [Abstract]  
Inventories Inventories
The major classes of inventories are summarized as follows (in millions):
December 31, 2023December 31, 2022
Finished goods$224.8 $285.9 
Work in progress11.5 19.1 
Raw materials48.8 75.7 
Inventories at First-in, First-Out ("FIFO") cost285.1 380.7 
Adjustment to state inventories at Last-in, First-Out ("LIFO") cost(7.5)(14.0)
$277.6 $366.7 
XML 33 R17.htm IDEA: XBRL DOCUMENT v3.24.0.1
Property, Plant and Equipment
 12 Months Ended
Dec. 31, 2023
Property, Plant and Equipment [Abstract]  
Property, Plant and Equipment Property, Plant and Equipment
Property, plant and equipment, net is summarized as follows (in millions):
 December 31, 2023December 31, 2022
Land$14.1 $14.3 
Buildings and improvements108.5 92.9 
Machinery and equipment114.6 120.4 
Computer hardware and software28.0 26.2 
Construction in-progress18.0 9.7 
283.2 263.5 
Less accumulated depreciation(102.9)(79.7)
$180.3 $183.8 
XML 34 R18.htm IDEA: XBRL DOCUMENT v3.24.0.1
Goodwill and Intangible Assets
 12 Months Ended
Dec. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill and Intangible Assets Goodwill and Intangible Assets
The changes in the net carrying value of goodwill for the years ended December 31, 2023 and 2022 consisted of the following (in millions):
Net carrying amount as of December 31, 2021
$254.1 
Elkay Merger (1)527.2 
Purchase accounting adjustments (1)(1.3)
Currency translation adjustments(3.0)
Net carrying amount as of December 31, 2022
$777.0 
Purchase accounting adjustments (1)19.0 
Net carrying amount as of December 31, 2023
$796.0 
______________________
(1)Refer to Note 3, Acquisitions for additional information regarding acquisitions.
Total cumulative goodwill impairment charges as of December 31, 2023 and 2022 were $337.1 million.
The gross carrying amount and accumulated amortization for each major class of identifiable intangible assets as of December 31, 2023 and December 31, 2022 consisted of the following (in millions):
December 31, 2023
Weighted Average Useful LifeGross Carrying AmountAccumulated AmortizationNet Carrying Amount
Intangible assets subject to amortization:
Patents9 years$26.4 $(22.8)$3.6 
Customer relationships (including distribution network)16 years1,070.4 (348.8)721.6 
Tradenames19 years156.8 (16.7)140.1 
Intangible assets not subject to amortization - trademarks and tradenames87.1 — 87.1 
Total intangible assets, net16 years$1,340.7 $(388.3)$952.4 
December 31, 2022
Weighted Average Useful LifeGross Carrying AmountAccumulated AmortizationNet Carrying Amount
Intangible assets subject to amortization:
Patents9 years$25.5 $(22.5)$3.0 
Customer relationships (including distribution network)16 years1,069.5 (298.2)771.3 
Tradenames19 years156.8 (8.5)148.3 
Intangible assets not subject to amortization - trademarks and tradenames87.1 — 87.1 
Total intangible assets, net16 years$1,338.9 $(329.2)$1,009.7 
Intangible asset amortization expense totaled $58.7 million, $34.0 million and $23.5 million for the years ended December 31, 2023, 2022, and 2021, respectively. There were no acquired intangibles in 2023. Customer relationships and tradenames acquired during the year ended December 31, 2022 were assigned a weighted-average useful life of 16 years and 20 years, respectively.
The Company expects to recognize amortization expense on intangible assets subject to amortization of $58.8 million in 2024, $58.8 million in 2025, $58.6 million in 2026, $58.6 million in 2027, and $58.6 million in 2028.
XML 35 R19.htm IDEA: XBRL DOCUMENT v3.24.0.1
Other Current Liabilities
 12 Months Ended
Dec. 31, 2023
Other Liabilities Disclosure [Abstract]  
Other Current Liabilities Other Current Liabilities
Other current liabilities are summarized as follows (in millions):
December 31, 2023December 31, 2022
Commissions$8.6 $9.0 
Current portion of operating lease liability (1)10.6 9.4 
Income taxes payable3.5 2.3 
Professional fees0.6 2.3 
Product warranty (2)4.7 4.2 
Restructuring and other similar charges (3)1.3 8.4 
Risk management (4)5.2 16.3 
Sales rebates70.8 56.0 
Tax indemnities13.8 19.0 
Taxes, other than income taxes3.7 2.5 
Other9.0 16.5 
$131.8 $145.9 
___________________
(1)See more information related to leases within Note 13, Leases.
(2)See more information related to the product warranty obligations balance within Note 2, Significant Accounting Policies.
(3)See more information related to the restructuring obligations balance within Note 5, Restructuring and Other Similar Charges.
(4)Includes projected liabilities related to losses arising from automobile, general, environmental, and product liability claims.
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Long-Term Debt
 12 Months Ended
Dec. 31, 2023
Debt Disclosure [Abstract]  
Long-Term Debt Long-Term Debt
Long-term debt is summarized as follows (in millions):
December 31, 2023December 31, 2022
Term loan (1)$473.6 $535.3 
Finance leases (2)21.7 0.6 
Total495.3 535.9 
Less current maturities0.9 5.7 
Long-term debt$494.4 $530.2 
____________________
(1)Includes unamortized debt issuance costs of $6.8 million and $9.2 million at December 31, 2023 and December 31, 2022, respectively.
(2)See more information related to finance leases within Note 13, Leases.
Senior Secured Credit Facility
On October 4, 2021, ZBS Global, Inc. (“Holdings”), Zurn Holdings, Inc., Zurn LLC (together, the “Original Borrowers”), the lenders from time to time party thereto, and Credit Suisse AG, Cayman Islands Branch, as administrative agent for the lenders (in such capacity, the “Administrative Agent”) entered into a Fourth Amended and Restated First Lien Credit Agreement as amended by that certain Amendment No. 1 to Fourth Amended and Restated First Lien Credit Agreement dated as of July 1, 2022 (the "Amendment") (as so amended, the “Credit Agreement”). Pursuant to the Amendment, Elkay joined the Credit Agreement as a borrower (Elkay and the Original Borrowers, collectively, the "Borrowers"). The Credit Agreement is funded by a syndicate of banks and other financial institutions and provides for (i) a $550.0 million term loan facility (the “Term Loan”) and (ii) a $200.0 million revolving credit facility (the “Revolving Credit Facility”).
The obligations under the Credit Agreement and related documents are secured by liens on substantially all of the assets of Holdings, the Borrowers, and certain subsidiaries of the Borrowers pursuant to a Third Amended and Restated Guarantee and Collateral Agreement, dated as of October 4, 2021, among Holdings, the Borrowers, the subsidiaries of the Borrowers party thereto, and the Administrative Agent, as supplemented pursuant to that certain Supplement No. 1 dated as of July 1, 2022, executed by Elkay and its domestic subsidiaries, and certain other collateral documents.
The Credit Agreement contains representations, warranties, covenants and events of default, including, without limitation, a financial covenant under which the Borrowers are, if certain conditions are met, obligated to maintain on a consolidated basis, as of the end of each fiscal quarter, a certain maximum Net First Lien Leverage Ratio (as defined in the Credit Agreement). As of December 31, 2023, the Borrowers were in compliance with all applicable covenants under the Credit Agreement.
The Credit Agreement amended and restated in its entirety the Company’s Third Amended and Restated First Lien Credit Agreement, as amended (the “Prior Credit Agreement”). At December 31, 2020, the Prior Credit Agreement was funded by a syndicate of banks and other financial institutions and provided for (i) a $625.0 million term loan facility (the “Prior Term Loan”) and (ii) a $264.0 million revolving credit facility (the “Prior Revolving Credit Facility”).
In connection with the 2021 amendment of the Credit Agreement, the Company recognized a $20.4 million loss in the prior year on the extinguishment of debt, comprised of refinancing-related costs incurred and a non-cash write-off of debt issuance costs associated with the previous debt outstanding.
Term Debt
The Credit Agreement provides for the issuance of a term loan facility in an aggregate principal amount of $550.0 million. The proceeds of the Term Loan were, together with the dividend received by the Company in connection with the Spin-Off Transaction and cash on hand, used to (i) repay in full the aggregate principal amount outstanding of the Prior Term Loan, together with accrued interest thereon, (ii) redeem the $500 million of outstanding principal amount of the Notes, as described below, and (iii) pay related fees and expenses.
On October 11, 2023, the Company made a voluntary prepayment on its Term Loan of $60.0 million. In connection with this prepayment, the Company recognized a $0.9 million loss on debt extinguishment to write off a portion of the unamortized debt issuance costs.
The Term Loan has a maturity date of October 4, 2028. Commencing on March 31, 2022, the Borrowers were required to make quarterly payments of principal in an amount equal to $1.4 million each quarter until the maturity date. In connection with the voluntary prepayment of $60.0 million, the quarterly principal payments of $1.4 million are no longer required.
For purposes of the Term Loan, effective July 1, 2023, the secured overnight financing rate ("SOFR") replaced LIBOR, and accordingly, beginning July 1, 2023 the Term Loan bears interest at the Borrowers' option, by reference to a base rate or a rate based on Term SOFR, plus a Term SOFR adjustment of 0.115%, 0.262%, or 0.428% for interest periods of one month, three months, and six months, respectively, plus an applicable margin based on the Borrowers' Net First Lien Leverage Ratio as of the last day of each fiscal quarter. If the Net First Lien Leverage Ratio is greater than 1.80 to 1.00, the applicable margin shall equal 1.25% in the case of base rate borrowings and 2.25% in the case of SOFR borrowings. In the event the Borrowers’ Net First Lien Leverage Ratio is less than or equal to 1.80 to 1.00, the applicable margin on both base rate and SOFR borrowings would decrease by 0.25%. The Borrowers’ Net First Lien Leverage Ratio was 1.19 to 1.00 as of December 31, 2023 and therefore the applicable rate is 2.00%.
Prior to July 1, 2023, the Term Loan bore interest at the Borrowers’ option, by reference to a base rate or a rate based on LIBOR, in either case plus an applicable margin determined quarterly based on the Borrowers’ Net First Lien Leverage Ratio as of the last day of each fiscal quarter as illustrated above.

At December 31, 2023 and December 31, 2022, the borrowings under the Term Loan had weighted-average effective interest rates of 7.47% and 6.39%, respectively. During the year ended December 31, 2023 and December 31, 2022, the borrowings under the Term Loan had weighted-average effective interest rates of 7.09% and 4.00%, respectively.
Revolving Credit Facility
The Credit Agreement includes a $200.0 million revolving credit facility that has a maturity date of October 2, 2026. Similar to the Term Loan, effective July 1, 2023, the SOFR replaced LIBOR, and accordingly, beginning July 1, 2023 the Revolving Credit Facility bears interest by reference to a base rate or a rate based on Term SOFR, plus a Term SOFR adjustment of 0.115%, 0.262%, or 0.428% for interest periods of one month, three months, and six months, respectively, plus an applicable margin based on the Borrowers' Net First Lien Leverage Ratio as of the last day of each fiscal quarter. If the Net First Lien Leverage Ratio is greater than 2.00 to 1.00, the applicable margin shall equal 1.00% in the case of base rate borrowings and 2.00% in the case of SOFR borrowings. In the event the Borrowers' Net First Lien Leverage Ratio is less than or equal to 2.00 to 1.00, the applicable margin on both base rate and SOFR borrowings would decrease by 0.25%. The Borrowers’ Net First Lien Leverage Ratio was 1.19 to 1.00 as of December 31, 2023. The Borrowers are also required to pay a quarterly commitment fee on the average daily unused portion of the Revolving Credit Facility for each fiscal quarter and fees in connection with the issuance of letters of credit. If the Net First Lien Leverage Ratio is greater than 2.00 to 1.00, the commitment fee is 0.50%, and if the Company's Net First Lien Leverage Ratio is less than or equal to 2.00 to 1.00, the commitment fee is 0.375%.
Prior to July 1, 2023, borrowings under the Revolving Credit Facility bore interest at the Borrowers’ option, by reference to a base rate or a rate based on LIBOR, in either case, plus an applicable margin determined quarterly based on the Borrowers’ Net First Lien Leverage Ratio as of the last day of each fiscal quarter as illustrated above.

At December 31, 2023 and December 31, 2022, there were no amounts borrowed under the Revolving Credit Facility. As of December 31, 2023 and December 31, 2022, $11.0 million and $7.5 million of the Revolving Credit Facility was considered utilized in connection with outstanding letters of credit, respectively.
4.875% Senior Notes due 2025
On December 7, 2017, the Company issued $500.0 million aggregate principal amount of 4.875% senior notes due December 15, 2025 (the “Notes”). The Notes were issued by ZBS Global, Inc. (f/k/a RBS Global, Inc.) and Zurn LLC (f/k/a Rexnord LLC) (Company subsidiaries; collectively, the “Issuers”) pursuant to an Indenture, dated as of December 7, 2017 (the “Indenture”), by and among the Issuers, the domestic subsidiaries of the Company (with certain exceptions) as guarantors named therein (the “Subsidiary Guarantors”) and Wells Fargo Bank, National Association (the “Trustee”). The Notes were general senior unsecured obligations of the Issuers. The Company separately entered into a Parent Guarantee with the Trustee whereby it guaranteed certain obligations of the Issuers under the Indenture. The Notes paid interest semi-annually on June 15 and December 15. Debt issuance costs associated with the Notes were being amortized over the life of the Notes as interest expense using the effective interest method.
The Issuers redeemed the Notes on October 4, 2021, at a redemption price equal to 102.438% of the principal amount thereof plus accrued and unpaid interest.
Accounts Receivable Securitization Program
On September 25, 2020, certain subsidiaries of the Company entered into a $100 million accounts receivable securitization facility (the “Securitization”) with Mizuho Bank, Ltd. (“Mizuho”) to replace the Company’s previous $100.0 million accounts receivable securitization facility with Wells Fargo & Company, which was scheduled to expire in December 2020. On May 17, 2021, the Company terminated the Securitization.
Finance Leases
At December 31, 2023 and 2022, the Company had finance lease obligations of $21.7 million and $0.6 million, respectively. For more information related to finance leases, see Note 13, Leases.
Future Debt Maturities
Future maturities of debt and finance lease obligations as of December 31, 2023, excluding the unamortized debt issuance costs of $6.8 million, were as follows (in millions):
Years ending December 31:
2024$0.9 
20250.9 
20260.9 
20271.0 
2028481.5 
Thereafter16.9 
$502.1 
Cash interest paid for the years ended December 31, 2023, 2022, and 2021 was $36.1 million, $24.3 million and $34.7 million, respectively.
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Fair Value Measurements
 12 Months Ended
Dec. 31, 2023
Fair Value Disclosures [Abstract]  
Fair Value Measurements Fair Value Measurements
ASC 820, Fair Value Measurement ("ASC 820"), defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants. ASC 820 also specifies a fair value hierarchy based upon the observability of inputs used in valuation techniques. Observable inputs (highest level) reflect market data obtained from independent sources, while unobservable inputs (lowest level) reflect internally developed assumptions about the assumptions a market participant would use.
In accordance with ASC 820, fair value measurements are classified under the following hierarchy:
•Level 1- Quoted prices for identical instruments in active markets.
•Level 2- Quoted prices for similar instruments; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs or significant value-drivers are observable.
•Level 3- Model-derived valuations in which one or more inputs or value-drivers are both significant to the fair value measurement and unobservable.
If applicable, the Company uses quoted market prices in active markets to determine fair value, and therefore classifies such measurements within Level 1. In some cases where market prices are not available, the Company makes use of observable market based inputs to calculate fair value, in which case the measurements are classified within Level 2. If quoted or observable market prices are not available, fair value is based upon internally developed models that use, where possible, current market-based parameters. These measurements are classified within Level 3 if they use significant unobservable inputs.
Fair Value of Non-Derivative Financial Instruments
The carrying amounts of cash, receivables, payables and accrued liabilities approximated fair value at December 31, 2023 and December 31, 2022 due to the short-term nature of those instruments. The fair value of long-term debt recorded on the consolidated balance sheets as of December 31, 2023 and December 31, 2022 was approximately $503.9 million and $543.1 million, respectively. The fair value is based on quoted market prices for the same issues.
Acquisition Method of Accounting
The methods used to determine the fair value of significant identifiable assets and liabilities included in the allocation of the Elkay purchase price are discussed below.
Inventories - Acquired inventory was comprised of finished goods, work in process and raw materials. The fair value of finished goods was calculated as the estimated selling price, adjusted for costs of the selling effort and a reasonable profit allowance relating to the selling effort. The fair value of work in process inventory was primarily calculated as the estimated selling price, adjusted for estimated costs to complete the manufacturing, estimated costs of the selling effort, as well as a reasonable profit margin on the remaining manufacturing and selling effort. The fair value of raw materials and supplies was determined based on replacement cost which approximates historical carrying value.
Property, Plant and Equipment - The fair value of property, plant, and equipment was determined based on assumptions that market participants would use in pricing an asset.
Leases, including Right-Of-Use ("ROU") Assets and Lease Liabilities - Lease liabilities were measured as of the acquisition date at the present value of future minimum lease payments over the remaining lease term and the incremental borrowing rate of the Company as if the acquired leases were new leases as of the acquisition date. ROU assets recorded are equal to the amount of the lease liability at the acquisition date adjusted for any off-market terms of the lease. The remaining lease term was based on the remaining term at the acquisition date plus any renewal or extension options that the Company is reasonably certain will be exercised.
Identifiable Intangible Assets - The fair value estimates of the identifiable intangible assets were based upon assumptions that market participants would use in pricing an asset. The fair value and weighted average useful life of the identifiable intangible assets are as follows (in millions):    
Fair ValueWeighted Average Useful Life
(in years)
Trade name (1)$145.3 20
Customer relationships (2)720.2 16
Fair value of intangible assets acquired$865.5 
____________________
(1)The Elkay trade name was valued using the relief from royalty method, which considers both the market approach and the income approach.
(2)The fair value of customer relationships was valued using a multi-period excess earnings method, a form of the income approach, which incorporates the estimated future cash flows to be generated from Elkay's existing customer base.
Deferred Income Tax Assets and Liabilities - The acquisition was structured as a merger and therefore, the Company assumed the historical tax basis of the Elkay business’s assets and liabilities. The deferred income tax assets and liabilities include the expected future federal, state, and foreign tax consequences associated with temporary differences between the fair values of the assets acquired and liabilities assumed and the respective tax bases. Tax rates utilized in calculating deferred income taxes generally represent the enacted statutory tax rates at the effective date of the acquisition in the jurisdictions in which legal title of the underlying asset or liability resides.
Other Assets Acquired and Liabilities Assumed (excluding Goodwill) - The Company utilized the carrying values, net of allowances, to value accounts receivable and accounts payable as well as other current assets and liabilities as it was determined that carrying values represented the fair value of those items at the acquisition date.
Goodwill - The excess of the consideration for the acquisition over the fair value of net assets acquired was recorded as goodwill. The goodwill is attributable to expected synergies and expanded market opportunities from combining the Company’s operations with those of Elkay. The goodwill created in the acquisition is not deductible for tax purposes.
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Leases
 12 Months Ended
Dec. 31, 2023
Leases [Abstract]  
Leases Leases
The Company determines if a contract is (or contains) a lease at inception by evaluating whether the contract conveys the right to control the use of an identified asset. The Company has operating and finance leases primarily associated with real estate, automobiles and manufacturing and office equipment.
The Company has lease agreements that include lease and non-lease components, which the Company has elected to account for as a single lease component for all classes of the underlying assets. The term of the Company’s leases generally reflects the non-cancellable period of the lease. Some of the Company’s lease agreements include options to extend or terminate the lease, which are excluded from the minimum lease terms unless the Company is reasonably certain the option will be exercised. Lease expense for operating leases and amortization expense for finance leases is recognized on a straight-line basis over the lease term. Leases with an initial term of 12 months or less are not recorded on the consolidated balance sheets and are instead recognized on a straight-line basis over the lease term.
Right-of-use (“ROU”) assets and liabilities are recognized in the consolidated balance sheets based on the present value of remaining lease payments over the lease term. Additionally, ROU assets include any lease payments made at or before the lease commencement date, any initial direct costs incurred, and are reduced by lease incentives received. As most of the Company’s leases do not provide an implicit rate, the present value of lease payments is determined using the Company’s incremental borrowing rate at the commencement date of the lease. Lease payments included in the measurement of the lease liabilities are comprised of fixed payments, variable payments that depend on an index or rate, and amounts probable to be paid if an option is reasonably certain to be exercised. Variable lease payments, typically based on usage of the asset or changes in
an index or rate, are excluded from the lease liabilities and are recognized in the period in which the obligation for those payments is incurred.
ROU assets and lease liability balances recorded on the consolidated balance sheets are summarized as follows (in millions):
LeasesClassificationDecember 31, 2023December 31, 2022
Assets:    
Operating ROU assetsOther assets$46.4 $42.6 
Finance ROU assets Property, plant and equipment, net (1) 20.8 0.8 
Total ROU assets$67.2 $43.4 
     
Liabilities:
Current    
OperatingOther current liabilities$10.6 $9.4 
Finance Current maturities of debt 0.9 0.2 
Non-current
Operating  Operating lease liability 37.3 34.2 
FinanceLong-term debt20.8 0.4 
Total lease liabilities   $69.6 $44.2 
____________________
(1)Finance lease assets are recorded net of accumulated amortization of $2.0 million and $0.3 million as of December 31, 2023 and December 31, 2022, respectively.
The components of lease expense reported in the consolidated statements of operations are as follows (in millions):
Year Ended
December 31, 2023December 31, 2022December 31, 2021
Operating lease expenses (1)$13.8 $9.8 $6.1 
Finance lease expenses:
Depreciation of finance ROU assets (1)1.7 0.2 0.1 
Interest on lease liabilities (2)1.5 — — 
Total finance lease expense3.2 0.2 0.1 
Variable and short-term lease expense (1)7.0 6.2 3.5 
Total lease expense$24.0 $16.2 $9.7 
____________________
(1)Included in cost of sales, selling, general and administrative expenses, and restructuring and other similar charges.
(2)Included in interest expense, net.
Future minimum lease payments under operating and finance leases as of December 31, 2023 are as follows (in millions):
Years ending December 31,
Operating Leases (1)
Finance Leases (1)
2024$13.3 $2.4 
202510.6 2.3 
20269.1 2.3 
20278.2 2.3 
20284.8 2.3 
Thereafter12.2 23.0 
Total future minimum lease payments58.2 34.6 
Less: Imputed interest(10.3)(12.9)
Total lease liabilities$47.9 $21.7 
____________________
(1)Excludes legally binding minimum lease payments for leases signed but not yet commenced.
    
The weighted-average remaining lease terms and discount rates for leases are as follows:
Year Ended
Lease Term and Discount RateDecember 31, 2023December 31, 2022December 31, 2021
Weighted-average remaining lease terms (years): 
Operating leases5.96.42.8
Finance leases13.83.03.3
Weighted-average discount rate:
Operating leases6.4 %6.1 %3.3 %
Finance leases7.1 %5.2 %3.4 %
Cash paid for amounts included in the measurement of lease liabilities are as follows (in millions):
Year Ended
December 31, 2023December 31, 2022December 31, 2021
Operating cash flows from operating leases$13.2 $9.8 $6.4 
Operating cash flows from finance leases1.5 — — 
Financing cash flows from finance leases0.8 0.2 0.1 
ROU assets obtained in exchange for lease liabilities are as follows (in millions):
Year Ended
December 31, 2023December 31, 2022December 31, 2021
Operating leases$14.4 $38.9 $1.9 
Finance leases21.8 0.5 0.1 
Leases Leases
The Company determines if a contract is (or contains) a lease at inception by evaluating whether the contract conveys the right to control the use of an identified asset. The Company has operating and finance leases primarily associated with real estate, automobiles and manufacturing and office equipment.
The Company has lease agreements that include lease and non-lease components, which the Company has elected to account for as a single lease component for all classes of the underlying assets. The term of the Company’s leases generally reflects the non-cancellable period of the lease. Some of the Company’s lease agreements include options to extend or terminate the lease, which are excluded from the minimum lease terms unless the Company is reasonably certain the option will be exercised. Lease expense for operating leases and amortization expense for finance leases is recognized on a straight-line basis over the lease term. Leases with an initial term of 12 months or less are not recorded on the consolidated balance sheets and are instead recognized on a straight-line basis over the lease term.
Right-of-use (“ROU”) assets and liabilities are recognized in the consolidated balance sheets based on the present value of remaining lease payments over the lease term. Additionally, ROU assets include any lease payments made at or before the lease commencement date, any initial direct costs incurred, and are reduced by lease incentives received. As most of the Company’s leases do not provide an implicit rate, the present value of lease payments is determined using the Company’s incremental borrowing rate at the commencement date of the lease. Lease payments included in the measurement of the lease liabilities are comprised of fixed payments, variable payments that depend on an index or rate, and amounts probable to be paid if an option is reasonably certain to be exercised. Variable lease payments, typically based on usage of the asset or changes in
an index or rate, are excluded from the lease liabilities and are recognized in the period in which the obligation for those payments is incurred.
ROU assets and lease liability balances recorded on the consolidated balance sheets are summarized as follows (in millions):
LeasesClassificationDecember 31, 2023December 31, 2022
Assets:    
Operating ROU assetsOther assets$46.4 $42.6 
Finance ROU assets Property, plant and equipment, net (1) 20.8 0.8 
Total ROU assets$67.2 $43.4 
     
Liabilities:
Current    
OperatingOther current liabilities$10.6 $9.4 
Finance Current maturities of debt 0.9 0.2 
Non-current
Operating  Operating lease liability 37.3 34.2 
FinanceLong-term debt20.8 0.4 
Total lease liabilities   $69.6 $44.2 
____________________
(1)Finance lease assets are recorded net of accumulated amortization of $2.0 million and $0.3 million as of December 31, 2023 and December 31, 2022, respectively.
The components of lease expense reported in the consolidated statements of operations are as follows (in millions):
Year Ended
December 31, 2023December 31, 2022December 31, 2021
Operating lease expenses (1)$13.8 $9.8 $6.1 
Finance lease expenses:
Depreciation of finance ROU assets (1)1.7 0.2 0.1 
Interest on lease liabilities (2)1.5 — — 
Total finance lease expense3.2 0.2 0.1 
Variable and short-term lease expense (1)7.0 6.2 3.5 
Total lease expense$24.0 $16.2 $9.7 
____________________
(1)Included in cost of sales, selling, general and administrative expenses, and restructuring and other similar charges.
(2)Included in interest expense, net.
Future minimum lease payments under operating and finance leases as of December 31, 2023 are as follows (in millions):
Years ending December 31,
Operating Leases (1)
Finance Leases (1)
2024$13.3 $2.4 
202510.6 2.3 
20269.1 2.3 
20278.2 2.3 
20284.8 2.3 
Thereafter12.2 23.0 
Total future minimum lease payments58.2 34.6 
Less: Imputed interest(10.3)(12.9)
Total lease liabilities$47.9 $21.7 
____________________
(1)Excludes legally binding minimum lease payments for leases signed but not yet commenced.
    
The weighted-average remaining lease terms and discount rates for leases are as follows:
Year Ended
Lease Term and Discount RateDecember 31, 2023December 31, 2022December 31, 2021
Weighted-average remaining lease terms (years): 
Operating leases5.96.42.8
Finance leases13.83.03.3
Weighted-average discount rate:
Operating leases6.4 %6.1 %3.3 %
Finance leases7.1 %5.2 %3.4 %
Cash paid for amounts included in the measurement of lease liabilities are as follows (in millions):
Year Ended
December 31, 2023December 31, 2022December 31, 2021
Operating cash flows from operating leases$13.2 $9.8 $6.4 
Operating cash flows from finance leases1.5 — — 
Financing cash flows from finance leases0.8 0.2 0.1 
ROU assets obtained in exchange for lease liabilities are as follows (in millions):
Year Ended
December 31, 2023December 31, 2022December 31, 2021
Operating leases$14.4 $38.9 $1.9 
Finance leases21.8 0.5 0.1 
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Stock-Based Compensation
 12 Months Ended
Dec. 31, 2023
Share-Based Payment Arrangement [Abstract]  
Stock-Based Compensation Stock-Based Compensation
Generally, compensation cost associated with share-based payment transactions is measured based on the grant-date fair value of the equity instruments issued. Compensation cost is recognized over the requisite service period, generally as the awards vest.
The Zurn Elkay Water Solutions Corporation Performance Incentive Plan, which was last approved by stockholders in fiscal 2022 (the "Plan"), is utilized to provide performance incentives to the Company's officers, employees, directors and certain others by permitting grants of equity awards (for common stock), as well as performance-based cash awards, to such persons, to encourage them to maximize Zurn Elkay's performance and create value for Zurn Elkay's stockholders. To date, equity awards consisting of stock options, Restricted Stock Units ("RSUs") and Performance Stock Units ("PSUs") have been issued under the Plan. The Plan is administered by the Compensation Committee.
The options granted under the Plan have a maximum term of 10 years after the grant date. Options and RSUs granted since fiscal 2016 generally vest ratably over 3 years. During the years ended December 31, 2022 and 2021, RSUs were granted to certain employees that cliff vest after 2 years. RSUs granted to nonemployee directors vest immediately, but shares are not issued until six months after the director's cessation of service. PSUs generally cliff vest after 3 years based on performance over that three-year period.
In connection with the Spin-Off Transaction, the Company made adjustments to the number of unvested stock options, RSUs and PSUs with the intention of preserving the intrinsic value of the recipient's awards prior to the Spin-Off. Accordingly, the number of stock options, RSUs and PSUs outstanding as of the date of the Spin-Off Transaction was multiplied by a factor of 2.03446, and the related grant date fair value was divided by a factor of 2.03446, which resulted in no increase in the intrinsic value of awards outstanding. Stock options and RSU's continue to vest in accordance with their original vesting period. The vesting of PSU's granted prior to the beginning of 2021 was accelerated and all outstanding awards became fully vested and were released at the time of the Spin-Off Transaction based on performance achieved through, and as of the Spin-Off Transaction date. PSUs granted in October 2021 continue to vest in accordance with their original vesting period. These adjustments to the Company’s share-based compensation awards were deemed to be a modification of the awards and resulted in approximately $4.9 million of incremental expense, of which $0.2 million, $0.2 million, and $4.5 million was recognized during the years ended December 31, 2023, 2022, and 2021, respectively. On the date of the Spin-Off Transaction, the modification affected 124 grantees.
Stock options and RSUs outstanding that were held by employees who transferred to Regal Rexnord Corporation in connection with the Spin-Off Transaction were canceled and replaced by awards issued by Regal Rexnord Corporation. Employees remaining with the Company did not receive share-based compensation awards of Regal Rexnord Corporation as a
result of the Spin-Off Transaction. Except for the conversion of awards, the material terms of the awards held by employees who transferred to Regal Rexnord Corporation remained unchanged.
During the years ended December 31, 2023, 2022, and 2021, the Company recorded $40.0 million, $25.0 million and $37.5 million, respectively, of stock-based compensation expense from continuing operations (the related tax benefit on these amounts subject to the 162(m) compensation limitations during the years ended December 31, 2023, 2022, and 2021 was $9.8 million, $5.9 million, and $9.2 million, respectively). During the year ended December 31, 2023, 2022, and 2021, the Company also recorded $2.0 million, $0.9 million and $18.6 million, respectively, of an excess tax benefit related to stock options exercised during each period. As of December 31, 2023, there was $23.6 million of total unrecognized compensation cost related to non-vested stock options, RSUs and PSUs granted under the Plan. That cost is expected to be recognized over a weighted-average period of 1.4 years.        
Stock Options
The fair value of each option granted under the Plan was estimated on the date of grant using the Black-Scholes valuation model that uses the following weighted-average assumptions:
Year Ended
December 31, 2023December 31, 2022December 31, 2021
Expected option term (in years)6.56.56.5
Expected volatility factor32 %32 %34 %
Weighted-average risk-free interest rate3.90 %3.11 %1.02 %
Expected dividend rate1.2 %1.0 %0.5 %
Management’s estimate of the option term for options granted under the Plan is based on the midpoint between when the options vest and when they expire. The Company uses the simplified method to determine the expected term, as management does not have sufficient historical exercise data to provide a reasonable basis upon which to estimate the expected term. The Company’s expected volatility assumption for all options granted prior to the Spin-Off Transaction is based on the historical volatility of the Company's common stock price. The expected volatility assumption for all options granted after the Spin-Off Transaction is based on the historical volatility of the common stock prices of a peer group. The weighted average risk free interest rate is based on the U.S. Treasury yield curve in effect at the date of grant. The weighted-average grant date fair value of options granted under the Plan during the years ended December 31, 2023, 2022, and 2021 was $8.28, $9.79 and $13.54, respectively. The total fair value of options vested during the years ended December 31, 2023, 2022, and 2021 was $0.9 million, $0.9 million and $3.6 million, respectively.
A summary of stock option activity during the years ended December 31, 2023, 2022, and 2021 is as follows:
Year Ended
December 31, 2023December 31, 2022December 31, 2021
SharesWeighted Avg. Exercise PriceSharesWeighted Avg. Exercise PriceSharesWeighted Avg. Exercise Price
Number of shares under options:
Outstanding at beginning of period2,647,578 $13.75 2,844,062 $13.44 3,862,822 $22.99 
Granted146,295 22.25 103,454 28.68 432,478 39.79 
Exercised (1)(655,644)11.66 (221,506)11.89 (3,260,839)14.24 
Spin-Off Transaction conversion— — — — 2,413,727 10.98 
Canceled/Forfeited(48,736)27.77 (78,432)27.65 (604,126)32.04 
Outstanding at end of period (2)2,089,493 $14.67 2,647,578 $13.75 2,844,062 $13.44 
Exercisable at end of period (3)1,878,789 $13.35 2,439,667 $12.36 2,566,451 $11.75 
______________________
(1)The total intrinsic value of options exercised during the years ended December 31, 2023, 2022, and 2021 was $11.0 million, $3.8 million and $90.4 million, respectively.
(2)The weighted average remaining contractual life of options outstanding was 4.1 years at December 31, 2023, 4.4 years at December 31, 2022 and 5.1 years at December 31, 2021. The aggregate intrinsic value of options outstanding at December 31, 2023 was $31.4 million.
(3)The weighted average remaining contractual life of options exercisable was 3.4 years at December 31, 2023, 3.9 years at December 31, 2022 and 4.6 years at December 31, 2021. The aggregate intrinsic value of options exercisable at December 31, 2023 was $30.6 million.
SharesWeighted Avg. Exercise Price
Nonvested options at beginning of period207,911 $30.05 
Granted146,295 22.25 
Vested(105,475)27.18 
Canceled/Forfeited(38,027)27.75 
Nonvested options at end of period210,704 $26.49 
Restricted Stock Units
During the years ended December 31, 2023, 2022, and 2021 the Company granted RSUs to certain of its officers, directors, and employees. The fair value of each award is determined based on the Company's closing stock price on the date of grant. A summary of RSU activity during the years ended December 31, 2023, 2022, and 2021 is as follows:
Year Ended
December 31, 2023December 31, 2022December 31, 2021
UnitsWeighted Avg. Grant Date Fair ValueUnitsWeighted Avg. Grant Date Fair ValueUnitsWeighted Avg. Grant Date Fair Value
Nonvested RSUs at beginning of period580,112 $29.33 501,331 $25.98 647,668 $26.54 
Granted242,385 23.40 370,244 28.80 483,067 38.56 
Spin-Off Transaction conversion— — — — 227,058 16.54 
Vested(218,153)30.70 (166,318)18.37 (501,902)22.49 
Canceled/Forfeited(103,023)28.40 (125,145)28.92 (354,560)32.70 
Nonvested RSUs at end of period501,321 $26.05 580,112 $29.33 501,331 $25.98 

Performance Stock Units
During the years ended December 31, 2023, 2022, and 2021, the Company granted PSUs to certain of its officers and employees. The PSUs granted during the years ended December 31, 2023, 2022, and 2021 have a three-year performance period, and are earned and vest, subject to continued employment, based on performance relative to metrics determined by the Compensation Committee. The number of performance share awards earned, which can range between 0% and 200% of the target awards granted depending on the Company's actual performance during the respective performance period, will be satisfied with Zurn Elkay common stock. A summary of PSU activity during the years ended December 31, 2023, 2022, and 2021 is as follows:
Year Ended
December 31, 2023December 31, 2022December 31, 2021
UnitsWeighted Avg. Grant Date Fair ValueUnitsWeighted Avg. Grant Date Fair ValueUnitsWeighted Avg. Grant Date Fair Value
Nonvested PSUs at beginning of period939,459 $27.07 777,374 $26.27 1,022,985 $26.68 
Granted425,246 23.25 177,724 30.92 1,559,795 30.93 
Spin-Off conversion Transaction— — — — 1,986,910 14.12 
Vested(468,722)22.17 — — (3,739,235)14.39 
Canceled/Forfeited(29,173)26.07 (15,639)30.70 (53,081)24.72 
Nonvested PSUs at end of period866,810 $27.88 939,459 $27.07 777,374 $26.27 

During the years ended December 31, 2023, 2022, and 2021, PSUs were granted with vesting based on goals related to free cash flow conversion and return on invested capital. The fair value of the portion of PSUs with vesting based on free cash flow conversion and return on invested capital is determined based on the Company's closing stock price on the date of grant.
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Retirement Benefits
 12 Months Ended
Dec. 31, 2023
Retirement Benefits [Abstract]  
Retirement Benefits Retirement Benefits
The Company sponsors pension and other postretirement benefit plans for certain employees. Most of the Company’s employees are accumulating retirement income benefits through defined contribution plans. However, the Company sponsors frozen pension plans for certain salaried participants and ongoing pension benefits for certain employees represented by
collective bargaining. These plans provide for monthly pension payments to eligible employees upon retirement. Pension benefits for salaried employees generally are based on years of frozen credited service and average earnings. Pension benefits for hourly employees generally are based on specified benefit amounts and years of service. The Company’s policy is to fund its pension obligations in conformity with the funding requirements under applicable laws and governmental regulations. Other postretirement benefits consist of retiree medical plans that cover a portion of employees in the United States that meet certain age and service requirements.
Net periodic benefit costs are primarily comprised of service and interest cost, amortization of unrecognized prior service cost and the expected return on plan assets. The service cost component of net periodic benefit cost is presented within Cost of sales and Selling, general and administrative expenses in the statements of operations while the other components of net periodic benefit cost are presented within Other income (expense), net.
Amounts disclosed within this note include amounts attributable to the Company's discontinued operations, unless otherwise noted. Refer to Note 4, Discontinued Operations for further detail.
The Company recognizes the net actuarial gains or losses in excess of the corridor in operating results during the final quarter of each fiscal year (or upon any required re-measurement event). The corridor is 10% of the greater of the projected benefit obligation or the fair value of the plan assets. In connection with this accounting policy, the Company recognized non-cash actuarial gain of $2.0 million, $1.9 million, and $1.2 million within the consolidated statements of operations from continuing operations, during the years ended December 31, 2023, 2022, and 2021, respectively. These amounts are recorded within Actuarial gain on pension and other postretirement benefit obligations in the consolidated statements of operations.
On October 4, 2021, the Company completed the Spin-Off Transaction of the PMC business. In accordance with the terms of the Spin-Off Transaction agreements, the net assets associated with the PMC business included in the Spin-Off Transaction included unfunded pension and other postretirement benefit obligations of $80.4 million. The transfer of these obligations affiliated with certain defined benefit plans was accounted for as a settlement in accordance with the authoritative guidance, which required the Company to perform an interim remeasurement of certain plans. In connection with the remeasurement, the Company recognized pre-tax non-cash actuarial losses of $4.8 million during the year ended December 31, 2021, which is recognized within income from discontinued operations, net of tax.
The components of net periodic benefit cost reported in the consolidated statements of operations are as follows (in millions):
Year Ended
December 31, 2023December 31, 2022December 31, 2021
Pension Benefits:
Service cost$0.1 $0.1 $0.4 
Interest cost12.1 8.6 13.3 
Expected return on plan assets(7.5)(9.6)(17.3)
Benefit cost associated with special events:
PMC Spin-Off— — 5.7 
Net periodic benefit (income) expense$4.7 $(0.9)$2.1 
Other Postretirement Benefits:
Interest cost$0.6 $0.4 $0.3 
Amortization of prior service credit— — (0.2)
Benefit cost associated with special events:
PMC Spin-Off— — (0.9)
Recognition of actuarial gains(2.0)(1.9)(1.2)
Net periodic benefit (income) expense$(1.4)$(1.5)$(2.0)
During the year ended December 31, 2023, the recognition of $2.0 million of net non-cash actuarial gains was primarily due to demographic gains experienced during 2023 that were reflected in the other post-retirement benefit plans. In addition, the post 65 medical provider options changed resulting in lower premiums for the plans. These gains were partially offset by a decrease in discount rate from the prior measurement. During the year ended December 31, 2022, the recognition of $1.9 million of net non-cash actuarial gains was primarily due to an increase in the discount rates utilized within remeasurement of the Company's defined benefit plans partially offset by unfavorable asset returns. During the year ended December 31, 2021, the recognition of $3.6 million of net non-cash actuarial losses was primarily due to an increase in the discount rates utilized within remeasurement of the Company's defined benefit plans.
The Company made contributions to its U.S. qualified pension plan trusts of $11.0 million, $0.3 million and $2.0 million during the years ended December 31, 2023, 2022, and 2021, respectively.
The status of the plans is summarized as follows (in millions):
 Pension BenefitsOther Postretirement Benefits
 Year Ended December 31, 2023Year Ended December 31, 2022Year Ended December 31, 2023Year Ended December 31, 2022
Benefit obligation at beginning of period$(226.3)$(297.9)$(11.7)$(10.6)
Elkay Merger (1)— (0.9)— (20.4)
Service cost(0.1)(0.1)— — 
Interest cost(12.1)(8.6)(0.6)(0.4)
Actuarial (losses) gains(5.1)61.3 2.4 1.2 
Benefits paid19.6 19.9 1.4 18.7 
Plan participant contributions— — (0.2)(0.2)
Benefit obligation at end of period$(224.0)$(226.3)$(8.7)$(11.7)
Plan assets at the beginning of the period$186.2 $249.9 $— $— 
Elkay Merger (1)— 0.5 — — 
Actual return on plan assets17.2 (44.8)— — 
Contributions11.4 0.5 1.4 1.4 
Benefits paid(19.6)(19.9)(1.4)(1.4)
Plan assets at end of period$195.2 $186.2 $— $— 
Funded status of plans$(28.8)$(40.1)$(8.7)$(11.7)
Net amount on Consolidated Balance Sheets consists of:
Non-current assets$0.3 $0.3 $— $— 
Current liabilities$(0.3)$(0.3)$(1.0)$(1.3)
Long-term liabilities(28.8)(40.1)(7.7)(10.4)
Total net funded status$(28.8)$(40.1)$(8.7)$(11.7)

(1)     In accordance with the terms of the Elkay Merger, the Company paid $17.3 million following the completion of the Elkay Merger to liquidate all remaining obligations associated with one of Elkay's defined benefit plans assumed in the Elkay Merger.
As of December 31, 2023, the Company had pension plans with a combined projected benefit obligation of $224.0 million compared to plan assets of $195.2 million, resulting in an under-funded status of $28.8 million compared to an under-funded status of $40.1 million at December 31, 2022. The Company’s funded status improved during the year ended December 31, 2023 primarily due to the $11.0 million pension plan contribution. Any further changes in the assumptions underlying the Company’s pension values, including those that arise as a result of declines in equity markets and changes in interest rates, could result in increased pension obligation and pension cost which could negatively affect the Company’s consolidated financial position and results of operations in future periods.
Amounts included in accumulated other comprehensive loss, net of tax, related to defined benefit plans at December 31, 2023 and December 31, 2022 consist of the following (in millions):
As of December 31, 2023
Pension
Benefits		Other Postretirement
Benefits		Total
Unrecognized actuarial gain(4.1)(0.9)(5.0)
Accumulated other comprehensive income, gross(4.1)(0.9)(5.0)
Deferred income tax provision1.0 0.2 1.2 
Accumulated other comprehensive income, net$(3.1)$(0.7)$(3.8)
As of December 31, 2022
Pension
Benefits		Other Postretirement
Benefits		Total
Unrecognized actuarial loss (gain)0.4 (0.5)(0.1)
Accumulated other comprehensive loss (income), gross0.4 (0.5)(0.1)
Deferred income tax (benefit) provision(0.1)0.1 — 
Accumulated other comprehensive loss (income), net$0.3 $(0.4)$(0.1)
The following table presents significant assumptions used to determine benefit obligations and net periodic benefit cost (income) in weighted-average percentages:
 Pension BenefitsOther Postretirement Benefits
 December 31, 2023December 31, 2022December 31, 2021December 31, 2023December 31, 2022December 31, 2021
Benefit Obligations:
Discount rate5.2 %5.6 %3.0 %5.2 %5.6 %2.9 %
Rate of compensation increase3.0 %3.0 %3.0 %n/an/an/a
Net Periodic Benefit Cost:
Discount rate5.6 %3.0 %2.7 %5.6 %3.4 %2.4 %
Rate of compensation increase3.0 %3.0 %3.0 %n/an/an/a
Expected return on plan assets4.3 %4.0 %4.3 %n/an/an/a
In evaluating the expected return on plan assets, consideration was given to historical long-term rates of return on plan assets and input from the Company’s pension fund consultant on asset class return expectations, long-term inflation and current market conditions. The following table presents the Company’s target investment allocations for the year ended December 31, 2023 and actual investment allocations at December 31, 2023 and December 31, 2022.
 Plan Assets
 December 31, 2023December 31, 2022
 Investment
Policy (1)		Target
Allocation (2)		Actual
Allocation		Actual
Allocation
Equity securities20%-40%30%30%40%
Debt securities (including cash and cash equivalents)55%-80%70%70%60%
Other0%-10%—%—%—%
______________________
(1)The investment policy allocation represents the guidelines of the Company's pension plans based on the changes in the plans funded status.
(2)The target allocations represent the weighted average target allocations for the Company's pension plans.

The Company's defined benefit pension utilizes a dynamic liability driven investment ("LDI") strategy. The objective is to more closely align the pension plan assets with its liabilities in terms of how both respond to interest rate changes. The plan assets are allocated into two investment categories: (i) LDI, comprised of high quality, investment grade fixed income securities and (ii) return seeking, comprised of traditional securities and alternative asset classes. All assets are managed externally according to guidelines established individually with investment managers and the Company's investment consultant. The Company periodically undertakes asset and liability modeling studies to determine the appropriateness of the investments. The Company intends to continuously reduce the assets allocated to the return seeking category, thereby increasing the assets allocated to the LDI category based on the overall improvement in the plan funded status. No equity securities of the Company are held in the portfolio.
The fair values of the Company’s pension plan assets for both the U.S and non-U.S. plans at December 31, 2023 and December 31, 2022, by asset category are included in the table below (in millions). For additional information on the fair value hierarchy and the inputs used to measure fair value, see Note 12, Fair Value Measurements.
 December 31, 2023
 Quoted Prices in
Active  Market
(Level 1)		Significant Other
Observable  Inputs
(Level 2)		Significant
Unobservable
Inputs (Level 3)		Assets measured at net asset value
(1)		Total
Cash and cash equivalents$14.9 $— $— $— $14.9 
Investment funds
   Fixed income funds (2) — — — 123.5 123.5 
   U.S. equity funds (3)9.3 — — 28.8 38.1 
   International equity funds (3)— — — 16.4 16.4 
   Balanced funds (3)— — — 2.3 2.3 
Total$24.2 $— $— $171.0 $195.2 
 December 31, 2022
 Quoted Prices in
Active  Market
(Level 1)		Significant Other
Observable  Inputs
(Level 2)		Significant
Unobservable
Inputs (Level 3)		Assets measured at net asset value
(1)		Total
Cash and cash equivalents$3.3 $— $— $— $3.3 
Investment funds
   Fixed income funds (2) — — — 107.0 107.0 
   U.S. equity funds (3)9.1 — — 42.4 51.5 
   International equity funds (3)— — — 22.2 22.2 
   Balanced funds (3)— — — 2.2 2.2 
Total$12.4 $— $— $173.8 $186.2 
______________________
(1)Certain investments that are measured at fair value using the net asset value per share (or its equivalent) have not been classified in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the statement of financial position.
(2)The Company's fixed income mutual and commingled funds primarily include investments in U.S. government securities and corporate bonds. The commingled funds also include an insignificant portion of investments in asset-backed securities or partnerships. The mutual and commingled funds are primarily valued using the net asset value, which reflects the plan's share of the fair value of the investments.
(3)The Company's equity mutual and commingled funds primarily include investments in U.S. and international common stock. The balanced mutual and commingled funds invest in a combination of fixed income and equity securities. The mutual and commingled funds are primarily valued using the net asset value, which reflects the plan's share of the fair value of the investments.

Expected benefit payments to be paid in each of the next five years and in the aggregate for the five years thereafter are as follows (in millions):
Years Ending December 31:Pension
Benefits		Other
Postretirement
Benefits
2024$19.7 $1.0 
202519.6 1.0 
202619.3 1.0 
202719.0 1.0 
202818.7 0.9 
2029 - 203386.3 3.7 
Pension Plans That Are Not Fully Funded
At December 31, 2023, the projected benefit obligation, accumulated benefit obligation and fair value of plan assets for the pension plans with accumulated benefit obligations in excess of the fair value of plan assets were $224.0 million, $219.0 million, and $195.2 million, respectively.
At December 31, 2022, the projected benefit obligation, accumulated benefit obligation and fair value of plan assets for the pension plans with accumulated benefit obligations in excess of the fair value of plan assets were $226.3 million, $224.7 million and $186.2 million, respectively.
Other Postretirement Benefits
The other postretirement benefit obligation was determined using an assumed health care cost trend rate of 6.5% in 2024 grading down to 5.0% in 2031 and thereafter. The discount rate, compensation rate increase and health care cost trend rate assumptions are determined as of the measurement date.
Defined Contribution Savings Plans
The Company sponsors certain defined-contribution savings plans for eligible employees. Expense recognized related to these plans was $4.5 million, $5.9 million and $5.5 million during the years ended December 31, 2023, 2022, and 2021, respectively. During the year ended December 31, 2023, the Company utilized 201,053 shares of its common stock with a weighted average fair value of $25.06 per share in funding the cost. During the year ended December 31, 2022, the Company utilized 67,025 shares of its common stock with a weighted average fair value of $26.53 per share in funding the cost.
Deferred Compensation Plan
The Company has a nonqualified deferred compensation plan for certain executives and other highly compensated employees. Assets are invested primarily in mutual funds and corporate-owned life insurance contracts held in a Rabbi trust and restricted for payments to participants of the plan. The assets and liabilities are classified in Other assets and Other liabilities, respectively, on the consolidated balance sheets. Changes in the values of the assets held by the rabbi trust and changes in the value of the deferred compensation liability are recorded in Other income (expense), net in the consolidated statements of operations.
The fair values of the Company’s deferred compensation plan assets and liability are included in the table below (in millions). For additional information on the fair value hierarchy and the inputs used to measure fair value, see Note 12, Fair Value Measurements.
Fair Value as of December 31, 2023
Quoted Prices in
Active Market
(Level 1)		Significant Other
Observable Inputs
(Level 2)		Significant
Unobservable
Inputs (Level 3)		Total
Deferred compensation plan assets:    
Mutual funds (1)$0.1 $— $— $0.1 
Corporate-owned life insurance policies (2)— 13.2 — 13.2 
Total assets at fair value$0.1 $13.2 $— $13.3 
     
Deferred compensation liability at fair value (3):$14.7 $— $— $14.7 
Fair Value as of December 31, 2022
Quoted Prices in
Active Market
(Level 1)		Significant Other
Observable Inputs
(Level 2)		Significant
Unobservable
Inputs (Level 3)		Total
Deferred compensation plan assets:    
Mutual funds (1)$0.2 $— $— $0.2 
Corporate-owned life insurance policies (2)— 11.3 — 11.3 
Total assets at fair value$0.2 $11.3 $— $11.5 
 
Deferred compensation liability at fair value (3):$12.1 $— $— $12.1 
______________________
(1)The Company has elected to use the fair value option for the mutual funds to better align the measurement of the assets with the measurement of the liability, which are measured using quoted prices of identical instruments in active markets and are categorized as Level 1.
(2)The corporate-owned life insurance contracts are recorded at cash surrender value, which is provided by a third party and reflects the net asset value of the underlying publicly traded mutual funds, and are categorized as Level 2.
(3)The deferred compensation liability is measured at fair value based on the quoted prices of identical instruments to the investment vehicles selected by the participants.
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Income Taxes
 12 Months Ended
Dec. 31, 2023
Income Tax Disclosure [Abstract]  
Income Taxes Income Taxes
The provision for income taxes consists of amounts for taxes currently payable, amounts for tax items deferred to future periods; as well as adjustments relating to the Company’s determination of uncertain tax positions, including interest and penalties. The Company recognizes deferred tax assets and liabilities based on the future tax consequences attributable to tax net operating loss (“NOL”) carryforwards, capital loss carryforwards, tax credit carryforwards and differences between the financial statement carrying amounts and the tax bases of applicable assets and liabilities. Deferred tax assets are regularly reviewed for recoverability and valuation allowances are established based on historical losses, projected future taxable income and the expected timing of the reversals of existing temporary differences. As a result of this review, the Company established a full valuation allowance against U.S. federal and state capital loss carryforwards, as well as certain foreign NOL carryforwards and related deferred tax assets, and continues to maintain a partial valuation allowance against certain U.S. state NOL and tax credit carryforwards.
In October 2021, more than 130 countries agreed to implement Pillar 2, a plan introduced by the Organization for Economic Co-operation and Development (“OECD”) providing for a global minimum tax rate of 15% (calculated on a country-by-country basis) for those companies having consolidated revenue of at least €750 million. The implementation of the Pillar 2 global minimum tax rules is intended to apply for tax years beginning in 2024. The main purpose of such rules is to minimize tax base erosion and profit shifting from higher tax jurisdictions to lower tax jurisdictions by multi-national companies. On February 1, 2023, the Financial Accounting Standards Board indicated that they view the minimum tax (“Top-Up Tax”) imposed under Pillar 2 as an alternative minimum tax, and as such, it should be recognized in the period incurred versus recognizing or adjusting deferred tax assets and liabilities. On February 2, 2023, the OECD issued various administrative guidance including transitional safe harbor rules available in conjunction with the implementation of the Pillar 2 global minimum tax. Based upon the current OECD rules and administrative guidance, the Company does not anticipate being subject to material Top-Up Taxes as various tax jurisdictions begin enacting such legislation. The Company is continuing to monitor
the potential impact of the Pillar 2 proposals and developments on our consolidated financial statements and related disclosures, including eligibility for any transitional safe harbor rules.
Income Tax Provision
The components of the provision for income taxes are as follows (in millions):
 Year Ended
 December 31, 2023December 31, 2022December 31, 2021
Current:
United States$36.4 $16.7 $7.2 
Non-United States4.6 1.8 1.0 
State and local7.6 5.4 2.7 
Total current48.6 23.9 10.9 
Deferred:
United States(7.5)3.4 (8.8)
Non-United States1.3 0.7 (0.1)
State and local0.2 (1.2)0.7 
Total deferred(6.0)2.9 (8.2)
Provision for income taxes$42.6 $26.8 $2.7 
    
The provision for income taxes differs from the United States statutory income tax rate due to the following items (in millions):
 Year Ended
 December 31, 2023December 31, 2022December 31, 2021
Provision for income taxes at U.S. federal statutory income tax rate$30.8 $17.6 $11.0 
State and local income taxes, net of federal benefit5.2 3.4 1.4 
Net effects of foreign rate differential0.9 0.5 (0.2)
Net effects of foreign operations0.1 — 0.8 
Nondeductible acquisition costs(1.3)4.2 — 
Unrecognized tax benefits, net of federal benefit0.5 0.2 1.0 
Excess tax benefits related to equity compensation(1.7)(1.2)(17.7)
§162(m) compensation limitation6.2 3.3 5.1 
Nondeductible loss on divestiture of asbestos liabilities and certain assets2.0 — — 
Net changes in valuation allowance0.5 (0.8)1.6 
Other(0.6)(0.4)(0.3)
Provision for income taxes $42.6 $26.8 $2.7 
The provision for income taxes was calculated based upon the following components of income from continuing operations before income taxes (in millions):
 Year Ended
 December 31, 2023December 31, 2022December 31, 2021
United States$127.6 $74.5 $49.5 
Non-United States19.2 9.3 2.9 
Income before income taxes$146.8 $83.8 $52.4 
Deferred Income Tax Assets and Liabilities
Deferred income taxes consist of the tax effects of the following temporary differences (in millions):
December 31, 2023December 31, 2022
Deferred tax assets:
Compensation and retirement benefits$24.5 $20.2 
General accruals and reserves11.3 17.2 
Lease liabilities17.2 10.7 
State tax net operating loss and credit carryforwards13.4 17.3 
Federal and state capital loss carryforwards0.5 17.7 
Foreign net operating loss carryforwards1.0 1.5 
Other2.8 3.9 
Total deferred tax assets before valuation allowance70.7 88.5 
Valuation allowance(12.0)(32.2)
Total deferred tax assets58.7 56.3 
Deferred tax liabilities:
Property, plant and equipment23.4 29.0 
Lease ROU assets16.6 10.6 
Inventories17.0 14.9 
Intangible assets and goodwill208.4 220.1 
Total deferred tax liabilities265.4 274.6 
Net deferred tax assets (liabilities)$(206.7)$(218.3)
Net amount on Consolidated Balance Sheets consists of:
Other assets$3.3 $3.1 
Deferred income taxes(210.0)(221.4)
Net long-term deferred tax assets (liabilities)$(206.7)$(218.3)
Management has reviewed the deferred tax assets and has analyzed the uncertainty with respect to ultimately realizing the related tax benefits associated with such assets. Based upon this analysis, management has determined that a valuation allowance should be established for the federal and state capital loss carryforwards, certain foreign NOL carryforwards and related deferred tax assets, as well as certain state NOL and tax credit carryforwards as of December 31, 2023. Significant factors considered by management in this determination included the historical operating results of the Company, as well as anticipated reversals of future taxable temporary differences. Capital losses may generally only be used to offset available capital gains. Federal capital losses are allowed to be carried back three years and carried forward for five. The Company does not have any capital gains in the carryback period with which to offset any portion of the capital loss. States generally follow federal law with respect to capital losses; however, for those that do have a modification, such modification (in most cases) is to deny any carryback period. The carryforward periods for the state NOLs range from five to twenty years. The state credit carryforwards expire over a period of 15 years. The foreign NOL carryforwards are subject to a twenty-year expiration period.
At December 31, 2023, the Company had approximately $244.7 million of state NOL carryforwards, expiring over various years ending through December 31, 2033. The Company has a tax effected valuation allowance of $8.8 million recorded against the related deferred tax asset. In addition, at December 31, 2023, the Company had approximately $3.7 million of foreign NOL carryforwards, of which there is a recorded tax effected valuation allowance of $1.0 million. The significant decrease in the deferred tax asset relating to federal and state capital loss carryforwards is the result of such credits expiring unutilized. These expiring credits were effectively written off against the full valuation allowance previously recorded by the Company. As such, the majority of the significant decrease in the valuation allowance was the result of this write-off.
No provision has been made for U.S. federal income taxes related to approximately $26.1 million of undistributed earnings of foreign subsidiaries considered to be permanently reinvested. No additional income tax liability would be expected to result if such earnings were repatriated to the U.S., other than potential out-of-pocket withholding taxes of approximately $1.3 million.
The Company’s total receivable for net accrued income taxes as of December 31, 2023 and 2022 was $13.5 million and $16.0 million, respectively. This net amount is presented in the consolidated balance sheets as income taxes payable (separately disclosed in other current liabilities) of $3.5 million and $2.3 million as of December 31, 2023 and 2022, respectively; and as income taxes receivable in the consolidated balance sheets of $17.0 million and $18.3 million as of December 31, 2023 and 2022, respectively. Net cash paid for income taxes to governmental tax authorities for the years ended December 31, 2023, 2022, and 2021 was $45.7 million, $3.1 million and $57.8 million, respectively.
Liability for Unrecognized Tax Benefits
The Company's total liability for net unrecognized tax benefits as of December 31, 2023 and 2022 was $5.6 million and $5.5 million, respectively.
The following table represents a reconciliation of the beginning and ending amount of the gross unrecognized tax benefits, excluding interest and penalties, for the years ended December 31, 2023 and 2022 (in millions):
Year Ended
December 31, 2023December 31, 2022
Balance at beginning of period$5.4 $5.9 
Additions based on tax positions related to the current year0.1 0.1 
Additions for tax positions of prior years0.1 0.4 
Reductions due to lapse of applicable statute of limitations(0.5)(1.0)
Balance at end of period$5.1 $5.4 
The Company recognizes accrued interest and penalties related to unrecognized tax benefits in income tax expense. As of December 31, 2023 and 2022, the total amount of unrecognized tax benefits includes $1.1 million and $0.7 million of gross accrued interest and penalties, respectively. The amount of net interest and penalties recorded as income tax expense during the years ended December 31, 2023, 2022, and 2021 was $0.4 million, $0.2 million, and $0.2 million, respectively.
The Company conducts business in multiple locations within and outside the U.S. Consequently, the Company is subject to periodic income tax examinations by domestic and foreign income tax authorities. In accordance with the terms of the sale agreement relating to a group of certain previously owned legal entities (the parent of which was VAG Holding GbmH, “VAG”), the Company is required to indemnify the purchaser for any future income tax liabilities associated with all open tax years ending prior to, and including, the short period ended on the date of the Company's sale of VAG. VAG was notified by the German tax authorities of its intention to conduct an income tax examination of the VAG German entities’ corporate income and trade tax returns for the tax years ended March 31, 2014 through 2020. Similarly, in accordance with the Spin-Off Transaction, the Company is required to indemnify Regal Rexnord Corporation for any future income tax liabilities associated with PMC entities relating to all open tax years ending prior to, and including, the short period ended on the date of the Spin-Off. There are currently a number of ongoing tax examinations being conducted by the applicable tax authorities in Germany with respect to certain PMC entities. It appears reasonably possible that the amounts of unrecognized income tax benefits and indemnification liabilities could change in the next twelve months upon conclusion of the current ongoing examinations; however, any potential payments of income tax, interest and penalties are not expected to be significant to the Company's consolidated financial statements. With certain exceptions, the Company is no longer subject to U.S. federal income tax examinations for tax years ending prior to March 31, 2020, state and local income tax examinations for years ending prior to March 31, 2019 or significant foreign income tax examinations for years ending prior to March 31, 2018.
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Commitments and Contingencies
 12 Months Ended
Dec. 31, 2023
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies Commitments and Contingencies
Contingencies:
The Company's subsidiaries are involved in various unresolved legal actions, administrative proceedings and claims in the ordinary course of business involving, among other things, product liability, commercial, employment, workers' compensation, intellectual property claims and environmental matters. The Company establishes accruals in a manner that is consistent with accounting principles generally accepted in the United States for costs associated with such matters when liability is probable and those costs are capable of being reasonably estimated. Although it is not possible to predict with certainty the outcome of these unresolved legal actions or the range of possible loss or recovery, based upon current information, management believes the eventual outcome of these unresolved legal actions, either individually or in the aggregate, will not have a material adverse effect on the financial position, results of operations or cash flows of the Company.
On December 15, 2023, Zurn Holdings, Inc. sold all of the equity interests of its direct subsidiary Zurn Industries, together with Zurn Industries’ direct and indirect subsidiaries that primarily held asbestos liabilities, certain assets and cash, in a stock sale transaction to an unaffiliated buyer. In accordance with the terms of the stock sale agreement, a subsidiary of the Company will indemnify the buyer for breaches of representations or warranties, breaches of covenants, and certain other liabilities as long as such liabilities are entirely unrelated to asbestos liabilities or assets. In addition, the buyer will indemnify the Company and its affiliates for breaches of representations or warranties, breaches of covenants, liabilities related to the operation of Zurn Industries’ and buyer’s operations post-closing and all claims arising out of asbestos liabilities and related insurance coverage.
As a result of the transaction, all asbestos obligations and liabilities, related insurance assets and associated deferred taxes, and other assets sold to the buyer, have been removed from the Company’s consolidated balance sheet effective
December 15, 2023 and the Company no longer has any obligation with respect to pending and future asbestos claims related to the divested entities. As such, the divested entities have been deconsolidated from our 2023 financial results as the Company no longer owns or controls such entities. Therefore, for the period ending December 31, 2023, all asbestos obligations and liabilities, related insurance assets and associated deferred taxes, and other assets of the divested subsidiaries are no longer reported on the consolidated balance sheet. The Company recorded a loss on the divestiture of asbestos liabilities and certain assets of $11.4 million in the fourth quarter of 2023, including transaction expenses of $2.1 million.
Prior to the stock sale transaction, certain Company subsidiaries were subject to asbestos litigation. As of December 31, 2022, certain Company subsidiaries and numerous other unrelated companies were defendants in approximately 6,000 asbestos related lawsuits representing approximately 7,000 claims. Plaintiffs' claims alleged personal injuries caused by exposure to asbestos used primarily in industrial boilers formerly manufactured by a segment of Zurn Elkay's subsidiaries. Those subsidiaries did not manufacture asbestos or asbestos components. Instead, they were purchased from suppliers. These claims were handled pursuant to a defense strategy funded by insurers.
In prior years, the asbestos liability was developed based on actuarial studies and represented the projected indemnity payout for current and future claims. There were inherent uncertainties involved in estimating the number of future asbestos claims, future settlement costs, and the effectiveness of defense strategies and settlement initiatives. As of December 31, 2022, the estimated potential liability for the asbestos-related claims described above, as well as the claims expected to be filed in the next ten years, was approximately $79.0 million which was recorded in the reserve for asbestos claims within the consolidated balance sheets.
In prior years, the Company also recorded a receivable from its insurance carriers, which corresponded to the amount of this potential asbestos liability that was covered by available insurance and was determined to be probable of recovery. However, there was no assurance the Company's insurance coverage would ultimately be available or that this asbestos liability would not ultimately exceed the coverage limits. Factors that could cause a decrease in the amount of available coverage or create gaps in coverage include: changes in law governing the policies, potential disputes and settlements with the carriers regarding the scope of coverage, and insolvencies of one or more of the Company's carriers. As of December 31, 2022, management estimated that the available insurance to cover the ten-year estimated potential asbestos-related liabilities was $72.1 million. During the year ended December 31, 2022, the Company recorded $6.9 million for the amount that the estimated potential liability exceeded a gap in the Company's estimated available insurance coverage. This expense was recorded in other income (expense), net within the consolidated statements of operations. During the year ended December 31, 2021, no amounts were recorded in the consolidated statements of operations.
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Common Stock Repurchases
 12 Months Ended
Dec. 31, 2023
Equity [Abstract]  
Common Stock Repurchases Common Stock Repurchases
During fiscal 2015, the Company's Board of Directors approved a common stock repurchase program (the "Repurchase Program") authorizing the repurchase of up to $200.0 million of the Company's common stock from time to time on the open market or in privately negotiated transactions. On January 27, 2020, the Company's Board of Directors approved increasing the remaining share repurchase authority under the Repurchase Program to $300.0 million. On February 8, 2023, the Company's Board of Directors approved increasing the remaining share repurchase authority under the Repurchase Program to $500.0 million. The Repurchase Program does not require the Company to acquire any particular amount of common stock and does not specify the timing of purchases or the prices to be paid; however, the program will continue until the maximum amount of dollars authorized have been expended or until it is modified or terminated by the Board. During the year ended December 31, 2023, the Company repurchased 5.3 million shares of common stock at a total cost of $125.0 million at a weighted average price of $23.66 per share. During the year ended December 31, 2022, the Company repurchased 1.1 million shares of common stock at a total cost of $24.7 million at a weighted average price of $23.00 per share. During the year ended December 31, 2021, the Company repurchased 22.3 thousand shares of common stock at a total cost of $0.9 million at a weighted average price of $39.27 per share. The repurchased shares were canceled by the Company upon receipt. At December 31, 2023, a total of approximately $390.5 million of repurchase authority remained under the Repurchase Program.
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Subsequent Event
 12 Months Ended
Dec. 31, 2023
Subsequent Events [Abstract]  
Subsequent Event Subsequent Event
On February 1, 2024, the Company's Board of Directors declared a quarterly cash dividend on the Company's common stock of $0.08 per share to be paid on March 7, 2024, to stockholders of record as of February 20, 2024.
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Schedule II - Valuation and Qualifying Accounts
 12 Months Ended
Dec. 31, 2023
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract]  
Schedule II - Valuation and Qualifying Accounts
Schedule II – Valuation and Qualifying Accounts
(in Millions)
  Additions  
DescriptionBalance at
Beginning
of Year		Charged to
Costs and
Expenses		Charged
to Other
Accounts		Deductions
(1)		Balance at
End of
Year
Year Ended December 31, 2021
Valuation allowance for trade and notes receivable0.8 0.8 — (0.4)1.2 
Valuation allowance for income taxes36.8 1.8 0.8 (4.3)35.1 
Year Ended December 31, 2022
Valuation allowance for trade and notes receivable1.2 1.0 — (0.8)1.4 
Valuation allowance for income taxes35.1 0.1 0.3 (3.3)32.2 
Year Ended December 31, 2023
Valuation allowance for trade and notes receivable1.4 2.3 — (0.6)3.1 
Valuation allowance for income taxes32.2 0.5 — (20.7)12.0 
______________________
 (1)     Uncollectible amounts, dispositions charged against the accrual and write-off of expiring tax loss carryforwards.

All other schedules have been omitted because they are not applicable or because the information required is included in the notes to the consolidated financial statements.
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Pay vs Performance Disclosure - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Pay vs Performance Disclosure      
Net income $ 112.7 $ 61.7 $ 120.9
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Insider Trading Arrangements
 3 Months Ended
Dec. 31, 2023
Trading Arrangements, by Individual  
Rule 10b5-1 Arrangement Adopted false
Non-Rule 10b5-1 Arrangement Adopted false
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
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Significant Accounting Policies (Policies)
 12 Months Ended
Dec. 31, 2023
Accounting Policies [Abstract]  
Use of Estimates
Use of Estimates
The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates.
Leases
Leases
The Company determines if an arrangement is a lease, or contains a lease, at the inception of the arrangement and determines whether it is an operating or financing lease. Operating and financing leases result in the Company recording a right-of-use ("ROU") asset, current lease liability, and long-term lease liability on its balance sheet. Lease expense for operating leases and amortization expense for finance leases is recognized on a straight-line basis over the lease term. Leases with an initial term of 12 months or less are not recorded on the consolidated balance sheet and are instead recognized on a straight-line basis over the lease term.
Stock-Based Compensation
Stock-Based Compensation
The Company accounts for stock-based compensation in accordance with ASC 718, Accounting for Stock Compensation ("ASC 718"). ASC 718 requires compensation costs related to stock-based payment transactions to be recognized in the financial statements. Generally, compensation cost is measured based on the grant-date fair value of the equity instruments issued. Compensation cost is recognized over the requisite service period, generally as the awards vest.
Cash and Cash Equivalents
Cash and Cash Equivalents
The Company considers all highly liquid investments with a maturity of three months or less to be cash and cash equivalents.
Receivables
Receivables
Receivables are stated net of allowances for doubtful accounts of $3.1 million at December 31, 2023, and $1.4 million at December 31, 2022. The Company assesses the collectability of customer receivables based on the credit worthiness of a customer as determined by credit checks and analysis, as well as the customer’s payment history. In determining the allowance for doubtful accounts, the Company also considers various factors including the aging of customer accounts and historical write-offs. In addition, the Company monitors other risk factors, including forward-looking information when establishing adequate allowances for doubtful accounts, which reflects the current estimate of credit losses expected to be incurred over the life of the receivables. Generally, advance payment is not required. Allowances for doubtful accounts established are recorded within selling, general and administrative expenses within the consolidated statements of operations.
Inventories
Inventories
Inventories are comprised of material, direct labor and manufacturing overhead, and are stated at the lower of cost or market. Market is determined based on estimated net realizable values. The percentage of the Company’s total inventories valued using the "last-in, first-out" (LIFO) method was 92% and 89% at December 31, 2023 and 2022, respectively. All remaining inventories are valued using the "first-in, first-out" (FIFO) method.
In some cases, the Company has determined a certain portion of inventories are excess or obsolete. In those cases, the Company writes down the value of those inventories to their net realizable value based upon assumptions about future demand and market conditions. If actual market conditions are less favorable than those projected by management, adjustments to established inventory reserves may be required.
Property, Plant and Equipment
Property, Plant and Equipment
Property, plant and equipment are initially stated at cost. Depreciation is provided using the straight-line method over 10 to 30 years for buildings and improvements, 5 to 10 years for machinery and equipment and 3 to 5 years for computer hardware and software. Where appropriate, the depreciable lives of certain assets may be adjusted to reflect a change in the use of those assets, or depreciation may be accelerated in the case of an eventual asset disposal.
Goodwill and Intangible Assets
Goodwill and Intangible Assets
Intangible assets consist of acquired trademarks and tradenames, customer relationships (including distribution network) and patents. The customer relationships, patents, and certain tradenames are being amortized using the straight-line method over their estimated useful lives of 7 to 20 years, 3 to 10 years and 5 to 20 years, respectively. Where appropriate, the lives of certain intangible assets may be adjusted to reflect a change in the use of those assets, or amortization may be accelerated in the case of a known intangible asset discontinuation.
Goodwill, trademarks and certain tradenames have indefinite lives and are not amortized. However, the goodwill and intangible assets are tested annually for impairment, and may be tested more frequently if any triggering events occur that would reduce the recoverability of the asset. In conducting the annual impairment test for goodwill, the Company has the option to first assess qualitative factors to determine whether it is more likely than not (greater than 50% likelihood) the fair value of any reporting unit is less than its carrying amount. If a qualitative assessment determines an impairment is more likely than not, the Company is required to perform a quantitative impairment test. Otherwise, no further analysis is required. Alternatively, the Company may elect to proceed directly to the quantitative impairment test. In conducting a quantitative assessment, the Company utilizes a discounted cash flow methodology based on future business projections and a market value approach (guideline public company comparables). The Company performs the goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. If the carrying amount exceeds the fair value of the reporting unit, an impairment charge is recognized for the amount by which the carrying amount exceeds the reporting unit's fair value up to the amount of the recorded goodwill.
During the fourth quarter of the year ended December 31, 2023, the Company completed its annual goodwill impairment tests and performed a quantitative assessment.
Impairment of Long-Lived Assets
Impairment of Long-Lived Assets
The carrying value of long-lived assets, including amortizable intangible assets and tangible fixed assets, are evaluated for impairment whenever events or changes in circumstances indicate that the related carrying amounts may not be recoverable. Impairment of amortizable intangible assets and tangible fixed assets is generally determined by comparing projected undiscounted cash flows to be generated by the asset, or group of assets, to its carrying value. If impairment is identified, a loss is recorded equal to the excess of the asset's net book value over its fair value, and the cost basis is adjusted accordingly. During the year ended December 31, 2023, the Company recognized $2.5 million of fixed asset impairment charges. The Company recognized no impairment charges of tangible fixed assets during the during the years ended December 31, 2022 or 2021. Impairments are determined utilizing Level 3 inputs within the Fair Value hierarchy, and the Company reviews and considers input from outside specialists, when appropriate. Actual results could vary from these estimates.
Product Warranty Product WarrantyThe Company offers warranties on the sales of certain of its products and records an accrual for estimated future claims. Such accruals are based upon historical experience and management’s estimate of the level of future claims.
Income Taxes
Income Taxes
Deferred income taxes are provided for future tax effects attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases, net operating losses, tax credits and other applicable carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be actually paid or recovered. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the results of continuing operations in the period that includes the date of enactment.
The Company regularly reviews its deferred tax assets for recoverability and provides a valuation allowance against its deferred tax assets if, based upon consideration of all positive and negative evidence, the Company determines that it is more-likely-than-not that a portion or all of the deferred tax assets will ultimately not be realized in future tax periods. Such positive and negative evidence would include review of historical earnings and losses, anticipated future earnings, the time period over which the temporary differences and carryforwards are anticipated to reverse and implementation of feasible, prudent tax planning strategies.
The Company is subject to income taxes in the United States and numerous foreign jurisdictions. Significant judgment is required in determining the Company’s worldwide provision for income taxes and recording the related deferred tax assets and liabilities. In the ordinary course of the Company’s business, there is inherent uncertainty in quantifying the ultimate tax outcome of all the numerous transactions and required calculations relating to the Company’s tax positions. Accruals for unrecognized tax benefits are provided for in accordance with the requirements of ASC 740, Income Taxes. An unrecognized tax benefit represents the difference between the recognition of benefits related to uncertain tax positions for income tax reporting purposes and financial reporting purposes. The Company has established a reserve for interest and penalties, as applicable, for uncertain tax positions and it is recorded as a component of the overall income tax provision.
The Company is subject to periodic income tax examinations by domestic and foreign income tax authorities. Although the outcome of income tax examinations is always uncertain, the Company believes that it has appropriate support for the positions taken on its income tax returns and has adequately provided for potential income tax assessments. Nonetheless, the amounts ultimately settled relating to issues raised by the taxing authorities may differ materially from the amounts accrued for each year.
Per Share Data
Per Share Data
Basic net income per share from continuing and discontinued operations is computed by dividing net income from continuing operations and income from discontinued operations, respectively, by the corresponding weighted average number of common shares outstanding for the period. Diluted net income per share from continuing and discontinued operations is computed based on the weighted average number of common shares outstanding, increased by the number of incremental shares that would have been outstanding if the potential dilutive shares were issued through the exercise of outstanding stock options to purchase common shares, except when the effect would be anti-dilutive.
Foreign Currency Translation
Foreign Currency Translation
Assets and liabilities of subsidiaries operating outside of the United States with a functional currency other than the U.S. dollar are translated into U.S. dollars using exchange rates at the end of the respective period. Revenues and expenses of such entities are translated at average exchange rates in effect during the respective period. Foreign currency translation adjustments are included as a component of accumulated other comprehensive loss.
Advertising Costs
Advertising Costs
Advertising costs are charged to selling, general and administrative expenses on the consolidated statements of operations as incurred
Research, Development and Engineering Costs
Research, Development and Engineering Costs
Research, development and engineering costs are charged to selling, general and administrative expenses on the consolidated statements of operations as incurred
Business Segment and Geographic Areas
Business Segment and Geographic Areas
The Company is a pure-play water management business that designs, procures, manufactures, and markets specification-driven water management solutions to improve health, human safety and the environment, which comprises one reportable segment. The Company manages and evaluates its operations as one segment primarily due to similarities in the nature of its products, production process, customers and methods of distribution.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 long-lived assets are based on the location of the entity that holds such assets. In accordance with ASC 280, Segment Reporting, long-lived assets include property, plant, and equipment, net, which includes finance lease ROU assets, and excludes net intangible assets and goodwill.
Concentrations of Credit Risk
Concentrations of Credit Risk
Financial instruments that potentially subject the Company to significant concentrations of credit risk consist of cash and temporary investments and trade accounts receivable.
Recent Accounting Pronouncements
Recent Accounting Pronouncements
From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board or other standard setting bodies that may have an impact on the Company’s accounting and reporting. The Company believes that such recently issued accounting pronouncements and other authoritative guidance for which the effective date is in the future either will not have an impact on its accounting or reporting or that such impact will not be material to its consolidated balance sheets, consolidated statements of operations, and consolidated statements of cash flows when implemented.
Revenue Recognition Revenue Recognition
A performance obligation is a promise in a contract to transfer a distinct good or service to the customer and is the unit of account in ASC 606. A contract’s transaction price is allocated to each distinct performance obligation and revenue is recognized when obligations under the terms of a contract with the customer are satisfied. For the majority of the Company's product sales, revenue is recognized at a point-in-time when control of the product is transferred to the customer, which generally occurs when the product is shipped from the Company's manufacturing facility to the customer. When contracts include multiple products to be delivered to the customer, generally each product is separately priced and is determined to be distinct within the context of the contract. Other than a standard assurance-type warranty that the product will conform to agreed-upon specifications, there are generally no other significant post-shipment obligations. The expected costs associated with standard warranties continues to be recognized as an expense when the products are sold.
When the contract provides the customer the right to return eligible products or when the customer is part of a sales rebate program, the Company reduces revenue at the point of sale using current facts and historical experience by using an estimate for expected product returns and rebates associated with the transaction. The Company adjusts these estimates at the earlier of when the most likely amount of consideration that is expected to be received changes or when the consideration becomes fixed. Accordingly, an increase or decrease to revenue is recognized at that time.
Sales and other taxes collected concurrent with revenue-producing activities are excluded from revenue. The Company has elected to recognize the cost for freight and shipping when control of products has transferred to the customer as a component of cost of sales in the consolidated statements of operations. The Company classifies shipping and handling fees billed to customers as net sales and the corresponding costs are classified as cost of sales in the consolidated statements of operations.
Contract Balances
For substantially all of the Company's product sales, the customer is billed 100% of the contract value when the product ships and payment is generally due 30 days from shipment. Certain contracts include longer payment periods; however, the Company has elected to utilize the practical expedient in which the Company will only recognize a financing component to the sale if payment is due more than one year from the date of shipment.
Billings are recorded as accounts receivable when an unconditional right to the contractual consideration exists. Contract assets arise when the Company performs by transferring goods or services to a customer before the customer pays consideration, or before the customer’s payment is due. A contract liability exists when the Company has received consideration or the amount is due from the customer in advance of revenue recognition.The Company utilizes the optional exemption provided by ASC 606-10-50-14A for variable consideration, and has not included estimated rebates in the amount of unsatisfied performance obligations.
Timing of Performance Obligations Satisfied at a Point in Time
The Company determined that the customer is able to control the product when it is delivered to them; thus, depending on the shipping terms, control will transfer at different points between the Company's manufacturing facility or warehouse and the customer’s location. The Company considers control to have transferred upon shipment or delivery because the Company has a present right to payment at that time, the customer has legal title to the asset, the Company has transferred physical possession of the asset and the customer has significant risks and rewards of ownership of the asset.
Variable Consideration
The Company provides volume-based rebates and the right to return product to certain customers, which are accrued for based on current facts and historical experience. Rebates are paid either on an annual or quarterly basis. There are no other significant variable consideration elements included in the Company's contracts with customers.
Contract Costs
The Company has elected to expense contract costs as incurred if the amortization period is expected to be one year or less. If the amortization period of these costs is expected to be greater than one year, the costs would be subject to capitalization.
Acquisition Method of Accounting
Acquisition Method of Accounting
The methods used to determine the fair value of significant identifiable assets and liabilities included in the allocation of the Elkay purchase price are discussed below.
Inventories - Acquired inventory was comprised of finished goods, work in process and raw materials. The fair value of finished goods was calculated as the estimated selling price, adjusted for costs of the selling effort and a reasonable profit allowance relating to the selling effort. The fair value of work in process inventory was primarily calculated as the estimated selling price, adjusted for estimated costs to complete the manufacturing, estimated costs of the selling effort, as well as a reasonable profit margin on the remaining manufacturing and selling effort. The fair value of raw materials and supplies was determined based on replacement cost which approximates historical carrying value.
Property, Plant and Equipment - The fair value of property, plant, and equipment was determined based on assumptions that market participants would use in pricing an asset.
Leases, including Right-Of-Use ("ROU") Assets and Lease Liabilities - Lease liabilities were measured as of the acquisition date at the present value of future minimum lease payments over the remaining lease term and the incremental borrowing rate of the Company as if the acquired leases were new leases as of the acquisition date. ROU assets recorded are equal to the amount of the lease liability at the acquisition date adjusted for any off-market terms of the lease. The remaining lease term was based on the remaining term at the acquisition date plus any renewal or extension options that the Company is reasonably certain will be exercised.
Identifiable Intangible Assets - The fair value estimates of the identifiable intangible assets were based upon assumptions that market participants would use in pricing an asset.
Deferred Income Tax Assets and Liabilities - The acquisition was structured as a merger and therefore, the Company assumed the historical tax basis of the Elkay business’s assets and liabilities. The deferred income tax assets and liabilities include the expected future federal, state, and foreign tax consequences associated with temporary differences between the fair values of the assets acquired and liabilities assumed and the respective tax bases. Tax rates utilized in calculating deferred income taxes generally represent the enacted statutory tax rates at the effective date of the acquisition in the jurisdictions in which legal title of the underlying asset or liability resides.
Other Assets Acquired and Liabilities Assumed (excluding Goodwill) - The Company utilized the carrying values, net of allowances, to value accounts receivable and accounts payable as well as other current assets and liabilities as it was determined that carrying values represented the fair value of those items at the acquisition date.
Goodwill - The excess of the consideration for the acquisition over the fair value of net assets acquired was recorded as goodwill. The goodwill is attributable to expected synergies and expanded market opportunities from combining the Company’s operations with those of Elkay. The goodwill created in the acquisition is not deductible for tax purposes.
XML 49 R33.htm IDEA: XBRL DOCUMENT v3.24.0.1
Significant Accounting Policies (Tables)
 12 Months Ended
Dec. 31, 2023
Accounting Policies [Abstract]  
Schedule of Product Warranty Liability The following table presents changes in the Company’s product warranty liability during each of the periods presented (in millions):
Year Ended
December 31, 2023December 31, 2022December 31, 2021
Balance at beginning of period$4.2 $1.3 $1.2 
Acquired obligations— 3.5 0.3 
Charged to operations2.4 1.6 1.1 
Claims settled(1.9)(2.2)(1.3)
Balance at end of period$4.7 $4.2 $1.3 
Schedule of Accumulated Other Comprehensive Loss
The changes in accumulated other comprehensive loss, net of tax, for the years ended December 31, 2023, 2022, and 2021 are as follows (in millions):
Foreign Currency Translation and Other AdjustmentsPension and Other Postretirement PlansTotal
Balance at December 31, 2020$(46.0)$(27.8)$(73.8)
Other comprehensive (loss) income before reclassifications(4.2)14.9 10.7 
Amounts reclassified from accumulated other comprehensive loss— 3.5 3.5 
PMC Spin-Off Transaction(20.7)5.4 (15.3)
Balance at December 31, 2021$(70.9)$(4.0)$(74.9)
Other comprehensive (loss) income before reclassifications$(4.2)$4.1 $(0.1)
Balance at December 31, 2022$(75.1)$0.1 $(75.0)
Other comprehensive income before reclassifications$3.6 $3.7 $7.3 
Balance at December 31, 2023$(71.5)$3.8 $(67.7)
Reclassification out of Accumulated Other Comprehensive Loss
The following table summarizes the amounts reclassified from accumulated other comprehensive loss to net income during the year ended December 31, 2021 (in millions):
Pension and other postretirement plansYear Ended December 31, 2021Income Statement Line Item
Amortization of prior service credit$(0.2)Other income (expense), net
PMC Spin-Off Transaction settlement4.8 Discontinued operations, net of tax
Benefit (provision) for income taxes(1.1)
Total, net of income taxes$3.5 
Summary of Net Sales and Long-Lived Assets
Net sales to third parties and long-lived assets by geographic region are as follows (in millions):
 Net SalesLong-lived Assets
 Year Ended December 31, 2023Year Ended December 31, 2022Year Ended December 31, 2021December 31, 2023December 31, 2022December 31, 2021
United States$1,368.8 $1,135.3 $792.8 $160.6 $165.9 $51.6 
Canada133.8 131.1 113.3 11.7 12.0 12.7 
Rest of World27.9 15.4 4.8 8.0 5.9 0.1 
$1,530.5 $1,281.8 $910.9 $180.3 $183.8 $64.4 
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Acquisitions (Tables)
 12 Months Ended
Dec. 31, 2023
Business Combination and Asset Acquisition [Abstract]  
Preliminary Fair Value Assets Acquired and Liabilities Assumed The final fair value of the assets acquired and liabilities assumed were as follows (in millions):
As Reported June 30, 2023
Assets acquired:
Receivables, net$92.0 
Inventories139.5 
Other current assets8.5 
Property, plant and equipment, net127.1 
Intangible assets, net865.5 
Goodwill546.2 
Other assets56.9 
Total assets acquired$1,835.7 
Liabilities assumed:
Trade payables$30.5 
Compensation and benefits39.3 
Current portion of pension and other postretirement benefit obligations17.3 
Other current liabilities45.8 
Operating lease liability24.2 
Pension and other postretirement benefit obligations3.6 
Deferred income taxes206.7 
Other liabilities10.5 
Total liabilities assumed377.9 
Total purchase price$1,457.8 
Schedule of Pro Forma Financial Information
The pro forma financial information is presented for illustrative purposes only and is not necessarily indicative of the operating results that would have been achieved had the Elkay Merger been completed as of the date indicated or the results that may be obtained in the future.
Year Ended
December 31, 2022December 31, 2021
Net sales$1,580.5 $1,477.7 
Net income (loss) from continuing operations$91.1 $(4.2)
Earnings per share from continuing operations
Basic$0.60 $(0.03)
Assuming dilution$0.59 $(0.03)
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Discontinued Operations (Tables)
 12 Months Ended
Dec. 31, 2023
Discontinued Operations and Disposal Groups [Abstract]  
Schedule of Discontinued Operations
The major components of the Income from discontinued operations, net of tax presented in the consolidated statements of operations during the years ended December 31, 2023, 2022, and 2021 are included in the table below (in millions):
Year Ended
(1)(2)(3)
December 31, 2023
December 31, 2022
December 31, 2021
Net sales$— $— $973.0 
Cost of sales— — 598.6 
Selling, general and administrative expenses/(income)(8.4)(2.9)260.2 
Restructuring and other similar charges— — 1.9 
Amortization of intangible assets— — 9.9 
Interest expense, net— — 4.1 
Actuarial loss on pension and other postretirement benefit obligations— — 4.8 
Other non-operating income, net— — (5.6)
Income from discontinued operations before income tax8.4 2.9 99.1 
Income tax benefit (provision)0.1 1.8 (28.0)
Equity method investment income— — 0.3 
Non-controlling interest income— — (0.2)
Income from discontinued operations, net of tax$8.5 $4.7 $71.2 
____________________
(1)Selling, general and administrative expenses for the year ended December 31, 2023 include the reversal of certain accruals as a result of costs the Company will no longer incur related to the Spin-Off Transaction.
(2)Results of operations for the year ended December 31, 2022 includes the reversal of certain accruals as a result of costs the Company is obligated to indemnify Regal Rexnord Corporation for being lower than original estimates.
(3)Results of operations during the year ended December 31, 2021 reflect the period from January 1, 2021 through October 4, 2021, the date on which the Spin-Off Transaction of PMC was completed.
The consolidated statements of cash flows for the periods presented have not been adjusted to separately disclose cash flows related to discontinued operations. However, the significant investing and financing cash flows and other significant non-cash operating items associated with the discontinued operations were as follows (in millions):
Year Ended
(1)
December 31, 2022
December 31, 2021
Depreciation$— $34.9 
Amortization of intangible assets— 9.9 
Gain on disposition of assets— (10.1)
Deferred income taxes— 0.5 
Actuarial loss on pension and other postretirement benefit obligations— 4.8 
Other non-cash (income) expenses— (0.3)
Stock-based compensation— 13.9 
Expenditures for property, plant and equipment— (17.5)
Acquisitions, net of cash acquired— — 
Proceeds from dispositions of long-lived assets— 14.3 
Net payments from divestiture of discontinued operations35.0 4.2 
Repayments of debt— (1.6)
Proceeds from exercise of stock options— 12.8 
Taxes withheld and paid on employees' shared-based payment awards— (0.5)
___________________
(1)Results of operations during the year ended December 31, 2021 reflect the period from January 1, 2021 through October 4, 2021, the date on which the Spin-Off Transaction of PMC was completed.
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Restructuring and Other Similar Charges (Tables)
 12 Months Ended
Dec. 31, 2023
Restructuring and Related Activities [Abstract]  
Schedule of Restructuring and Related Costs
The following table summarizes the Company's restructuring and other similar charges incurred during the years ended December 31, 2023, 2022, and 2021 (in millions):
Year Ended
December 31, 2023December 31, 2022December 31, 2021
Employee termination benefits$3.4 $13.6 $3.7 
Asset impairment charges2.5 — — 
Contract termination and other associated costs9.4 1.8 — 
Total restructuring and other similar charges$15.3 $15.4 $3.7 
Restructuring Costs To-date (Period from April 1, 2011 to December 31, 2023)
Restructuring Costs To-date (Period from April 1, 2011 to December 31, 2023)
Employee termination benefits$33.8 
Asset impairment charges2.5 
Contract termination and other associated costs18.5 
Total restructuring and other similar charges$54.8 
Schedule of Activity in Restructuring Accrual
The following table summarizes the activity in the Company's accrual for restructuring and other similar charges for the years ended December 31, 2023 and 2022 (in millions):
Employee termination benefitsAsset impairment chargesContract termination and other associated costsTotal
Accrued restructuring costs, December 31, 2021
$2.4 $— $— $2.4 
Elkay opening balance sheet accrual4.7 — — 4.7 
Charges13.6 — 1.8 15.4 
Cash payments(12.9)— (0.6)(13.5)
Accrued restructuring costs, December 31, 2022 (1)
$7.8 $— $1.2 $9.0 
Charges3.4 2.5 9.4 15.3 
Cash payments (10.5)— (10.0)(20.5)
Non-cash charges— (2.5)— (2.5)
Accrued restructuring costs, December 31, 2023 (1)
$0.7 $— $0.6 $1.3 
____________________
(1)    As of December 31, 2023, the restructuring accrual is included in other current liabilities in the consolidated balance sheets. As of December 31, 2022, $8.4 million of the restructuring accrual is included in other current liabilities and $0.6 million is included in other liabilities in the consolidated balance sheets.
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Revenue Recognition (Tables)
 12 Months Ended
Dec. 31, 2023
Revenue from Contract with Customer [Abstract]  
Disaggregation of Revenue The following tables present revenue disaggregated by customer type and the geographic region of the end customer (in millions):
Year Ended
Customer TypeDecember 31, 2023December 31, 2022December 31, 2021
Institutional$690.5 $517.7 $334.8 
Commercial443.1 373.7 286.7 
All other396.9 390.4 289.4 
    Total$1,530.5 $1,281.8 $910.9 

Year Ended
GeographyDecember 31, 2023December 31, 2022December 31, 2021
United States$1,410.1 $1,171.8 $819.9 
Canada78.7 75.1 67.4 
Rest of world41.7 34.9 23.6 
    Total$1,530.5 $1,281.8 $910.9 
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Inventories (Tables)
 12 Months Ended
Dec. 31, 2023
Inventory Disclosure [Abstract]  
Major Classes of Inventories
The major classes of inventories are summarized as follows (in millions):
December 31, 2023December 31, 2022
Finished goods$224.8 $285.9 
Work in progress11.5 19.1 
Raw materials48.8 75.7 
Inventories at First-in, First-Out ("FIFO") cost285.1 380.7 
Adjustment to state inventories at Last-in, First-Out ("LIFO") cost(7.5)(14.0)
$277.6 $366.7 
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Property, Plant and Equipment (Tables)
 12 Months Ended
Dec. 31, 2023
Property, Plant and Equipment [Abstract]  
Property, Plant and Equipment
Property, plant and equipment, net is summarized as follows (in millions):
 December 31, 2023December 31, 2022
Land$14.1 $14.3 
Buildings and improvements108.5 92.9 
Machinery and equipment114.6 120.4 
Computer hardware and software28.0 26.2 
Construction in-progress18.0 9.7 
283.2 263.5 
Less accumulated depreciation(102.9)(79.7)
$180.3 $183.8 
XML 56 R40.htm IDEA: XBRL DOCUMENT v3.24.0.1
Goodwill and Intangible Assets (Tables)
 12 Months Ended
Dec. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]  
Schedule of Intangible Assets and Goodwill
The changes in the net carrying value of goodwill for the years ended December 31, 2023 and 2022 consisted of the following (in millions):
Net carrying amount as of December 31, 2021
$254.1 
Elkay Merger (1)527.2 
Purchase accounting adjustments (1)(1.3)
Currency translation adjustments(3.0)
Net carrying amount as of December 31, 2022
$777.0 
Purchase accounting adjustments (1)19.0 
Net carrying amount as of December 31, 2023
$796.0 
______________________
(1)Refer to Note 3, Acquisitions for additional information regarding acquisitions.
Schedule of Gross Carrying Amount and Accumulated Amortization for Finite-Lived Intangible Assets
The gross carrying amount and accumulated amortization for each major class of identifiable intangible assets as of December 31, 2023 and December 31, 2022 consisted of the following (in millions):
December 31, 2023
Weighted Average Useful LifeGross Carrying AmountAccumulated AmortizationNet Carrying Amount
Intangible assets subject to amortization:
Patents9 years$26.4 $(22.8)$3.6 
Customer relationships (including distribution network)16 years1,070.4 (348.8)721.6 
Tradenames19 years156.8 (16.7)140.1 
Intangible assets not subject to amortization - trademarks and tradenames87.1 — 87.1 
Total intangible assets, net16 years$1,340.7 $(388.3)$952.4 
December 31, 2022
Weighted Average Useful LifeGross Carrying AmountAccumulated AmortizationNet Carrying Amount
Intangible assets subject to amortization:
Patents9 years$25.5 $(22.5)$3.0 
Customer relationships (including distribution network)16 years1,069.5 (298.2)771.3 
Tradenames19 years156.8 (8.5)148.3 
Intangible assets not subject to amortization - trademarks and tradenames87.1 — 87.1 
Total intangible assets, net16 years$1,338.9 $(329.2)$1,009.7 
The fair value and weighted average useful life of the identifiable intangible assets are as follows (in millions):    
Fair ValueWeighted Average Useful Life
(in years)
Trade name (1)$145.3 20
Customer relationships (2)720.2 16
Fair value of intangible assets acquired$865.5 
____________________
(1)The Elkay trade name was valued using the relief from royalty method, which considers both the market approach and the income approach.
(2)The fair value of customer relationships was valued using a multi-period excess earnings method, a form of the income approach, which incorporates the estimated future cash flows to be generated from Elkay's existing customer base.
Schedule of Gross Carrying Amount and Accumulated Amortization for Infinite-Lived Intangible Assets
The gross carrying amount and accumulated amortization for each major class of identifiable intangible assets as of December 31, 2023 and December 31, 2022 consisted of the following (in millions):
December 31, 2023
Weighted Average Useful LifeGross Carrying AmountAccumulated AmortizationNet Carrying Amount
Intangible assets subject to amortization:
Patents9 years$26.4 $(22.8)$3.6 
Customer relationships (including distribution network)16 years1,070.4 (348.8)721.6 
Tradenames19 years156.8 (16.7)140.1 
Intangible assets not subject to amortization - trademarks and tradenames87.1 — 87.1 
Total intangible assets, net16 years$1,340.7 $(388.3)$952.4 
December 31, 2022
Weighted Average Useful LifeGross Carrying AmountAccumulated AmortizationNet Carrying Amount
Intangible assets subject to amortization:
Patents9 years$25.5 $(22.5)$3.0 
Customer relationships (including distribution network)16 years1,069.5 (298.2)771.3 
Tradenames19 years156.8 (8.5)148.3 
Intangible assets not subject to amortization - trademarks and tradenames87.1 — 87.1 
Total intangible assets, net16 years$1,338.9 $(329.2)$1,009.7 
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Other Current Liabilities (Tables)
 12 Months Ended
Dec. 31, 2023
Other Liabilities Disclosure [Abstract]  
Schedule of Other Current Liabilities
Other current liabilities are summarized as follows (in millions):
December 31, 2023December 31, 2022
Commissions$8.6 $9.0 
Current portion of operating lease liability (1)10.6 9.4 
Income taxes payable3.5 2.3 
Professional fees0.6 2.3 
Product warranty (2)4.7 4.2 
Restructuring and other similar charges (3)1.3 8.4 
Risk management (4)5.2 16.3 
Sales rebates70.8 56.0 
Tax indemnities13.8 19.0 
Taxes, other than income taxes3.7 2.5 
Other9.0 16.5 
$131.8 $145.9 
___________________
(1)See more information related to leases within Note 13, Leases.
(2)See more information related to the product warranty obligations balance within Note 2, Significant Accounting Policies.
(3)See more information related to the restructuring obligations balance within Note 5, Restructuring and Other Similar Charges.
(4)Includes projected liabilities related to losses arising from automobile, general, environmental, and product liability claims.
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Long-Term Debt (Tables)
 12 Months Ended
Dec. 31, 2023
Debt Disclosure [Abstract]  
Summary of Long-Term Debt
Long-term debt is summarized as follows (in millions):
December 31, 2023December 31, 2022
Term loan (1)$473.6 $535.3 
Finance leases (2)21.7 0.6 
Total495.3 535.9 
Less current maturities0.9 5.7 
Long-term debt$494.4 $530.2 
____________________
(1)Includes unamortized debt issuance costs of $6.8 million and $9.2 million at December 31, 2023 and December 31, 2022, respectively.
(2)See more information related to finance leases within Note 13, Leases.
Schedule of Maturities of Long-Term Debt
Future maturities of debt and finance lease obligations as of December 31, 2023, excluding the unamortized debt issuance costs of $6.8 million, were as follows (in millions):
Years ending December 31:
2024$0.9 
20250.9 
20260.9 
20271.0 
2028481.5 
Thereafter16.9 
$502.1 
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Fair Value Measurements (Tables)
 12 Months Ended
Dec. 31, 2023
Fair Value Disclosures [Abstract]  
Schedule of Finite-Lived Intangible Assets
The gross carrying amount and accumulated amortization for each major class of identifiable intangible assets as of December 31, 2023 and December 31, 2022 consisted of the following (in millions):
December 31, 2023
Weighted Average Useful LifeGross Carrying AmountAccumulated AmortizationNet Carrying Amount
Intangible assets subject to amortization:
Patents9 years$26.4 $(22.8)$3.6 
Customer relationships (including distribution network)16 years1,070.4 (348.8)721.6 
Tradenames19 years156.8 (16.7)140.1 
Intangible assets not subject to amortization - trademarks and tradenames87.1 — 87.1 
Total intangible assets, net16 years$1,340.7 $(388.3)$952.4 
December 31, 2022
Weighted Average Useful LifeGross Carrying AmountAccumulated AmortizationNet Carrying Amount
Intangible assets subject to amortization:
Patents9 years$25.5 $(22.5)$3.0 
Customer relationships (including distribution network)16 years1,069.5 (298.2)771.3 
Tradenames19 years156.8 (8.5)148.3 
Intangible assets not subject to amortization - trademarks and tradenames87.1 — 87.1 
Total intangible assets, net16 years$1,338.9 $(329.2)$1,009.7 
The fair value and weighted average useful life of the identifiable intangible assets are as follows (in millions):    
Fair ValueWeighted Average Useful Life
(in years)
Trade name (1)$145.3 20
Customer relationships (2)720.2 16
Fair value of intangible assets acquired$865.5 
____________________
(1)The Elkay trade name was valued using the relief from royalty method, which considers both the market approach and the income approach.
(2)The fair value of customer relationships was valued using a multi-period excess earnings method, a form of the income approach, which incorporates the estimated future cash flows to be generated from Elkay's existing customer base.
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Leases (Tables)
 12 Months Ended
Dec. 31, 2023
Leases [Abstract]  
ROU Assets and Lease Liability Recorded on Consolidated Balance Sheets
ROU assets and lease liability balances recorded on the consolidated balance sheets are summarized as follows (in millions):
LeasesClassificationDecember 31, 2023December 31, 2022
Assets:    
Operating ROU assetsOther assets$46.4 $42.6 
Finance ROU assets Property, plant and equipment, net (1) 20.8 0.8 
Total ROU assets$67.2 $43.4 
     
Liabilities:
Current    
OperatingOther current liabilities$10.6 $9.4 
Finance Current maturities of debt 0.9 0.2 
Non-current
Operating  Operating lease liability 37.3 34.2 
FinanceLong-term debt20.8 0.4 
Total lease liabilities   $69.6 $44.2 
____________________
(1)Finance lease assets are recorded net of accumulated amortization of $2.0 million and $0.3 million as of December 31, 2023 and December 31, 2022, respectively.
Lease Costs
The components of lease expense reported in the consolidated statements of operations are as follows (in millions):
Year Ended
December 31, 2023December 31, 2022December 31, 2021
Operating lease expenses (1)$13.8 $9.8 $6.1 
Finance lease expenses:
Depreciation of finance ROU assets (1)1.7 0.2 0.1 
Interest on lease liabilities (2)1.5 — — 
Total finance lease expense3.2 0.2 0.1 
Variable and short-term lease expense (1)7.0 6.2 3.5 
Total lease expense$24.0 $16.2 $9.7 
____________________
(1)Included in cost of sales, selling, general and administrative expenses, and restructuring and other similar charges.
(2)Included in interest expense, net.
The weighted-average remaining lease terms and discount rates for leases are as follows:
Year Ended
Lease Term and Discount RateDecember 31, 2023December 31, 2022December 31, 2021
Weighted-average remaining lease terms (years): 
Operating leases5.96.42.8
Finance leases13.83.03.3
Weighted-average discount rate:
Operating leases6.4 %6.1 %3.3 %
Finance leases7.1 %5.2 %3.4 %
Cash paid for amounts included in the measurement of lease liabilities are as follows (in millions):
Year Ended
December 31, 2023December 31, 2022December 31, 2021
Operating cash flows from operating leases$13.2 $9.8 $6.4 
Operating cash flows from finance leases1.5 — — 
Financing cash flows from finance leases0.8 0.2 0.1 
ROU assets obtained in exchange for lease liabilities are as follows (in millions):
Year Ended
December 31, 2023December 31, 2022December 31, 2021
Operating leases$14.4 $38.9 $1.9 
Finance leases21.8 0.5 0.1 
Future Minimum Lease Payments Under Finance Leases
Future minimum lease payments under operating and finance leases as of December 31, 2023 are as follows (in millions):
Years ending December 31,
Operating Leases (1)
Finance Leases (1)
2024$13.3 $2.4 
202510.6 2.3 
20269.1 2.3 
20278.2 2.3 
20284.8 2.3 
Thereafter12.2 23.0 
Total future minimum lease payments58.2 34.6 
Less: Imputed interest(10.3)(12.9)
Total lease liabilities$47.9 $21.7 
____________________
(1)Excludes legally binding minimum lease payments for leases signed but not yet commenced.
Future Minimum Lease Payments Under Operating Leases
Future minimum lease payments under operating and finance leases as of December 31, 2023 are as follows (in millions):
Years ending December 31,
Operating Leases (1)
Finance Leases (1)
2024$13.3 $2.4 
202510.6 2.3 
20269.1 2.3 
20278.2 2.3 
20284.8 2.3 
Thereafter12.2 23.0 
Total future minimum lease payments58.2 34.6 
Less: Imputed interest(10.3)(12.9)
Total lease liabilities$47.9 $21.7 
____________________
(1)Excludes legally binding minimum lease payments for leases signed but not yet commenced.
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Stock-Based Compensation (Tables)
 12 Months Ended
Dec. 31, 2023
Share-Based Payment Arrangement [Abstract]  
Schedule of Fair Value of Options Granted
The fair value of each option granted under the Plan was estimated on the date of grant using the Black-Scholes valuation model that uses the following weighted-average assumptions:
Year Ended
December 31, 2023December 31, 2022December 31, 2021
Expected option term (in years)6.56.56.5
Expected volatility factor32 %32 %34 %
Weighted-average risk-free interest rate3.90 %3.11 %1.02 %
Expected dividend rate1.2 %1.0 %0.5 %
Schedule of Stock Options Activity
A summary of stock option activity during the years ended December 31, 2023, 2022, and 2021 is as follows:
Year Ended
December 31, 2023December 31, 2022December 31, 2021
SharesWeighted Avg. Exercise PriceSharesWeighted Avg. Exercise PriceSharesWeighted Avg. Exercise Price
Number of shares under options:
Outstanding at beginning of period2,647,578 $13.75 2,844,062 $13.44 3,862,822 $22.99 
Granted146,295 22.25 103,454 28.68 432,478 39.79 
Exercised (1)(655,644)11.66 (221,506)11.89 (3,260,839)14.24 
Spin-Off Transaction conversion— — — — 2,413,727 10.98 
Canceled/Forfeited(48,736)27.77 (78,432)27.65 (604,126)32.04 
Outstanding at end of period (2)2,089,493 $14.67 2,647,578 $13.75 2,844,062 $13.44 
Exercisable at end of period (3)1,878,789 $13.35 2,439,667 $12.36 2,566,451 $11.75 
______________________
(1)The total intrinsic value of options exercised during the years ended December 31, 2023, 2022, and 2021 was $11.0 million, $3.8 million and $90.4 million, respectively.
(2)The weighted average remaining contractual life of options outstanding was 4.1 years at December 31, 2023, 4.4 years at December 31, 2022 and 5.1 years at December 31, 2021. The aggregate intrinsic value of options outstanding at December 31, 2023 was $31.4 million.
(3)The weighted average remaining contractual life of options exercisable was 3.4 years at December 31, 2023, 3.9 years at December 31, 2022 and 4.6 years at December 31, 2021. The aggregate intrinsic value of options exercisable at December 31, 2023 was $30.6 million.
SharesWeighted Avg. Exercise Price
Nonvested options at beginning of period207,911 $30.05 
Granted146,295 22.25 
Vested(105,475)27.18 
Canceled/Forfeited(38,027)27.75 
Nonvested options at end of period210,704 $26.49 
Schedule of Restricted Stock Units Activity A summary of RSU activity during the years ended December 31, 2023, 2022, and 2021 is as follows:
Year Ended
December 31, 2023December 31, 2022December 31, 2021
UnitsWeighted Avg. Grant Date Fair ValueUnitsWeighted Avg. Grant Date Fair ValueUnitsWeighted Avg. Grant Date Fair Value
Nonvested RSUs at beginning of period580,112 $29.33 501,331 $25.98 647,668 $26.54 
Granted242,385 23.40 370,244 28.80 483,067 38.56 
Spin-Off Transaction conversion— — — — 227,058 16.54 
Vested(218,153)30.70 (166,318)18.37 (501,902)22.49 
Canceled/Forfeited(103,023)28.40 (125,145)28.92 (354,560)32.70 
Nonvested RSUs at end of period501,321 $26.05 580,112 $29.33 501,331 $25.98 
Schedule of Nonvested Performance-based Units Activity A summary of PSU activity during the years ended December 31, 2023, 2022, and 2021 is as follows:
Year Ended
December 31, 2023December 31, 2022December 31, 2021
UnitsWeighted Avg. Grant Date Fair ValueUnitsWeighted Avg. Grant Date Fair ValueUnitsWeighted Avg. Grant Date Fair Value
Nonvested PSUs at beginning of period939,459 $27.07 777,374 $26.27 1,022,985 $26.68 
Granted425,246 23.25 177,724 30.92 1,559,795 30.93 
Spin-Off conversion Transaction— — — — 1,986,910 14.12 
Vested(468,722)22.17 — — (3,739,235)14.39 
Canceled/Forfeited(29,173)26.07 (15,639)30.70 (53,081)24.72 
Nonvested PSUs at end of period866,810 $27.88 939,459 $27.07 777,374 $26.27 
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Retirement Benefits (Tables)
 12 Months Ended
Dec. 31, 2023
Retirement Benefits [Abstract]  
Components of Net Benefit Costs
The components of net periodic benefit cost reported in the consolidated statements of operations are as follows (in millions):
Year Ended
December 31, 2023December 31, 2022December 31, 2021
Pension Benefits:
Service cost$0.1 $0.1 $0.4 
Interest cost12.1 8.6 13.3 
Expected return on plan assets(7.5)(9.6)(17.3)
Benefit cost associated with special events:
PMC Spin-Off— — 5.7 
Net periodic benefit (income) expense$4.7 $(0.9)$2.1 
Other Postretirement Benefits:
Interest cost$0.6 $0.4 $0.3 
Amortization of prior service credit— — (0.2)
Benefit cost associated with special events:
PMC Spin-Off— — (0.9)
Recognition of actuarial gains(2.0)(1.9)(1.2)
Net periodic benefit (income) expense$(1.4)$(1.5)$(2.0)
Summary of the Plan's Status
The status of the plans is summarized as follows (in millions):
 Pension BenefitsOther Postretirement Benefits
 Year Ended December 31, 2023Year Ended December 31, 2022Year Ended December 31, 2023Year Ended December 31, 2022
Benefit obligation at beginning of period$(226.3)$(297.9)$(11.7)$(10.6)
Elkay Merger (1)— (0.9)— (20.4)
Service cost(0.1)(0.1)— — 
Interest cost(12.1)(8.6)(0.6)(0.4)
Actuarial (losses) gains(5.1)61.3 2.4 1.2 
Benefits paid19.6 19.9 1.4 18.7 
Plan participant contributions— — (0.2)(0.2)
Benefit obligation at end of period$(224.0)$(226.3)$(8.7)$(11.7)
Plan assets at the beginning of the period$186.2 $249.9 $— $— 
Elkay Merger (1)— 0.5 — — 
Actual return on plan assets17.2 (44.8)— — 
Contributions11.4 0.5 1.4 1.4 
Benefits paid(19.6)(19.9)(1.4)(1.4)
Plan assets at end of period$195.2 $186.2 $— $— 
Funded status of plans$(28.8)$(40.1)$(8.7)$(11.7)
Net amount on Consolidated Balance Sheets consists of:
Non-current assets$0.3 $0.3 $— $— 
Current liabilities$(0.3)$(0.3)$(1.0)$(1.3)
Long-term liabilities(28.8)(40.1)(7.7)(10.4)
Total net funded status$(28.8)$(40.1)$(8.7)$(11.7)

(1)     In accordance with the terms of the Elkay Merger, the Company paid $17.3 million following the completion of the Elkay Merger to liquidate all remaining obligations associated with one of Elkay's defined benefit plans assumed in the Elkay Merger.
Schedule of Defined Benefit Plan Amounts Recognized in Other Comprehensive Income (Loss)
Amounts included in accumulated other comprehensive loss, net of tax, related to defined benefit plans at December 31, 2023 and December 31, 2022 consist of the following (in millions):
As of December 31, 2023
Pension
Benefits		Other Postretirement
Benefits		Total
Unrecognized actuarial gain(4.1)(0.9)(5.0)
Accumulated other comprehensive income, gross(4.1)(0.9)(5.0)
Deferred income tax provision1.0 0.2 1.2 
Accumulated other comprehensive income, net$(3.1)$(0.7)$(3.8)
As of December 31, 2022
Pension
Benefits		Other Postretirement
Benefits		Total
Unrecognized actuarial loss (gain)0.4 (0.5)(0.1)
Accumulated other comprehensive loss (income), gross0.4 (0.5)(0.1)
Deferred income tax (benefit) provision(0.1)0.1 — 
Accumulated other comprehensive loss (income), net$0.3 $(0.4)$(0.1)
Schedule of Assumptions Used
The following table presents significant assumptions used to determine benefit obligations and net periodic benefit cost (income) in weighted-average percentages:
 Pension BenefitsOther Postretirement Benefits
 December 31, 2023December 31, 2022December 31, 2021December 31, 2023December 31, 2022December 31, 2021
Benefit Obligations:
Discount rate5.2 %5.6 %3.0 %5.2 %5.6 %2.9 %
Rate of compensation increase3.0 %3.0 %3.0 %n/an/an/a
Net Periodic Benefit Cost:
Discount rate5.6 %3.0 %2.7 %5.6 %3.4 %2.4 %
Rate of compensation increase3.0 %3.0 %3.0 %n/an/an/a
Expected return on plan assets4.3 %4.0 %4.3 %n/an/an/a
Schedule of Allocation of Plan Assets The following table presents the Company’s target investment allocations for the year ended December 31, 2023 and actual investment allocations at December 31, 2023 and December 31, 2022.
 Plan Assets
 December 31, 2023December 31, 2022
 Investment
Policy (1)		Target
Allocation (2)		Actual
Allocation		Actual
Allocation
Equity securities20%-40%30%30%40%
Debt securities (including cash and cash equivalents)55%-80%70%70%60%
Other0%-10%—%—%—%
______________________
(1)The investment policy allocation represents the guidelines of the Company's pension plans based on the changes in the plans funded status.
(2)The target allocations represent the weighted average target allocations for the Company's pension plans.
Schedule of Fair Value of Pension Plan Assets
The fair values of the Company’s pension plan assets for both the U.S and non-U.S. plans at December 31, 2023 and December 31, 2022, by asset category are included in the table below (in millions). For additional information on the fair value hierarchy and the inputs used to measure fair value, see Note 12, Fair Value Measurements.
 December 31, 2023
 Quoted Prices in
Active  Market
(Level 1)		Significant Other
Observable  Inputs
(Level 2)		Significant
Unobservable
Inputs (Level 3)		Assets measured at net asset value
(1)		Total
Cash and cash equivalents$14.9 $— $— $— $14.9 
Investment funds
   Fixed income funds (2) — — — 123.5 123.5 
   U.S. equity funds (3)9.3 — — 28.8 38.1 
   International equity funds (3)— — — 16.4 16.4 
   Balanced funds (3)— — — 2.3 2.3 
Total$24.2 $— $— $171.0 $195.2 
 December 31, 2022
 Quoted Prices in
Active  Market
(Level 1)		Significant Other
Observable  Inputs
(Level 2)		Significant
Unobservable
Inputs (Level 3)		Assets measured at net asset value
(1)		Total
Cash and cash equivalents$3.3 $— $— $— $3.3 
Investment funds
   Fixed income funds (2) — — — 107.0 107.0 
   U.S. equity funds (3)9.1 — — 42.4 51.5 
   International equity funds (3)— — — 22.2 22.2 
   Balanced funds (3)— — — 2.2 2.2 
Total$12.4 $— $— $173.8 $186.2 
______________________
(1)Certain investments that are measured at fair value using the net asset value per share (or its equivalent) have not been classified in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the statement of financial position.
(2)The Company's fixed income mutual and commingled funds primarily include investments in U.S. government securities and corporate bonds. The commingled funds also include an insignificant portion of investments in asset-backed securities or partnerships. The mutual and commingled funds are primarily valued using the net asset value, which reflects the plan's share of the fair value of the investments.
(3)The Company's equity mutual and commingled funds primarily include investments in U.S. and international common stock. The balanced mutual and commingled funds invest in a combination of fixed income and equity securities. The mutual and commingled funds are primarily valued using the net asset value, which reflects the plan's share of the fair value of the investments.
The fair values of the Company’s deferred compensation plan assets and liability are included in the table below (in millions). For additional information on the fair value hierarchy and the inputs used to measure fair value, see Note 12, Fair Value Measurements.
Fair Value as of December 31, 2023
Quoted Prices in
Active Market
(Level 1)		Significant Other
Observable Inputs
(Level 2)		Significant
Unobservable
Inputs (Level 3)		Total
Deferred compensation plan assets:    
Mutual funds (1)$0.1 $— $— $0.1 
Corporate-owned life insurance policies (2)— 13.2 — 13.2 
Total assets at fair value$0.1 $13.2 $— $13.3 
     
Deferred compensation liability at fair value (3):$14.7 $— $— $14.7 
Fair Value as of December 31, 2022
Quoted Prices in
Active Market
(Level 1)		Significant Other
Observable Inputs
(Level 2)		Significant
Unobservable
Inputs (Level 3)		Total
Deferred compensation plan assets:    
Mutual funds (1)$0.2 $— $— $0.2 
Corporate-owned life insurance policies (2)— 11.3 — 11.3 
Total assets at fair value$0.2 $11.3 $— $11.5 
 
Deferred compensation liability at fair value (3):$12.1 $— $— $12.1 
______________________
(1)The Company has elected to use the fair value option for the mutual funds to better align the measurement of the assets with the measurement of the liability, which are measured using quoted prices of identical instruments in active markets and are categorized as Level 1.
(2)The corporate-owned life insurance contracts are recorded at cash surrender value, which is provided by a third party and reflects the net asset value of the underlying publicly traded mutual funds, and are categorized as Level 2.
(3)The deferred compensation liability is measured at fair value based on the quoted prices of identical instruments to the investment vehicles selected by the participants.
Schedule of Expected Benefit Payments
Expected benefit payments to be paid in each of the next five years and in the aggregate for the five years thereafter are as follows (in millions):
Years Ending December 31:Pension
Benefits		Other
Postretirement
Benefits
2024$19.7 $1.0 
202519.6 1.0 
202619.3 1.0 
202719.0 1.0 
202818.7 0.9 
2029 - 203386.3 3.7 
XML 63 R47.htm IDEA: XBRL DOCUMENT v3.24.0.1
Income Taxes (Tables)
 12 Months Ended
Dec. 31, 2023
Income Tax Disclosure [Abstract]  
Components of the Provision (Benefit) For Income Taxes
The components of the provision for income taxes are as follows (in millions):
 Year Ended
 December 31, 2023December 31, 2022December 31, 2021
Current:
United States$36.4 $16.7 $7.2 
Non-United States4.6 1.8 1.0 
State and local7.6 5.4 2.7 
Total current48.6 23.9 10.9 
Deferred:
United States(7.5)3.4 (8.8)
Non-United States1.3 0.7 (0.1)
State and local0.2 (1.2)0.7 
Total deferred(6.0)2.9 (8.2)
Provision for income taxes$42.6 $26.8 $2.7 
U.S. Statutory Income Tax Rate Reconciliation
The provision for income taxes differs from the United States statutory income tax rate due to the following items (in millions):
 Year Ended
 December 31, 2023December 31, 2022December 31, 2021
Provision for income taxes at U.S. federal statutory income tax rate$30.8 $17.6 $11.0 
State and local income taxes, net of federal benefit5.2 3.4 1.4 
Net effects of foreign rate differential0.9 0.5 (0.2)
Net effects of foreign operations0.1 — 0.8 
Nondeductible acquisition costs(1.3)4.2 — 
Unrecognized tax benefits, net of federal benefit0.5 0.2 1.0 
Excess tax benefits related to equity compensation(1.7)(1.2)(17.7)
§162(m) compensation limitation6.2 3.3 5.1 
Nondeductible loss on divestiture of asbestos liabilities and certain assets2.0 — — 
Net changes in valuation allowance0.5 (0.8)1.6 
Other(0.6)(0.4)(0.3)
Provision for income taxes $42.6 $26.8 $2.7 
Components of Income (Loss) Before Income Taxes
The provision for income taxes was calculated based upon the following components of income from continuing operations before income taxes (in millions):
 Year Ended
 December 31, 2023December 31, 2022December 31, 2021
United States$127.6 $74.5 $49.5 
Non-United States19.2 9.3 2.9 
Income before income taxes$146.8 $83.8 $52.4 
Schedule of Deferred Income Taxes
Deferred income taxes consist of the tax effects of the following temporary differences (in millions):
December 31, 2023December 31, 2022
Deferred tax assets:
Compensation and retirement benefits$24.5 $20.2 
General accruals and reserves11.3 17.2 
Lease liabilities17.2 10.7 
State tax net operating loss and credit carryforwards13.4 17.3 
Federal and state capital loss carryforwards0.5 17.7 
Foreign net operating loss carryforwards1.0 1.5 
Other2.8 3.9 
Total deferred tax assets before valuation allowance70.7 88.5 
Valuation allowance(12.0)(32.2)
Total deferred tax assets58.7 56.3 
Deferred tax liabilities:
Property, plant and equipment23.4 29.0 
Lease ROU assets16.6 10.6 
Inventories17.0 14.9 
Intangible assets and goodwill208.4 220.1 
Total deferred tax liabilities265.4 274.6 
Net deferred tax assets (liabilities)$(206.7)$(218.3)
Net amount on Consolidated Balance Sheets consists of:
Other assets$3.3 $3.1 
Deferred income taxes(210.0)(221.4)
Net long-term deferred tax assets (liabilities)$(206.7)$(218.3)
Reconciliation of Gross Unrecognized Tax Benefits
The following table represents a reconciliation of the beginning and ending amount of the gross unrecognized tax benefits, excluding interest and penalties, for the years ended December 31, 2023 and 2022 (in millions):
Year Ended
December 31, 2023December 31, 2022
Balance at beginning of period$5.4 $5.9 
Additions based on tax positions related to the current year0.1 0.1 
Additions for tax positions of prior years0.1 0.4 
Reductions due to lapse of applicable statute of limitations(0.5)(1.0)
Balance at end of period$5.1 $5.4 
XML 64 R48.htm IDEA: XBRL DOCUMENT v3.24.0.1
Basis of Presentation and Description of Business (Details) - USD ($)
$ in Millions
 3 Months Ended 12 Months Ended
Dec. 31, 2023
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]        
Loss on divestiture of asbestos liabilities and certain assets $ 11.4 $ 11.4 $ 0.0 $ 0.0
XML 65 R49.htm IDEA: XBRL DOCUMENT v3.24.0.1
Significant Accounting Policies - Narrative (Details)
shares in Millions
 12 Months Ended
Dec. 31, 2023
USD ($)
segment
Rate
shares
Dec. 31, 2022
USD ($)
Rate
shares
Dec. 31, 2021
USD ($)
shares
Property, Plant and Equipment [Line Items]      
Allowance for doubtful accounts $ 3,100,000 $ 1,400,000  
Percentage of inventory valued using LIFO | Rate 92.00% 89.00%  
Write-down of inventories $ 3,400,000 $ 800,000 $ 900,000
Weighted average useful life 16 years 16 years  
Goodwill impairment charges $ 0 $ 0 0
Impairment charges of tangible fixed assets $ 2,500,000 $ 0 $ 0
Antidilutive shares excluded from computation for diluted net income per share (in shares) | shares 0.3 0.4 0.7
Currency translation losses $ 900,000 $ 1,000,000 $ 400,000
Advertising costs 18,400,000 12,500,000 8,200,000
Research, development and engineering costs $ 23,700,000 $ 18,400,000 $ 14,000,000
Number of reportable segments | segment 1    
Number of business segments | segment 1    
Revenue from Contract with Customer Benchmark | Customer Concentration Risk | Largest Customer      
Property, Plant and Equipment [Line Items]      
Concentration risk percentage 20.00% 22.00% 23.00%
Customer relationships (including distribution network)      
Property, Plant and Equipment [Line Items]      
Weighted average useful life 16 years 16 years  
Patents      
Property, Plant and Equipment [Line Items]      
Weighted average useful life 9 years 9 years  
Tradenames      
Property, Plant and Equipment [Line Items]      
Weighted average useful life 19 years 19 years  
Minimum | Customer relationships (including distribution network)      
Property, Plant and Equipment [Line Items]      
Weighted average useful life 7 years    
Minimum | Patents      
Property, Plant and Equipment [Line Items]      
Weighted average useful life 3 years    
Minimum | Tradenames      
Property, Plant and Equipment [Line Items]      
Weighted average useful life 5 years    
Minimum | Buildings and improvements      
Property, Plant and Equipment [Line Items]      
Property, plant and equipment useful life 10 years    
Minimum | Machinery and equipment      
Property, Plant and Equipment [Line Items]      
Property, plant and equipment useful life 5 years    
Minimum | Computer hardware and software      
Property, Plant and Equipment [Line Items]      
Property, plant and equipment useful life 3 years    
Maximum | Customer relationships (including distribution network)      
Property, Plant and Equipment [Line Items]      
Weighted average useful life 20 years    
Maximum | Patents      
Property, Plant and Equipment [Line Items]      
Weighted average useful life 10 years    
Maximum | Tradenames      
Property, Plant and Equipment [Line Items]      
Weighted average useful life 20 years    
Maximum | Buildings and improvements      
Property, Plant and Equipment [Line Items]      
Property, plant and equipment useful life 30 years    
Maximum | Machinery and equipment      
Property, Plant and Equipment [Line Items]      
Property, plant and equipment useful life 10 years    
Maximum | Computer hardware and software      
Property, Plant and Equipment [Line Items]      
Property, plant and equipment useful life 5 years    
XML 66 R50.htm IDEA: XBRL DOCUMENT v3.24.0.1
Significant Accounting Policies - Product Warranty (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Movement in Standard Product Warranty Accrual [Roll Forward]      
Balance at beginning of period $ 4.2 $ 1.3 $ 1.2
Acquired obligations 0.0 3.5 0.3
Charged to operations 2.4 1.6 1.1
Claims settled (1.9) (2.2) (1.3)
Balance at end of period $ 4.7 $ 4.2 $ 1.3
XML 67 R51.htm IDEA: XBRL DOCUMENT v3.24.0.1
Significant Accounting Policies - Accumulated Other Comprehensive Loss (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
AOCI Attributable to Parent, Net of Tax [Roll Forward]      
Beginning balance $ 1,615.0 $ 126.4 $ 1,439.3
Other comprehensive (loss) income before reclassifications 7.3 (0.1) 10.7
Amounts reclassified from accumulated other comprehensive loss     3.5
PMC Spin-Off Transaction     (1,941.6)
Ending balance 1,602.8 1,615.0 126.4
Total      
AOCI Attributable to Parent, Net of Tax [Roll Forward]      
Beginning balance (75.0) (74.9) (73.8)
PMC Spin-Off Transaction     (15.3)
Ending balance (67.7) (75.0) (74.9)
Foreign Currency Translation and Other Adjustments      
AOCI Attributable to Parent, Net of Tax [Roll Forward]      
Beginning balance (75.1) (70.9) (46.0)
Other comprehensive (loss) income before reclassifications 3.6 (4.2) (4.2)
Amounts reclassified from accumulated other comprehensive loss     0.0
PMC Spin-Off Transaction     (20.7)
Ending balance (71.5) (75.1) (70.9)
Pension and Other Postretirement Plans      
AOCI Attributable to Parent, Net of Tax [Roll Forward]      
Beginning balance 0.1 (4.0) (27.8)
Other comprehensive (loss) income before reclassifications 3.7 4.1 14.9
Amounts reclassified from accumulated other comprehensive loss     3.5
PMC Spin-Off Transaction     5.4
Ending balance $ 3.8 $ 0.1 $ (4.0)
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Significant Accounting Policies - Accumulated Other Comprehensive Loss Reclassification (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Pension and other postretirement plans      
Other income (expense), net $ (7.2) $ 1.7 $ (0.7)
Discontinued operations, net of tax 2.0 1.9 (3.6)
Benefit (provision) for income taxes (42.6) (26.8) (2.7)
Net income (loss) $ 112.7 $ 61.7 120.9
Amortization of prior service credit | Reclassification out of Accumulated Other Comprehensive Income      
Pension and other postretirement plans      
Other income (expense), net     (0.2)
PMC Spin-Off Transaction settlement | Reclassification out of Accumulated Other Comprehensive Income      
Pension and other postretirement plans      
Discontinued operations, net of tax     4.8
Pension and other postretirement plans | Reclassification out of Accumulated Other Comprehensive Income      
Pension and other postretirement plans      
Benefit (provision) for income taxes     (1.1)
Net income (loss)     $ 3.5
XML 69 R53.htm IDEA: XBRL DOCUMENT v3.24.0.1
Significant Accounting Policies - Net Sales and Long-Lived Assets (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Disaggregation of Revenue [Line Items]      
Net Sales $ 1,530.5 $ 1,281.8 $ 910.9
Long-lived Assets 180.3 183.8 64.4
United States      
Disaggregation of Revenue [Line Items]      
Net Sales 1,368.8 1,135.3 792.8
Long-lived Assets 160.6 165.9 51.6
Canada      
Disaggregation of Revenue [Line Items]      
Net Sales 133.8 131.1 113.3
Long-lived Assets 11.7 12.0 12.7
Rest of world      
Disaggregation of Revenue [Line Items]      
Net Sales 27.9 15.4 4.8
Long-lived Assets $ 8.0 $ 5.9 $ 0.1
XML 70 R54.htm IDEA: XBRL DOCUMENT v3.24.0.1
Acquisitions - Narrative (Details)
$ / shares in Units, $ in Millions
 6 Months Ended 12 Months Ended
Jul. 01, 2022
USD ($)
$ / shares
shares
Nov. 17, 2021
USD ($)
Apr. 16, 2021
USD ($)
Jun. 30, 2023
USD ($)
shares
Dec. 31, 2022
USD ($)
Dec. 31, 2023
USD ($)
director
member
Dec. 31, 2022
USD ($)
Dec. 31, 2021
USD ($)
Business Acquisition [Line Items]                
Acquisitions, net of cash acquired           $ 0.0 $ 44.8 $ 17.1
Goodwill         $ 777.0 $ 796.0 777.0 254.1
McWane Assets Acquisition                
Business Acquisition [Line Items]                
Cash purchase price             1.1  
Acquisitions, net of cash acquired   $ 12.6            
Elkay Manufacturing Company                
Business Acquisition [Line Items]                
Purchase price $ 1,457.8              
Purchase price, common stock $ 1,411.9              
Business acquisition, share price (in usd per share) | $ / shares $ 27.48              
Cash purchase price $ 45.9              
Issued shares (in shares) | shares 51,564,524              
Percent of shares issued of outstanding shares 29.00%              
Equity interest issued (in shares) | shares       186,020        
Incurred transaction-related costs             33.7  
Number of board members | member           10    
Number of directors | director           1    
Net income (loss) from continuing operations             91.1 (4.2)
Net sales         264.4      
Net loss         $ 11.5      
Goodwill       $ 546.2        
Elkay Manufacturing Company | Acquisition-related Costs                
Business Acquisition [Line Items]                
Net income (loss) from continuing operations             33.7 (33.7)
Elkay Manufacturing Company | Fair Value Adjustment to Inventory                
Business Acquisition [Line Items]                
Net income (loss) from continuing operations             18.3 $ (18.3)
Advance Technology Solutions, LLC                
Business Acquisition [Line Items]                
Purchase price     $ 4.5          
Cash purchase price     3.8          
Amount payable to sellers     0.7          
Goodwill     7.5          
Other intangible assets     1.6          
Trade working capital     9.0          
Other net assets (liabilities)     $ (1.1)          
Decrease in goodwill             $ 1.3  
XML 71 R55.htm IDEA: XBRL DOCUMENT v3.24.0.1
Acquisitions - Assets Acquired and Liabilities Assumed (Details) - USD ($)
$ in Millions
Dec. 31, 2023
Jun. 30, 2023
Dec. 31, 2022
Dec. 31, 2021
Assets acquired:        
Goodwill $ 796.0   $ 777.0 $ 254.1
Elkay Manufacturing Company        
Assets acquired:        
Receivables, net   $ 92.0    
Inventories   139.5    
Other current assets   8.5    
Property, plant and equipment, net   127.1    
Intangible assets, net   865.5    
Goodwill   546.2    
Other assets   56.9    
Total assets acquired   1,835.7    
Liabilities assumed:        
Trade payables   30.5    
Compensation and benefits   39.3    
Current portion of pension and other postretirement benefit obligations   17.3    
Other current liabilities   45.8    
Operating lease liability   24.2    
Pension and other postretirement benefit obligations   3.6    
Deferred income taxes   206.7    
Other liabilities   10.5    
Total liabilities assumed   377.9    
Total purchase price   $ 1,457.8    
XML 72 R56.htm IDEA: XBRL DOCUMENT v3.24.0.1
Acquisitions - Pro Forma Financial Information (Details) - Elkay Manufacturing Company - USD ($)
$ / shares in Units, $ in Millions
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Business Acquisition [Line Items]    
Net sales $ 1,580.5 $ 1,477.7
Net income (loss) from continuing operations $ 91.1 $ (4.2)
Earnings per share from continuing operations    
Basic (in dollars per share) $ 0.60 $ (0.03)
Assuming dilution (in dollars per share) $ 0.59 $ (0.03)
XML 73 R57.htm IDEA: XBRL DOCUMENT v3.24.0.1
Discontinued Operations - Narrative (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]    
Working capital $ 35.0  
Separation costs   $ 60.0
Discontinued Operations, Disposed of by Sale    
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]    
Net payments from divestiture of discontinued operations   $ 4.2
Discontinued Operations, Disposed of by Sale | Process & Motion Control    
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]    
Working capital $ 35.0  
XML 74 R58.htm IDEA: XBRL DOCUMENT v3.24.0.1
Discontinued Operations - Loss From Discontinued Operations (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]      
Actuarial loss on pension and other postretirement benefit obligations     $ 4.8
Income from discontinued operations, net of tax $ 8.5 $ 4.7 71.2
Discontinued Operations, Disposed of by Sale      
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]      
Net sales 0.0    
Cost of sales 0.0    
Selling, general and administrative expenses/(income) (8.4)    
Restructuring and other similar charges 0.0    
Amortization of intangible assets 0.0    
Interest expense, net 0.0    
Actuarial loss on pension and other postretirement benefit obligations 0.0    
Other non-operating income, net 0.0    
Income from discontinued operations before income tax 8.4    
Income tax benefit (provision) 0.1    
Equity method investment income 0.0    
Non-controlling interest income 0.0    
Income from discontinued operations, net of tax $ 8.5    
Discontinued Operations, Held-for-sale      
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]      
Net sales   0.0 973.0
Cost of sales   0.0 598.6
Selling, general and administrative expenses/(income)   (2.9) 260.2
Restructuring and other similar charges   0.0 1.9
Amortization of intangible assets   0.0 9.9
Interest expense, net   0.0 4.1
Actuarial loss on pension and other postretirement benefit obligations   0.0 4.8
Other non-operating income, net   0.0 (5.6)
Income from discontinued operations before income tax   2.9 99.1
Income tax benefit (provision)   1.8 (28.0)
Equity method investment income   0.0 0.3
Non-controlling interest income   0.0 (0.2)
Income from discontinued operations, net of tax   $ 4.7 $ 71.2
XML 75 R59.htm IDEA: XBRL DOCUMENT v3.24.0.1
Discontinued Operations - Other Significant Operating Non-Cash Items (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]      
Depreciation $ 29.2 $ 20.5 $ 44.1
Amortization of intangible assets 58.7 34.0 33.4
Loss (gain) on dispositions of long-lived assets (2.7) 0.3 (10.1)
Deferred income taxes (4.2) 0.5 (12.1)
Actuarial loss on pension and other postretirement benefit obligations (2.0) (1.9) 3.6
Other non-cash expenses (income) 1.9 4.8 (3.6)
Stock-based compensation 40.0 25.0 51.4
Expenditures for property, plant and equipment (21.3) (7.6) (23.3)
Acquisitions, net of cash acquired 0.0 (44.8) (17.1)
Proceeds associated with divestiture of discontinued operations 0.0 35.0 4.2
Repayments of debt (77.9) (107.7) (1,126.7)
Proceeds from exercise of stock options 4.3 2.5 24.9
Taxes withheld and paid on employees' share-based payment awards $ (3.1) (0.7) (32.3)
Discontinued Operations, Held-for-sale      
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]      
Depreciation   0.0 34.9
Amortization of intangible assets   0.0 9.9
Loss (gain) on dispositions of long-lived assets   0.0 (10.1)
Deferred income taxes   0.0 0.5
Actuarial loss on pension and other postretirement benefit obligations   0.0 4.8
Other non-cash expenses (income)   0.0 (0.3)
Stock-based compensation   0.0 13.9
Expenditures for property, plant and equipment   0.0 (17.5)
Acquisitions, net of cash acquired   0.0 0.0
Proceeds from dispositions of long-lived assets   0.0 14.3
Proceeds associated with divestiture of discontinued operations   35.0 4.2
Repayments of debt   0.0 (1.6)
Proceeds from exercise of stock options   0.0 12.8
Taxes withheld and paid on employees' share-based payment awards   $ 0.0 $ (0.5)
XML 76 R60.htm IDEA: XBRL DOCUMENT v3.24.0.1
Restructuring and Other Similar Charges - By Operating Segment (Details) - USD ($)
$ in Millions
 9 Months Ended 12 Months Ended 153 Months Ended
Dec. 31, 2020
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Mar. 31, 2020
Dec. 31, 2023
Restructuring Cost and Reserve [Line Items]            
Restructuring and other similar charges   $ 15.3 $ 15.4 $ 3.7   $ 54.8
Employee termination benefits            
Restructuring Cost and Reserve [Line Items]            
Restructuring and other similar charges   3.4 13.6 3.7   33.8
Asset impairment charges            
Restructuring Cost and Reserve [Line Items]            
Restructuring and other similar charges $ 0.0 2.5     $ 0.0  
Contract termination and other associated costs            
Restructuring Cost and Reserve [Line Items]            
Restructuring and other similar charges   $ 9.4 $ 1.8 $ 0.0   $ 18.5
XML 77 R61.htm IDEA: XBRL DOCUMENT v3.24.0.1
Restructuring and Other Similar Charges - Restructuring Reserve Rollforward (Details) - USD ($)
$ in Millions
 12 Months Ended 153 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2023
Restructuring Reserve [Roll Forward]        
Accrued restructuring costs, Beginning of period $ 9.0 $ 2.4    
Elkay opening balance sheet accrual   4.7    
Charges 15.3 15.4 $ 3.7 $ 54.8
Cash payments (20.5) (13.5)    
Non-cash charges (2.5)      
Accrued restructuring costs, End of period 1.3 9.0 2.4 1.3
Restructuring and other similar charges 1.3 8.4   1.3
Restructuring accrual, noncurrent   0.6    
Employee termination benefits        
Restructuring Reserve [Roll Forward]        
Accrued restructuring costs, Beginning of period 7.8 2.4    
Elkay opening balance sheet accrual   4.7    
Charges 3.4 13.6 3.7 33.8
Cash payments (10.5) (12.9)    
Non-cash charges 0.0      
Accrued restructuring costs, End of period 0.7 7.8 2.4 0.7
Asset impairment charges        
Restructuring Reserve [Roll Forward]        
Accrued restructuring costs, Beginning of period 0.0 0.0    
Elkay opening balance sheet accrual   0.0    
Charges 2.5 0.0   2.5
Cash payments 0.0 0.0    
Non-cash charges (2.5)      
Accrued restructuring costs, End of period 0.0 0.0 0.0 0.0
Contract termination and other associated costs        
Restructuring Reserve [Roll Forward]        
Accrued restructuring costs, Beginning of period 1.2 0.0    
Elkay opening balance sheet accrual   0.0    
Charges 9.4 1.8 0.0 18.5
Cash payments (10.0) (0.6)    
Non-cash charges 0.0      
Accrued restructuring costs, End of period $ 0.6 $ 1.2 $ 0.0 $ 0.6
XML 78 R62.htm IDEA: XBRL DOCUMENT v3.24.0.1
Revenue Recognition - Revenue Disaggregated by Customer Type (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Disaggregation of Revenue [Line Items]      
Total $ 1,530.5 $ 1,281.8 $ 910.9
Institutional      
Disaggregation of Revenue [Line Items]      
Total 690.5 517.7 334.8
Commercial      
Disaggregation of Revenue [Line Items]      
Total 443.1 373.7 286.7
All other      
Disaggregation of Revenue [Line Items]      
Total $ 396.9 $ 390.4 $ 289.4
XML 79 R63.htm IDEA: XBRL DOCUMENT v3.24.0.1
Revenue Recognition - Revenue Disaggregated by Geography (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Disaggregation of Revenue [Line Items]      
Total $ 1,530.5 $ 1,281.8 $ 910.9
United States      
Disaggregation of Revenue [Line Items]      
Total 1,410.1 1,171.8 819.9
Canada      
Disaggregation of Revenue [Line Items]      
Total 78.7 75.1 67.4
Rest of world      
Disaggregation of Revenue [Line Items]      
Total $ 41.7 $ 34.9 $ 23.6
XML 80 R64.htm IDEA: XBRL DOCUMENT v3.24.0.1
Revenue Recognition - Narrative (Details) - USD ($)
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]      
Percent billed of contract value 100.00%    
Past due period 30 days    
Performance obligations expected to be satisfied $ 50,800,000 $ 42,100,000  
Impairment loss recognized $ 0 $ 0 $ 0
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01      
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]      
Percentage of remaining performance obligation 100.00%    
Percentage of remaining performance obligation, expected timing 1 year    
XML 81 R65.htm IDEA: XBRL DOCUMENT v3.24.0.1
Inventories (Details) - USD ($)
$ in Millions
Dec. 31, 2023
Dec. 31, 2022
Inventory Disclosure [Abstract]    
Finished goods $ 224.8 $ 285.9
Work in progress 11.5 19.1
Raw materials 48.8 75.7
Inventories at First-in, First-Out ("FIFO") cost 285.1 380.7
Adjustment to state inventories at Last-in, First-Out ("LIFO") cost (7.5) (14.0)
Inventories, net $ 277.6 $ 366.7
XML 82 R66.htm IDEA: XBRL DOCUMENT v3.24.0.1
Property, Plant and Equipment (Details) - USD ($)
$ in Millions
Dec. 31, 2023
Dec. 31, 2022
Property, Plant and Equipment [Line Items]    
Property, plant and equipment, gross $ 283.2 $ 263.5
Less accumulated depreciation (102.9) (79.7)
Property, plant and equipment, net 180.3 183.8
Land    
Property, Plant and Equipment [Line Items]    
Property, plant and equipment, gross 14.1 14.3
Buildings and improvements    
Property, Plant and Equipment [Line Items]    
Property, plant and equipment, gross 108.5 92.9
Machinery and equipment    
Property, Plant and Equipment [Line Items]    
Property, plant and equipment, gross 114.6 120.4
Computer hardware and software    
Property, Plant and Equipment [Line Items]    
Property, plant and equipment, gross 28.0 26.2
Construction in-progress    
Property, Plant and Equipment [Line Items]    
Property, plant and equipment, gross $ 18.0 $ 9.7
XML 83 R67.htm IDEA: XBRL DOCUMENT v3.24.0.1
Goodwill and Intangible Assets - Schedule of Changes (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Goodwill [Roll Forward]    
Net carrying amount, beginning of period $ 777.0 $ 254.1
Elkay Merger   527.2
Purchase accounting adjustments 19.0 (1.3)
Currency translation adjustments   (3.0)
Net carrying amount, end of period $ 796.0 $ 777.0
XML 84 R68.htm IDEA: XBRL DOCUMENT v3.24.0.1
Goodwill and Intangible Assets - Narrative (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Finite-Lived Intangible Assets [Line Items]      
Cumulative goodwill impairment charges $ 337.1 $ 337.1  
Amortization of intangible assets 58.7 $ 34.0 $ 23.5
Future amortization expense      
Expected amortization expense year one 58.8    
Expected amortization expense year two 58.8    
Expected amortization expense year three 58.6    
Expected amortization expense year four 58.6    
Expected amortization expense year five $ 58.6    
Customer relationships (including distribution network)      
Finite-Lived Intangible Assets [Line Items]      
Weighted-average useful life of intangible assets acquired 16 years 16 years  
Tradenames      
Finite-Lived Intangible Assets [Line Items]      
Weighted-average useful life of intangible assets acquired 20 years 20 years  
XML 85 R69.htm IDEA: XBRL DOCUMENT v3.24.0.1
Goodwill and Intangible Assets - Gross Carrying Amount and Accumulated Amortization (Details) - USD ($)
$ in Millions
Dec. 31, 2023
Dec. 31, 2022
Intangible assets subject to amortization:    
Weighted Average Useful Life 16 years 16 years
Accumulated Amortization $ (388.3) $ (329.2)
Intangible assets not subject to amortization - trademarks and tradenames    
Gross Carrying Amount 1,340.7 1,338.9
Net Carrying Amount 952.4 1,009.7
Tradenames    
Intangible assets not subject to amortization - trademarks and tradenames    
Intangible assets not subject to amortization - trademarks and tradenames $ 87.1 $ 87.1
Patents    
Intangible assets subject to amortization:    
Weighted Average Useful Life 9 years 9 years
Gross Carrying Amount $ 26.4 $ 25.5
Accumulated Amortization (22.8) (22.5)
Net Carrying Amount $ 3.6 $ 3.0
Customer Relationships    
Intangible assets subject to amortization:    
Weighted Average Useful Life 16 years 16 years
Gross Carrying Amount $ 1,070.4 $ 1,069.5
Accumulated Amortization (348.8) (298.2)
Net Carrying Amount $ 721.6 $ 771.3
Tradenames    
Intangible assets subject to amortization:    
Weighted Average Useful Life 19 years 19 years
Gross Carrying Amount $ 156.8 $ 156.8
Accumulated Amortization (16.7) (8.5)
Net Carrying Amount $ 140.1 $ 148.3
XML 86 R70.htm IDEA: XBRL DOCUMENT v3.24.0.1
Other Current Liabilities (Details) - USD ($)
$ in Millions
Dec. 31, 2023
Dec. 31, 2022
Other Liabilities Disclosure [Abstract]    
Commissions $ 8.6 $ 9.0
Current portion of operating lease liability 10.6 9.4
Income taxes payable 3.5 2.3
Professional fees 0.6 2.3
Product warranty 4.7 4.2
Restructuring and other similar charges 1.3 8.4
Risk management 5.2 16.3
Sales rebates 70.8 56.0
Tax indemnities 13.8 19.0
Taxes, other than income taxes 3.7 2.5
Other 9.0 16.5
Other current liabilities $ 131.8 $ 145.9
Operating lease, liability, current, statement of financial position, extensible list Other current liabilities Other current liabilities
XML 87 R71.htm IDEA: XBRL DOCUMENT v3.24.0.1
Long-Term Debt - Summary of Debt (Details) - USD ($)
$ in Millions
Dec. 31, 2023
Dec. 31, 2022
Debt Instrument [Line Items]    
Total $ 495.3 $ 535.9
Less current maturities 0.9 5.7
Long-term debt 494.4 530.2
Term loans | Term Loan    
Debt Instrument [Line Items]    
Total 473.6 535.3
Unamortized original issue discount 6.8 9.2
Finance leases | Other    
Debt Instrument [Line Items]    
Total $ 21.7 $ 0.6
XML 88 R72.htm IDEA: XBRL DOCUMENT v3.24.0.1
Long-Term Debt - Narrative (Details) - USD ($)
 12 Months Ended
Oct. 11, 2023
Jul. 01, 2023
Mar. 31, 2022
Oct. 04, 2021
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Sep. 25, 2020
Dec. 07, 2017
Dec. 07, 2017
Dec. 07, 2017
Debt Instrument [Line Items]                        
Loss on extinguishment of debt         $ 900,000 $ 0 $ 20,400,000          
Long-term debt, gross         502,100,000              
Finance lease obligation         495,300,000 535,900,000            
Cash interest paid         $ 36,100,000 $ 24,300,000 $ 34,700,000          
Term loans                        
Debt Instrument [Line Items]                        
Loss on extinguishment of debt       $ 20,400,000                
Term Loan | Term loans                        
Debt Instrument [Line Items]                        
Maximum borrowing capacity       550,000,000                
Remaining borrowing capacity               $ 625,000,000        
Loss on extinguishment of debt $ 900,000                      
Redemption of debt $ 60,000,000     $ 500,000,000                
Periodic debt payments     $ 1,400,000                  
Positive ratio         119.00%              
Basis spread on variable rate         2.00%              
Weighted-average effective interest rate         7.47% 6.39%            
Weighted average effective interest rate, over time         7.09% 4.00%            
Finance lease obligation         $ 473,600,000 $ 535,300,000            
Unamortized original issue discount         6,800,000 9,200,000            
Term Loan | Term loans | Leverage Ratio Scenario One                        
Debt Instrument [Line Items]                        
Positive ratio       180.00%                
Term Loan | Term loans | Leverage Ratio Scenario Two                        
Debt Instrument [Line Items]                        
Decrease in borrowing rate       0.25%                
Term Loan | Term loans | Base Rate | Leverage Ratio Scenario One                        
Debt Instrument [Line Items]                        
Basis spread on variable rate       1.25%                
Term Loan | Term loans | Secured Overnight Financing Rate (SOFR) | Variable Rate, Period One                        
Debt Instrument [Line Items]                        
Basis spread on variable rate   0.115%                    
Term Loan | Term loans | Secured Overnight Financing Rate (SOFR) | Variable Rate, Period Two                        
Debt Instrument [Line Items]                        
Basis spread on variable rate   0.262%                    
Term Loan | Term loans | Secured Overnight Financing Rate (SOFR) | Variable Rate, Period Three                        
Debt Instrument [Line Items]                        
Basis spread on variable rate   0.428%                    
Term Loan | Term loans | Secured Overnight Financing Rate (SOFR) | Leverage Ratio Scenario One                        
Debt Instrument [Line Items]                        
Basis spread on variable rate       2.25%                
Revolving Credit Facility | Term loans                        
Debt Instrument [Line Items]                        
Maximum borrowing capacity       $ 200,000,000       264,000,000        
Positive ratio       119.00%                
Long-term debt, gross         0 0            
Outstanding letters of credit         11,000,000 7,500,000            
Revolving Credit Facility | Term loans | Leverage Ratio Scenario One                        
Debt Instrument [Line Items]                        
Positive ratio       200000000.00%                
Commitment fee percentage       0.50%                
Revolving Credit Facility | Term loans | Leverage Ratio Scenario Two                        
Debt Instrument [Line Items]                        
Positive ratio       200000000.00%                
Decrease in borrowing rate       0.25%                
Commitment fee percentage       0.375%                
Revolving Credit Facility | Term loans | Base Rate | Leverage Ratio Scenario One                        
Debt Instrument [Line Items]                        
Basis spread on variable rate       1.00%                
Revolving Credit Facility | Term loans | Secured Overnight Financing Rate (SOFR) | Leverage Ratio Scenario One                        
Debt Instrument [Line Items]                        
Basis spread on variable rate       2.00%                
Senior notes | 4.875% Senior notes due 2025                        
Debt Instrument [Line Items]                        
Interest rate                     4.875% 4.875%
Aggregate principal amount                   $ 500,000,000    
Percentage of principal amount redeemed       102.438%                
Other | Accounts Receivable Securitization Program                        
Debt Instrument [Line Items]                        
Maximum borrowing capacity               $ 100,000,000 $ 100,000,000      
Other | Finance leases                        
Debt Instrument [Line Items]                        
Finance lease obligation         $ 21,700,000 $ 600,000            
XML 89 R73.htm IDEA: XBRL DOCUMENT v3.24.0.1
Long-Term Debt - Future Debt Maturities (Details)
$ in Millions
Dec. 31, 2023
USD ($)
Years ending December 31:  
2024 $ 0.9
2025 0.9
2026 0.9
2027 1.0
2028 481.5
Thereafter 16.9
Long-term debt, gross $ 502.1
XML 90 R74.htm IDEA: XBRL DOCUMENT v3.24.0.1
Fair Value Measurements - Narrative (Details) - USD ($)
$ in Millions
Dec. 31, 2023
Dec. 31, 2022
Fair Value Disclosures [Abstract]    
Fair value of long-term debt $ 503.9 $ 543.1
XML 91 R75.htm IDEA: XBRL DOCUMENT v3.24.0.1
Fair Value Measurements - Identifiable Intangible Assets (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Indefinite-Lived Intangible Assets [Line Items]    
Fair Value $ 865.5  
Tradenames    
Indefinite-Lived Intangible Assets [Line Items]    
Fair Value $ 145.3  
Weighted Average Useful Life (in years) 20 years 20 years
Customer relationships    
Indefinite-Lived Intangible Assets [Line Items]    
Fair Value $ 720.2  
Weighted Average Useful Life (in years) 16 years 16 years
XML 92 R76.htm IDEA: XBRL DOCUMENT v3.24.0.1
Leases - ROU Assets and Lease Liability Balances (Details) - USD ($)
$ in Millions
Dec. 31, 2023
Dec. 31, 2022
Assets    
Operating ROU assets $ 46.4 $ 42.6
Finance ROU assets 20.8 0.8
Total ROU assets 67.2 43.4
Current    
Operating 10.6 9.4
Finance 0.9 0.2
Non-current    
Operating 37.3 34.2
Finance 20.8 0.4
Total lease liabilities $ 69.6 $ 44.2
Operating lease, right-of-use, statement of financial position, extensible list Other assets Other assets
Finance lease, right-of-use, statement of financial position, extensible list Property, plant and equipment, net Property, plant and equipment, net
Operating lease, liability, current, statement of financial position, extensible list Other current liabilities Other current liabilities
Finance lease, liability, current, statement of financial position, extensible list Current maturities of debt Current maturities of debt
Finance lease, liability, noncurrent, statement of financial position, extensible list Long-term debt Long-term debt
Finance lease assets accumulated amortization $ 2.0 $ 0.3
XML 93 R77.htm IDEA: XBRL DOCUMENT v3.24.0.1
Leases - Components of Lease Expense (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Leases [Abstract]      
Operating lease expenses $ 13.8 $ 9.8 $ 6.1
Finance lease expenses:      
Depreciation of finance ROU assets 1.7 0.2 0.1
Interest on lease liabilities 1.5 0.0 0.0
Total finance lease expense 3.2 0.2 0.1
Variable and short-term lease expense 7.0 6.2 3.5
Total lease expense $ 24.0 $ 16.2 $ 9.7
XML 94 R78.htm IDEA: XBRL DOCUMENT v3.24.0.1
Leases - Future Minimum Lease Payments (Details)
$ in Millions
Dec. 31, 2023
USD ($)
Operating Leases  
2024 $ 13.3
2025 10.6
2026 9.1
2027 8.2
2028 4.8
Thereafter 12.2
Total future minimum lease payments 58.2
Less: Imputed interest (10.3)
Total lease liabilities 47.9
Finance Leases  
2024 2.4
2025 2.3
2026 2.3
2027 2.3
2028 2.3
Thereafter 23.0
Total future minimum lease payments 34.6
Less: Imputed interest (12.9)
Total lease liabilities $ 21.7
XML 95 R79.htm IDEA: XBRL DOCUMENT v3.24.0.1
Leases - Weighted-Average Remaining Lease Terms (Details)
Dec. 31, 2023
Rate
Dec. 31, 2022
Rate
Dec. 31, 2021
Rate
Weighted-average remaining lease terms (years):      
Operating leases 5 years 10 months 24 days 6 years 4 months 24 days 2 years 9 months 18 days
Finance leases 13 years 9 months 18 days 3 years 3 years 3 months 18 days
Weighted-average discount rate:      
Operating leases 6.40% 6.10% 3.30%
Finance leases 7.10% 5.20% 3.40%
XML 96 R80.htm IDEA: XBRL DOCUMENT v3.24.0.1
Leases - Supplemental Cash Flow Information (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Cash Flow, Lessee [Abstract]      
Operating cash flows from operating leases $ 13.2 $ 9.8 $ 6.4
Operating cash flows from finance leases 1.5 0.0 0.0
Financing cash flows from finance leases 0.8 0.2 0.1
Right-Of-Use Asset Obtained In Exchange For Lease Liability [Abstract]      
Operating leases 14.4 38.9 1.9
Finance leases $ 21.8 $ 0.5 $ 0.1
XML 97 R81.htm IDEA: XBRL DOCUMENT v3.24.0.1
Stock-Based Compensation - Narrative (Details)
$ / shares in Units, $ in Millions
 12 Months Ended
Oct. 04, 2021
Dec. 31, 2023
USD ($)
grantee
$ / shares
Dec. 31, 2022
USD ($)
$ / shares
Dec. 31, 2021
USD ($)
$ / shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Vesting period   3 years    
Multiplied factor of awards 2.03446      
Stock-based compensation expense   $ 40.0 $ 25.0 $ 37.5
Unrecognized compensation cost   $ 23.6    
Unrecognized compensation cost, weighted-average period of recognition   1 year 4 months 24 days    
Tax benefit on stock-based compensation   $ 9.8 5.9 9.2
Excess tax benefit related to stock options exercised   $ 2.0 $ 0.9 $ 18.6
Weighted-average grant date fair value (in dollars per share) | $ / shares   $ 8.28 $ 9.79 $ 13.54
Fair value of options vested   $ 0.9 $ 0.9 $ 3.6
Discontinued Operations, Disposed of by Sale        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Share based payment amount   4.9 4.9  
Stock-based compensation expense   $ 0.2 $ 0.2 $ 4.5
Number of grantees | grantee   124    
Stock Options        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Award maximum term   10 years    
Restricted Stock Units (RSUs)        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Vesting period   2 years 2 years  
Restricted Stock Units (RSUs) | Nonemployee Director        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Period until shares are issued   6 months    
Performance Shares        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Vesting period   3 years 3 years 3 years
Performance Shares | Minimum        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Award vesting rights, percentage   0.00%    
Performance Shares | Maximum        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Award vesting rights, percentage   200.00%    
XML 98 R82.htm IDEA: XBRL DOCUMENT v3.24.0.1
Stock-Based Compensation - Fair Value Options Granted (Details) - Stock Options
 12 Months Ended
Dec. 31, 2023
Rate
Dec. 31, 2022
Rate
Dec. 31, 2021
Rate
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Expected option term (in years) 6 years 6 months 6 years 6 months 6 years 6 months
Expected volatility factor 32.00% 32.00% 34.00%
Weighted-average risk-free interest rate 3.90% 3.11% 1.02%
Expected dividend rate 1.20% 1.00% 0.50%
XML 99 R83.htm IDEA: XBRL DOCUMENT v3.24.0.1
Stock-Based Compensation - Stock Options (Details) - USD ($)
$ / shares in Units, $ in Millions
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Shares      
Outstanding at beginning of period (in shares) 2,647,578 2,844,062 3,862,822
Granted (in shares) 146,295 103,454 432,478
Exercised (in shares) (655,644) (221,506) (3,260,839)
PMC spin-off, net (in shares) 0 0 2,413,727
Canceled/Forfeited (in shares) (48,736) (78,432) (604,126)
Outstanding at end of period (in shares) 2,089,493 2,647,578 2,844,062
Exercisable at end of period (in shares) 1,878,789 2,439,667 2,566,451
Weighted Avg. Exercise Price      
Outstanding at beginning of period (in dollars per share) $ 13.75 $ 13.44 $ 22.99
Granted (in dollars per share) 22.25 28.68 39.79
Exercised (in dollars per share) 11.66 11.89 14.24
PMC spin-off, net (in dollars per share) 0 0 10.98
Canceled/Forfeited (in dollars per share) 27.77 27.65 32.04
Outstanding at end of period (in dollars per share) 14.67 13.75 13.44
Exercisable at end of period (in dollars per share) $ 13.35 $ 12.36 $ 11.75
Intrinsic value of options exercised $ 11.0 $ 3.8 $ 90.4
Weighted average remaining contractual life of options outstanding 4 years 1 month 6 days 4 years 4 months 24 days 5 years 1 month 6 days
Aggregate intrinsic value of options outstanding $ 31.4    
Weighted average remaining contractual life of options exercisable 3 years 4 months 24 days 3 years 10 months 24 days 4 years 7 months 6 days
Aggregate intrinsic value of options exercisable $ 30.6    
XML 100 R84.htm IDEA: XBRL DOCUMENT v3.24.0.1
Stock-Based Compensation - Nonvested Options (Details) - $ / shares
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Shares      
Nonvested options at beginning of period (in shares) 207,911    
Granted (in shares) 146,295 103,454 432,478
Vested (in shares) (105,475)    
Canceled/Forfeited (in shares) (38,027)    
Nonvested options at end of period (in shares) 210,704 207,911  
Weighted Avg. Exercise Price      
Nonvested options at beginning of period (in dollars per share) $ 30.05    
Granted (in dollars per share) 22.25 $ 28.68 $ 39.79
Vested (in dollars per share) 27.18    
Canceled/Forfeited (in dollars per share) 27.75    
Nonvested options at end of period (in dollars per share) $ 26.49 $ 30.05  
XML 101 R85.htm IDEA: XBRL DOCUMENT v3.24.0.1
Stock-Based Compensation - Nonvested Stock Unit Activity (Details) - $ / shares
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Restricted Stock Units (RSUs)      
Units      
Nonvested units at beginning of period (in shares) 580,112 501,331 647,668
Granted (in shares) 242,385 370,244 483,067
Spin-off Transaction conversion (in shares) 0 0 227,058
Vested (in shares) (218,153) (166,318) (501,902)
Canceled/Forfeited (in shares) (103,023) (125,145) (354,560)
Nonvested units at end of period (in shares) 501,321 580,112 501,331
Weighted Avg. Grant Date Fair Value      
Nonvested units at beginning of period (in dollars per share) $ 29.33 $ 25.98 $ 26.54
Granted (in dollars per share) 23.40 28.80 38.56
Spin-off Transaction conversion (in dollars per share) 0 0 16.54
Vested (in dollars per share) 30.70 18.37 22.49
Canceled/Forfeited (in dollars per share) 28.40 28.92 32.70
Nonvested units at end of period (in dollars per share) $ 26.05 $ 29.33 $ 25.98
Performance Shares      
Units      
Nonvested units at beginning of period (in shares) 939,459 777,374 1,022,985
Granted (in shares) 425,246 177,724 1,559,795
Spin-off Transaction conversion (in shares) 0 0 1,986,910
Vested (in shares) (468,722) 0 (3,739,235)
Canceled/Forfeited (in shares) (29,173) (15,639) (53,081)
Nonvested units at end of period (in shares) 866,810 939,459 777,374
Weighted Avg. Grant Date Fair Value      
Nonvested units at beginning of period (in dollars per share) $ 27.07 $ 26.27 $ 26.68
Granted (in dollars per share) 23.25 30.92 30.93
Spin-off Transaction conversion (in dollars per share) 0 0 14.12
Vested (in dollars per share) 22.17 0 14.39
Canceled/Forfeited (in dollars per share) 26.07 30.70 24.72
Nonvested units at end of period (in dollars per share) $ 27.88 $ 27.07 $ 26.27
XML 102 R86.htm IDEA: XBRL DOCUMENT v3.24.0.1
Retirement Benefits - Narrative (Details)
$ / shares in Units, $ in Millions
 12 Months Ended
Dec. 31, 2023
USD ($)
category
provider
$ / shares
Rate
shares
Dec. 31, 2022
USD ($)
$ / shares
shares
Dec. 31, 2021
USD ($)
Oct. 04, 2021
USD ($)
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]        
Actuarial gain on pension and other postretirement benefit obligations $ 2.0 $ 1.9 $ 1.2  
Net assets included in pension and post retirement benefit obligations       $ 80.4
Non-cash actuarial loss associated to spin-off transaction     (4.8)  
Actuarial gain (loss) on pension and postretirement benefit obligations $ 2.0 1.9 (3.6)  
Number of medical provider options | provider 65      
Contributions $ 11.0 0.3 2.0  
Fair value of plan assets 195.2 186.2    
Defined contribution savings plan - expense recognized $ 4.5 $ 5.9 5.5  
Defined Contribution Savings Plan        
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]        
Granted (in shares) | shares 201,053 67,025    
Granted (in dollars per share) | $ / shares $ 25.06 $ 26.53    
Pension Benefits        
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]        
Actuarial gain (loss) on pension and postretirement benefit obligations $ (5.1) $ 61.3    
Contributions 11.4 0.5    
Benefit obligation (224.0) (226.3) (297.9)  
Fair value of plan assets 195.2 186.2 249.9  
Under-funded status $ 28.8 40.1    
Number of investment categories | category 2      
Pension plans that are not fully funded - projected benefit obligation   226.3    
Pension plans that are not fully funded - accumulated benefit obligation $ 219.0 224.7    
Pension plans that are not fully funded - fair value of plan assets   186.2    
Pension Benefits | Qualified Pension Plan        
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]        
Contributions 11.0      
Other Postretirement Benefits        
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]        
Actuarial gain (loss) on pension and postretirement benefit obligations 2.4 1.2    
Contributions 1.4 1.4    
Benefit obligation (8.7) (11.7) (10.6)  
Fair value of plan assets 0.0 0.0 $ 0.0  
Under-funded status $ 8.7 $ 11.7    
Assumed health care cost trend rate, percent | Rate 6.50%      
Ultimate health care cost trend rate, percent | Rate 5.00%      
XML 103 R87.htm IDEA: XBRL DOCUMENT v3.24.0.1
Retirement Benefits - Pension and Other Postretirement Benefits (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Pension Benefits      
Pension and Other Postretirement Benefits:      
Service cost $ 0.1 $ 0.1 $ 0.4
Interest cost 12.1 8.6 13.3
Expected return on plan assets (7.5) (9.6) (17.3)
Benefit cost associated with special events:      
PMC Spin-Off 0.0 0.0 5.7
Net periodic benefit (income) expense 4.7 (0.9) 2.1
Other Postretirement Benefits      
Pension and Other Postretirement Benefits:      
Service cost 0.0 0.0  
Interest cost 0.6 0.4 0.3
Amortization of prior service cost 0.0 0.0 (0.2)
Benefit cost associated with special events:      
PMC Spin-Off 0.0 0.0 (0.9)
Recognition of actuarial losses (2.0) (1.9) (1.2)
Net periodic benefit (income) expense $ (1.4) $ (1.5) $ (2.0)
XML 104 R88.htm IDEA: XBRL DOCUMENT v3.24.0.1
Retirement Benefits - Status of Plans (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]      
Actuarial (losses) gains $ 2.0 $ 1.9 $ (3.6)
Defined Benefit Plan, Change in Benefit Obligation [Roll Forward]      
Plan assets at the beginning of the period 186.2    
Contributions 11.0 0.3 2.0
Plan assets at end of period 195.2 186.2  
Net amount on Consolidated Balance Sheets consists of:      
Current liabilities (1.3) (1.6)  
Long-term liabilities (36.6) (50.5)  
Payment of remaining obligation 17.3    
Pension Benefits      
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]      
Benefit obligation at beginning of period (226.3) (297.9)  
Elkay Merger 0.0 (0.9)  
Service cost (0.1) (0.1) (0.4)
Interest cost (12.1) (8.6) (13.3)
Actuarial (losses) gains (5.1) 61.3  
Benefits paid 19.6 19.9  
Plan participant contributions 0.0 0.0  
Benefit obligation at end of period (224.0) (226.3) (297.9)
Defined Benefit Plan, Change in Benefit Obligation [Roll Forward]      
Plan assets at the beginning of the period 186.2 249.9  
Elkay Merger 0.0 0.5  
Actual return on plan assets 17.2 (44.8)  
Contributions 11.4 0.5  
Benefits paid (19.6) (19.9)  
Plan assets at end of period 195.2 186.2 249.9
Funded status of plans (28.8) (40.1)  
Net amount on Consolidated Balance Sheets consists of:      
Non-current assets 0.3 0.3  
Current liabilities (0.3) (0.3)  
Long-term liabilities (28.8) (40.1)  
Total net funded status (28.8) (40.1)  
Other Postretirement Benefits      
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]      
Benefit obligation at beginning of period (11.7) (10.6)  
Elkay Merger 0.0 (20.4)  
Service cost 0.0 0.0  
Interest cost (0.6) (0.4) (0.3)
Actuarial (losses) gains 2.4 1.2  
Benefits paid 1.4 18.7  
Plan participant contributions (0.2) (0.2)  
Benefit obligation at end of period (8.7) (11.7) (10.6)
Defined Benefit Plan, Change in Benefit Obligation [Roll Forward]      
Plan assets at the beginning of the period 0.0 0.0  
Elkay Merger 0.0 0.0  
Actual return on plan assets 0.0 0.0  
Contributions 1.4 1.4  
Benefits paid (1.4) (1.4)  
Plan assets at end of period 0.0 0.0 $ 0.0
Funded status of plans (8.7) (11.7)  
Net amount on Consolidated Balance Sheets consists of:      
Non-current assets 0.0 0.0  
Current liabilities (1.0) (1.3)  
Long-term liabilities (7.7) (10.4)  
Total net funded status $ (8.7) $ (11.7)  
XML 105 R89.htm IDEA: XBRL DOCUMENT v3.24.0.1
Retirement Benefits - Accumulated Other Comprehensive Income (Details) - USD ($)
$ in Millions
Dec. 31, 2023
Dec. 31, 2022
Defined Benefit Plan Disclosure [Line Items]    
Unrecognized actuarial loss (gain) $ (5.0) $ (0.1)
Accumulated other comprehensive loss (income), gross (5.0) (0.1)
Deferred income tax (benefit) provision 1.2 0.0
Accumulated other comprehensive loss (income), net (3.8) (0.1)
Pension Benefits    
Defined Benefit Plan Disclosure [Line Items]    
Unrecognized actuarial loss (gain) (4.1) 0.4
Accumulated other comprehensive loss (income), gross (4.1) 0.4
Deferred income tax (benefit) provision 1.0 (0.1)
Accumulated other comprehensive loss (income), net (3.1) 0.3
Other Postretirement Benefits    
Defined Benefit Plan Disclosure [Line Items]    
Unrecognized actuarial loss (gain) (0.9) (0.5)
Accumulated other comprehensive loss (income), gross (0.9) (0.5)
Deferred income tax (benefit) provision 0.2 0.1
Accumulated other comprehensive loss (income), net $ (0.7) $ (0.4)
XML 106 R90.htm IDEA: XBRL DOCUMENT v3.24.0.1
Retirement Benefits - Significant Assumptions (Details)
 12 Months Ended
Dec. 31, 2023
Rate
Dec. 31, 2022
Rate
Dec. 31, 2021
Rate
Pension Benefits      
Benefit Obligations:      
Discount rate 5.20% 5.60% 3.00%
Rate of compensation increase 3.00% 3.00% 3.00%
Net Periodic Benefit Cost:      
Discount rate 5.60% 3.00% 2.70%
Rate of compensation increase 3.00% 3.00% 3.00%
Expected return on plan assets 4.30% 4.00% 4.30%
Other Postretirement Benefits      
Benefit Obligations:      
Discount rate 5.20% 5.60% 2.90%
Net Periodic Benefit Cost:      
Discount rate 5.60% 3.40% 2.40%
XML 107 R91.htm IDEA: XBRL DOCUMENT v3.24.0.1
Retirement Benefits - Target Investment Allocations (Details)
 12 Months Ended
Dec. 31, 2023
Rate
Dec. 31, 2022
Rate
Equity securities    
Defined Benefit Plan Disclosure [Line Items]    
Investment Policy, Minimum 20.00%  
Investment Policy, Maximum 40.00%  
Target Allocation 30.00%  
Actual Allocation 30.00% 40.00%
Debt securities (including cash and cash equivalents)    
Defined Benefit Plan Disclosure [Line Items]    
Investment Policy, Minimum 55.00%  
Investment Policy, Maximum 80.00%  
Target Allocation 70.00%  
Actual Allocation 70.00% 60.00%
Other    
Defined Benefit Plan Disclosure [Line Items]    
Investment Policy, Minimum 0.00%  
Investment Policy, Maximum 10.00%  
Target Allocation 0.00%  
Actual Allocation 0.00% 0.00%
XML 108 R92.htm IDEA: XBRL DOCUMENT v3.24.0.1
Retirement Benefits - Fair Value Measurements (Details) - USD ($)
$ in Millions
Dec. 31, 2023
Dec. 31, 2022
Defined Benefit Plan Disclosure [Line Items]    
Fair value of plan assets $ 195.2 $ 186.2
Quoted Prices in Active  Market (Level 1)    
Defined Benefit Plan Disclosure [Line Items]    
Fair value of plan assets 24.2 12.4
Significant Other Observable  Inputs (Level 2)    
Defined Benefit Plan Disclosure [Line Items]    
Fair value of plan assets 0.0 0.0
Significant Unobservable Inputs (Level 3)    
Defined Benefit Plan Disclosure [Line Items]    
Fair value of plan assets 0.0 0.0
Assets measure at net asset value    
Defined Benefit Plan Disclosure [Line Items]    
Fair value of plan assets 171.0 173.8
Cash and cash equivalents    
Defined Benefit Plan Disclosure [Line Items]    
Fair value of plan assets 14.9 3.3
Cash and cash equivalents | Quoted Prices in Active  Market (Level 1)    
Defined Benefit Plan Disclosure [Line Items]    
Fair value of plan assets 14.9 3.3
Cash and cash equivalents | Significant Other Observable  Inputs (Level 2)    
Defined Benefit Plan Disclosure [Line Items]    
Fair value of plan assets 0.0 0.0
Cash and cash equivalents | Significant Unobservable Inputs (Level 3)    
Defined Benefit Plan Disclosure [Line Items]    
Fair value of plan assets 0.0 0.0
Cash and cash equivalents | Assets measure at net asset value    
Defined Benefit Plan Disclosure [Line Items]    
Fair value of plan assets 0.0 0.0
Fixed income funds    
Defined Benefit Plan Disclosure [Line Items]    
Fair value of plan assets 123.5 107.0
Fixed income funds | Quoted Prices in Active  Market (Level 1)    
Defined Benefit Plan Disclosure [Line Items]    
Fair value of plan assets 0.0 0.0
Fixed income funds | Significant Other Observable  Inputs (Level 2)    
Defined Benefit Plan Disclosure [Line Items]    
Fair value of plan assets 0.0 0.0
Fixed income funds | Significant Unobservable Inputs (Level 3)    
Defined Benefit Plan Disclosure [Line Items]    
Fair value of plan assets 0.0 0.0
Fixed income funds | Assets measure at net asset value    
Defined Benefit Plan Disclosure [Line Items]    
Fair value of plan assets 123.5 107.0
U.S. equity funds    
Defined Benefit Plan Disclosure [Line Items]    
Fair value of plan assets 38.1 51.5
U.S. equity funds | Quoted Prices in Active  Market (Level 1)    
Defined Benefit Plan Disclosure [Line Items]    
Fair value of plan assets 9.3 9.1
U.S. equity funds | Significant Other Observable  Inputs (Level 2)    
Defined Benefit Plan Disclosure [Line Items]    
Fair value of plan assets 0.0 0.0
U.S. equity funds | Significant Unobservable Inputs (Level 3)    
Defined Benefit Plan Disclosure [Line Items]    
Fair value of plan assets 0.0 0.0
U.S. equity funds | Assets measure at net asset value    
Defined Benefit Plan Disclosure [Line Items]    
Fair value of plan assets 28.8 42.4
International equity funds    
Defined Benefit Plan Disclosure [Line Items]    
Fair value of plan assets 16.4 22.2
International equity funds | Quoted Prices in Active  Market (Level 1)    
Defined Benefit Plan Disclosure [Line Items]    
Fair value of plan assets 0.0 0.0
International equity funds | Significant Other Observable  Inputs (Level 2)    
Defined Benefit Plan Disclosure [Line Items]    
Fair value of plan assets 0.0 0.0
International equity funds | Significant Unobservable Inputs (Level 3)    
Defined Benefit Plan Disclosure [Line Items]    
Fair value of plan assets 0.0 0.0
International equity funds | Assets measure at net asset value    
Defined Benefit Plan Disclosure [Line Items]    
Fair value of plan assets 16.4 22.2
Balanced funds    
Defined Benefit Plan Disclosure [Line Items]    
Fair value of plan assets 2.3 2.2
Balanced funds | Quoted Prices in Active  Market (Level 1)    
Defined Benefit Plan Disclosure [Line Items]    
Fair value of plan assets 0.0 0.0
Balanced funds | Significant Other Observable  Inputs (Level 2)    
Defined Benefit Plan Disclosure [Line Items]    
Fair value of plan assets 0.0 0.0
Balanced funds | Significant Unobservable Inputs (Level 3)    
Defined Benefit Plan Disclosure [Line Items]    
Fair value of plan assets 0.0 0.0
Balanced funds | Assets measure at net asset value    
Defined Benefit Plan Disclosure [Line Items]    
Fair value of plan assets $ 2.3 $ 2.2
XML 109 R93.htm IDEA: XBRL DOCUMENT v3.24.0.1
Retirement Benefits - Expected Future Benefit Payments (Details)
$ in Millions
Dec. 31, 2023
USD ($)
Pension Benefits  
Defined Benefit Plan Disclosure [Line Items]  
2024 $ 19.7
2025 19.6
2026 19.3
2027 19.0
2028 18.7
2029 - 2033 86.3
Other Postretirement Benefits  
Defined Benefit Plan Disclosure [Line Items]  
2024 1.0
2025 1.0
2026 1.0
2027 1.0
2028 0.9
2029 - 2033 $ 3.7
XML 110 R94.htm IDEA: XBRL DOCUMENT v3.24.0.1
Retirement Benefits - Deferred Compensation Plan (Details) - Supplemental Employee Retirement Plan - USD ($)
$ in Millions
Dec. 31, 2023
Dec. 31, 2022
Defined Benefit Plan Disclosure [Line Items]    
Total assets at fair value $ 13.3 $ 11.5
Deferred compensation liability at fair value 14.7 12.1
Mutual funds    
Defined Benefit Plan Disclosure [Line Items]    
Total assets at fair value 0.1 0.2
Corporate-owned life insurance policies    
Defined Benefit Plan Disclosure [Line Items]    
Total assets at fair value 13.2 11.3
Quoted Prices in Active  Market (Level 1)    
Defined Benefit Plan Disclosure [Line Items]    
Total assets at fair value 0.1 0.2
Deferred compensation liability at fair value 14.7 12.1
Quoted Prices in Active  Market (Level 1) | Mutual funds    
Defined Benefit Plan Disclosure [Line Items]    
Total assets at fair value 0.1 0.2
Quoted Prices in Active  Market (Level 1) | Corporate-owned life insurance policies    
Defined Benefit Plan Disclosure [Line Items]    
Total assets at fair value 0.0 0.0
Significant Other Observable  Inputs (Level 2)    
Defined Benefit Plan Disclosure [Line Items]    
Total assets at fair value 13.2 11.3
Deferred compensation liability at fair value 0.0 0.0
Significant Other Observable  Inputs (Level 2) | Mutual funds    
Defined Benefit Plan Disclosure [Line Items]    
Total assets at fair value 0.0 0.0
Significant Other Observable  Inputs (Level 2) | Corporate-owned life insurance policies    
Defined Benefit Plan Disclosure [Line Items]    
Total assets at fair value 13.2 11.3
Significant Unobservable Inputs (Level 3)    
Defined Benefit Plan Disclosure [Line Items]    
Total assets at fair value 0.0 0.0
Deferred compensation liability at fair value 0.0 0.0
Significant Unobservable Inputs (Level 3) | Mutual funds    
Defined Benefit Plan Disclosure [Line Items]    
Total assets at fair value 0.0 0.0
Significant Unobservable Inputs (Level 3) | Corporate-owned life insurance policies    
Defined Benefit Plan Disclosure [Line Items]    
Total assets at fair value $ 0.0 $ 0.0
XML 111 R95.htm IDEA: XBRL DOCUMENT v3.24.0.1
Income Taxes - Narrative (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Operating Loss Carryforwards [Line Items]      
Foreign NOL carryforwards $ 3.7    
Valuation allowance for foreign NOL carryforward 1.0    
Undistributed earnings of foreign subsidiaries 26.1    
Undistributed earnings of foreign subsidiaries, potential related taxes 1.3    
Other liabilities 13.5 $ 16.0  
Income taxes payable 3.5 2.3  
Net cash paid for income taxes 45.7 3.1 $ 57.8
Liability for unrecognized tax benefits 5.6 5.5  
Unrecognized tax benefits, income tax penalties and interest accrued 1.1 0.7  
Income tax (benefit) expense 0.4 0.2 $ 0.2
Other Current Liabilities      
Operating Loss Carryforwards [Line Items]      
Income taxes payable 3.5 2.3  
Other Current Assets      
Operating Loss Carryforwards [Line Items]      
Income taxes receivable 17.0 $ 18.3  
State Tax Authority      
Operating Loss Carryforwards [Line Items]      
State tax net operating loss carryforwards 244.7    
State tax net operating loss carryforwards, valuation allowance $ 8.8    
XML 112 R96.htm IDEA: XBRL DOCUMENT v3.24.0.1
Income Taxes - Income Tax Provision (Benefit) (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Current:      
United States $ 36.4 $ 16.7 $ 7.2
Non-United States 4.6 1.8 1.0
State and local 7.6 5.4 2.7
Total current 48.6 23.9 10.9
Deferred:      
United States (7.5) 3.4 (8.8)
Non-United States 1.3 0.7 (0.1)
State and local 0.2 (1.2) 0.7
Total deferred (6.0) 2.9 (8.2)
Provision for income taxes $ 42.6 $ 26.8 $ 2.7
XML 113 R97.htm IDEA: XBRL DOCUMENT v3.24.0.1
Income Taxes - U.S. Statutory Income Tax Rate Reconciliation (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Income Tax Disclosure [Abstract]      
Provision for income taxes at U.S. federal statutory income tax rate $ 30.8 $ 17.6 $ 11.0
State and local income taxes, net of federal benefit 5.2 3.4 1.4
Net effects of foreign rate differential 0.9 0.5 (0.2)
Net effects of foreign operations 0.1 0.0 0.8
Nondeductible acquisition costs (1.3) 4.2 0.0
Unrecognized tax benefits, net of federal benefit 0.5 0.2 1.0
Excess tax benefits related to equity compensation (1.7) (1.2) (17.7)
§162(m) compensation limitation 6.2 3.3 5.1
Nondeductible loss on divestiture of asbestos liabilities and certain assets 2.0 0.0 0.0
Net changes in valuation allowance 0.5 (0.8) 1.6
Other (0.6) (0.4) (0.3)
Provision for income taxes $ 42.6 $ 26.8 $ 2.7
XML 114 R98.htm IDEA: XBRL DOCUMENT v3.24.0.1
Income Taxes - Components of Income (Loss) Before Income Taxes (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Income Tax Disclosure [Abstract]      
United States $ 127.6 $ 74.5 $ 49.5
Non-United States 19.2 9.3 2.9
Income before income taxes $ 146.8 $ 83.8 $ 52.4
XML 115 R99.htm IDEA: XBRL DOCUMENT v3.24.0.1
Income Taxes - Deferred Income Tax Assets and Liabilities (Details) - USD ($)
$ in Millions
Dec. 31, 2023
Dec. 31, 2022
Deferred tax assets:    
Compensation and retirement benefits $ 24.5 $ 20.2
General accruals and reserves 11.3 17.2
Lease liabilities 17.2 10.7
State tax net operating loss and credit carryforwards 13.4 17.3
Federal and state capital loss carryforwards 0.5 17.7
Foreign net operating loss carryforwards 1.0 1.5
Other 2.8 3.9
Total deferred tax assets before valuation allowance 70.7 88.5
Valuation allowance (12.0) (32.2)
Total deferred tax assets 58.7 56.3
Deferred tax liabilities:    
Property, plant and equipment 23.4 29.0
Lease ROU assets 16.6 10.6
Inventories 17.0 14.9
Intangible assets and goodwill 208.4 220.1
Total deferred tax liabilities 265.4 274.6
Net deferred tax liabilities (206.7) (218.3)
Net amount on Consolidated Balance Sheets consists of:    
Other assets 3.3 3.1
Deferred income taxes (210.0) (221.4)
Net deferred tax liabilities $ (206.7) $ (218.3)
XML 116 R100.htm IDEA: XBRL DOCUMENT v3.24.0.1
Income Taxes - Gross Unrecognized Tax Benefits (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Reconciliation of Unrecognized Tax Benefits [Roll Forward]    
Balance at beginning of period $ 5.4 $ 5.9
Additions based on tax positions related to the current year 0.1 0.1
Additions for tax positions of prior years 0.1 0.4
Reductions due to lapse of applicable statute of limitations (0.5) (1.0)
Balance at end of period $ 5.1 $ 5.4
XML 117 R101.htm IDEA: XBRL DOCUMENT v3.24.0.1
Commitments and Contingencies (Details)
lawsuit in Thousands, claimant in Thousands, $ in Millions
 3 Months Ended 12 Months Ended
Dec. 31, 2023
USD ($)
lawsuit
claimant
Dec. 31, 2023
USD ($)
lawsuit
claimant
Dec. 31, 2022
USD ($)
Dec. 31, 2021
USD ($)
Commitments and Contingencies Disclosure [Abstract]        
Loss on divestiture of asbestos liabilities and certain assets $ 11.4 $ 11.4 $ 0.0 $ 0.0
Transaction expenses $ 2.1      
Number of pending lawsuits | lawsuit 6 6    
Number of pending claims | claimant 7 7    
Reserve for asbestos claims $ 0.0 $ 0.0 79.0  
Insurance for asbestos claims $ 0.0 $ 0.0 72.1  
Potential liability estimated insurance coverage     $ 6.9  
XML 118 R102.htm IDEA: XBRL DOCUMENT v3.24.0.1
Common Stock Repurchases (Details) - USD ($)
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Feb. 08, 2023
Jan. 27, 2020
Mar. 31, 2015
Equity, Class of Treasury Stock [Line Items]            
Repurchased and canceled shares (in shares) 5,300,000 1,100,000 22,300      
Cost of repurchased and canceled shares $ 125,000,000 $ 24,700,000 $ 900,000      
Weighted average price of repurchased and canceled shares (in dollars per share) $ 23.66 $ 23.00 $ 39.27      
Common Stock            
Equity, Class of Treasury Stock [Line Items]            
Stock repurchase program, authorized amount       $ 500,000,000 $ 300,000,000 $ 200,000,000
Stock repurchase program, remaining authorized repurchase amount $ 390,500,000          
XML 119 R103.htm IDEA: XBRL DOCUMENT v3.24.0.1
Subsequent Event (Details)
Feb. 01, 2024
$ / shares
Subsequent Event  
Subsequent Event [Line Items]  
Common stock dividend to be paid (in dollars per share) $ 0.08
XML 120 R104.htm IDEA: XBRL DOCUMENT v3.24.0.1
Schedule II - Valuation and Qualifying Accounts - Schedule II (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Valuation allowance for trade and notes receivable      
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward]      
Balance at Beginning of Year $ 1.4 $ 1.2 $ 0.8
Charged to Costs and Expenses 2.3 1.0 0.8
Charged to Other Accounts 0.0 0.0 0.0
Deductions (0.6) (0.8) (0.4)
Balance at End of Year 3.1 1.4 1.2
Valuation allowance for income taxes      
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward]      
Balance at Beginning of Year 32.2 35.1 36.8
Charged to Costs and Expenses 0.5 0.1 1.8
Charged to Other Accounts 0.0 0.3 0.8
Deductions (20.7) (3.3) (4.3)
Balance at End of Year $ 12.0 $ 32.2 $ 35.1
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