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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 13, 2025
Knowles Corporation
(Exact name of registrant as specified in its charter)
Delaware001-3610290-1002689
(State or Other Jurisdiction of Incorporation)(Commission File Number)(I.R.S. Employer Identification No.)

1151 Maplewood Drive, Itasca, IL
(Address of Principal Executive Offices)
60143
(Zip Code)

Registrant's telephone number, including area code: (630) 250-5100
(Former Name or Former Address, if Changed since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading symbolName of each exchange on which registered
Common stock, $0.01 par value per shareKNNew York Stock Exchange

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

Emerging growth company    

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



Item 2.02 Results of Operations and Financial Condition.
On February 13, 2025, Knowles Corporation issued a press release announcing its results of operations for the year and quarter ended December 31, 2024 and posted on its website at http://investor.knowles.com presentation slides which summarize certain of its results of operations for the year and quarter ended December 31, 2024. Knowles Corporation's quarterly financial conference call and webcast will be held on February 13, 2025. A copy of the press release is being furnished as Exhibit 99.1 hereto and a copy of the presentation slides is being furnished as Exhibit 99.2 hereto.
Item 7.01 Regulation FD Disclosure.
On February 13, 2025, the Company announced that its Board of Directors has approved the addition of $150 million to its existing stock repurchase program, which was first adopted in February 2020 and then increased in April 2022. As of February 13, 2025, an aggregate of approximately $194 million is available under the Company's stock repurchase program, which includes this additional authorization. A copy of the press release is being furnished as Exhibit 99.1 hereto.
The information furnished under this Item 2.02 and the related exhibits included in Item 9.01 of this Current Report on Form 8-K shall not be deemed to be “filed” for purposes of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
The following exhibits are furnished as part of this report:
Exhibit Number
Description
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)






SIGNATURES

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

KNOWLES CORPORATION
Date:February 13, 2025By: /s/ Robert J. Perna
Robert J. Perna
Senior Vice President, General Counsel & Secretary


knlogonewa25a.jpg
Exhibit 99.1
Financial Contact:
Sarah Cook
Knowles Investor Relations
Email: investorrelations@knowles.com

Knowles Reports Q4 & Full Year 2024 Financial Results and Provides Outlook for Q1 2025

Fourth Quarter Revenues from Continuing Operations increased 2% and Full Year Revenues from Continuing Operations increased 21% on a year over year basis

Generated Fourth Quarter Net Cash from Operations of $35M and full year Net Cash from Operations of $130M

Board of Directors authorizes additional $150M for Share Repurchase Program

Knowles received $75M+, multi-year, order for high-performance capacitors in Energy market

ITASCA, Ill., February 13, 2025 Knowles Corporation (NYSE: KN), a leading manufacturer of specialty electronic components for innovative technologies, including capacitors, radio frequency ("RF") filters, advanced medtech microphones, and balanced armature speakers, today announced results for the fourth quarter and year ended December 31, 2024.

“With the successful completion of the divestiture of the Consumer MEMS Microphone business at the end of 2024, we took another significant step to further the Company’s strategic transformation into a premier industrial technology company focusing on higher value markets,” said Jeffrey Niew, President and CEO of Knowles. “On a continuing operations basis, full year revenue increased 21%, GAAP diluted EPS declined 64%, and Non-GAAP diluted EPS grew 32% year over year.”

Fourth quarter revenues, Non-GAAP diluted EPS, and net cash from operations were within our guided range. Precision Devices revenues were lower than expected driven by the slower ramp up of our new Specialty Film product line while our Medtech & Specialty Audio ("MSA") segment was in line with our expectations.

Mr. Niew continued, “The new Specialty Film product line, an exciting part of the Cornell acquisition, is expected to provide a new revenue growth area for us, as we ramp up its manufacturing capacity through 2025 and into 2026. Further, increased order activity and our existing backlog in Medical and Defense markets adds to our confidence in revenue and earnings growth resuming in the second quarter of 2025. In addition to our existing backlog, the large order we received in Q1 in the Energy market gives us confidence in organic revenue growth in 2026 and beyond. Lastly, we exited 2024 with net debt leverage ratio well below one and I expect 2025 to be another year of solid cash generation which provides the company with flexibility to further enhance shareholder value through capital allocation.”

Financial Highlights
The following table highlights the Company’s financial performance on both a GAAP and supplemental non-GAAP basis for continuing operations* with the exception of Net cash provided by operating activities (in millions, except per share data):
Q4-24Q3-24Q4-23FY-24FY-23
Revenues$142.5$142.5$139.2$553.5$456.8
Gross profit$60.9$62.9$58.6$234.8$203.8
(as a % of revenues)42.7%44.1%42.1%42.4%44.6%
Non-GAAP gross profit$62.9$64.8$61.0$245.4$207.7
(as a % of revenues)44.1%45.5%43.8%44.3%45.5%
Diluted earnings per share**$0.12$0.10$0.29$0.26$0.72
Non-GAAP diluted earnings per share$0.27$0.26$0.22$0.91$0.69
Net cash provided by operating activities$35.1$52.8$60.4$130.1$122.7
* Continuing operations excludes the results of our Consumer MEMS Microphones reporting business.
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** Fourth Quarter 2024 results include $0.06 per share in stock-based compensation expense, $0.04 per share in intangibles amortization expense, $0.01 per share in acquisition-related costs, $0.01 per share in production transfer costs, and $0.03 per share for differences related to the GAAP effective tax rate excluded from non-GAAP results.

First Quarter 2025 Outlook
The forward looking guidance for the quarter ending March 31, 2025 on a continuing operations basis with the exception of Net cash provided by operating activities is as follows:
GAAPAdjustmentsNon-GAAP
Revenues from continuing operations$124 to $134 million$124 to $134 million
Diluted earnings per share from continuing operations$0.06 to $0.10$0.10$0.16 to $0.20
Net cash provided by operating activities^$(15) to $(5) million$(15) to $(5) million

Q1 2025 GAAP results from continuing operations are expected to include approximately $0.06 per share in stock-based compensation expense and $0.04 per share in intangibles amortization expense. These items are excluded from non-GAAP results.

^Q1 2025 Net cash provided by operating activities is expected to include $12 million of cash used in settlement of supplier obligations related to the Consumer MEMS Microphone business. We expect the remaining $12 million of supplier obligations retained in relation to the Consumer MEMS Microphone business will be settled in Q2 of 2025.

Stock Repurchase Program
Knowles announced today that its Board of Directors has approved the addition of $150 million to its existing stock repurchase program, which was first adopted in February 2020. As of February 13, 2025, an aggregate of approximately $194 million is available under the Company's stock repurchase program, which includes the additional authorization. The timing and amount of any shares repurchased will be determined by the Company based on its evaluation of market conditions and other factors, and will be made in accordance with applicable securities laws in either the open market or in privately negotiated transactions. The Company is not obligated to purchase any shares under the program, and the program may be suspended or discontinued at any time. The actual timing and share price of shares repurchased will depend on a number of factors, including the market price of the Company's stock, general market and economic conditions, and applicable legal requirements.

Non-GAAP Financial Measures
In addition to the GAAP results included in this press release, Knowles has presented supplemental non-GAAP gross profit, earnings before interest and income taxes, adjusted earnings before interest and income taxes, non-GAAP diluted earnings per share, free cash flow, as well as other metrics on a non-GAAP basis that exclude certain amounts that are included in the most directly comparable GAAP measure to facilitate evaluation of Knowles’ operating performance. Non-GAAP results are not presented in accordance with GAAP. Non-GAAP information should be considered a supplement to, and not a substitute for, financial statements prepared in accordance with GAAP. In addition, the non-GAAP financial measures included in this press release do not have standard meanings and may vary from similarly titled non-GAAP financial measures used by other companies. Knowles believes that non-GAAP measures are useful as supplements to its GAAP results of operations to evaluate certain aspects of its operations and financial performance, and its management team primarily focuses on non-GAAP items in evaluating Knowles’ performance for business planning purposes. Knowles also believes that these measures assist it with comparing its performance between various reporting periods on a consistent basis, as these measures remove from operating results the impact of items that, in Knowles’ opinion, do not reflect its core operating performance including, for example, stock-based compensation, certain intangibles amortization expense, impairment charges, restructuring, production transfer costs, and other charges which management considers to be outside our core operating results. Knowles believes that its presentation of these non-GAAP financial measures is useful because it provides investors and securities analysts with the same information that Knowles uses internally for purposes of assessing its core operating performance. For a reconciliation of these non-GAAP financial measures to the most directly comparable GAAP financial measures, see the reconciliation table accompanying this release.

2


Webcast and Conference Call Information
Investors can listen to a live or replay webcast of the Company’s quarterly financial conference call at http://investor.knowles.com. The live webcast will begin today at 3:30 p.m. Central time. The webcast replay will be available after 7:00 p.m. Central time today.

Investors can also listen to the conference call at 3:30 p.m. Central time today by calling (888) 596-4144 (United States) or (646) 968-2525 (International). The conference call replay will be available after 7:00 p.m. Central time today through 11:59 p.m. Central time on February 20, 2025 at (800) 770-2030 (United States) or (609) 800-9909 (International). The conference ID is 3966457 followed by # key.

About Knowles
Knowles is a leading manufacturer of specialty electronic components. We design parts that perform unique, critical functions for innovative technologies. Through extreme reliability, custom engineering, and scalable manufacturing, we enable businesses to succeed in the most demanding applications across medtech, defense, and industrial markets.

Our high-performance capacitors, RF and microwave filters, advanced medtech microphones, balanced armature speakers, and miniaturization products enable and enhance the performance of technologies with the power to change, improve, and save lives. Founded in 1946 and headquartered in Itasca, Illinois, Knowles has grown into a global organization with employees spanning 11 countries.

For more information, please visit knowles.com.

Forward-Looking Statements
This news release contains forward-looking statements within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995, such as statements about our future plans, objectives, expectations, financial performance, and continued business operations. The words "believe," "expect," "anticipate," "project," "estimate," "budget," "continue," "could," "intend," "may," "plan," "potential," "predict," "seek," "should," "will," "would," "objective," "forecast," "goal," "guidance," "outlook," "effort," "target," and similar expressions, among others, generally identify forward-looking statements, which speak only as of the date the statements were made. The statements in this news release are based on currently available information and the current expectations, forecasts, and assumptions of Knowles’ management concerning risks and uncertainties that could cause actual outcomes or results to differ materially from those outcomes or results that are projected, anticipated, or implied in these statements. Other risks and uncertainties include, but are not limited to: the occurrence of any event, change, or other circumstance giving rise to our inability to achieve some or all of the strategic and financial benefits that we expect to achieve in connection with our CMM divestiture; fluctuations in our stock's market price; fluctuations in operating results and cash flows; our ability to prevent or identify quality issues in our products or to promptly remedy any such issues that are identified; the timing of OEM product launches; risks associated with increasing our inventories in advance of anticipated orders by customers; global economic instability, including due to inflation, rising interest rates, negative impacts caused by pandemics and public health crises, or the impacts of geopolitical uncertainties; the impact of changes to laws and regulations that affect the Company’s ability to offer products or services to customers in different regions; our ability to achieve reductions in our operating expenses; the ability to qualify our products and facilities with customers; our ability to obtain, enforce, defend or monetize our intellectual property rights; disruption caused by a cybersecurity incident, including a cyber-attack, cyber breach, theft, or other unauthorized access; increases in the costs of critical raw materials and components; availability of raw materials and components; managing new product ramps and introductions for our customers; our dependence on a limited number of large customers; our ability to maintain and expand our existing relationships with leading OEMs in order to maintain and increase our revenue; increasing competition and new entrants in the market for our products; our ability to develop new or enhanced products or technologies in a timely manner that achieve market acceptance; our reliance on third parties to manufacture, assemble, and test our products and sub-components; escalating international trade tensions, new or increased tariffs and trade wars among countries; financial risks, including risks relating to currency fluctuations, credit risks and fluctuations in the market value of the Company; a sustained decline in our stock price and market capitalization may result in the impairment of certain intangible or long-lived assets; market risk associated with fluctuations in commodity prices, particularly for various precious metals used in our manufacturing operation, changes in tax laws, changes in tax rates and exposure to additional tax liabilities; and other risks, relevant factors, and uncertainties identified in our Annual Report on Form 10-K for the fiscal year ended December 31, 2024, subsequent Reports on Forms 10-Q and 8-K and our other filings we make with the U.S. Securities and Exchange Commission. Knowles disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
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INVESTOR SUPPLEMENT - FOURTH QUARTER 2024

KNOWLES CORPORATION
CONSOLIDATED STATEMENTS OF EARNINGS
(in millions, except per share amounts)
(unaudited)

Quarter Ended
December 31, 2024September 30, 2024December 31, 2023
Revenues$142.5 $142.5 $139.2 
Cost of goods sold81.1 79.5 79.7 
Restructuring charges - cost of goods sold0.5 0.1 0.9 
Gross profit60.9 62.9 58.6 
Research and development expenses10.3 10.2 8.4 
Selling and administrative expenses35.2 33.9 38.5 
Restructuring charges— 0.1 0.4 
Operating expenses45.5 44.2 47.3 
Operating earnings15.4 18.7 11.3 
Interest expense, net3.4 3.9 3.2 
Other (income) expense, net(1.7)2.6 0.2 
Earnings before income taxes and discontinued operations13.7 12.2 7.9 
Provision for (benefit from) income taxes3.3 3.0 (18.7)
Earnings from continuing operations10.4 9.2 26.6 
Earnings (loss) from discontinued operations, net8.1 (8.7)20.8 
Net earnings$18.5 $0.5 $47.4 
Earnings per share from continuing operations:
Basic$0.12 $0.10 $0.30 
Diluted$0.12 $0.10 $0.29 
Earnings (loss) per share from discontinued operations:
Basic$0.09 $(0.09)$0.23 
Diluted$0.09 $(0.09)$0.23 
Net earnings per share:
Basic$0.21 $0.01 $0.53 
Diluted$0.21 $0.01 $0.52 
Weighted-average common shares outstanding:
Basic88.0 88.7 90.0 
Diluted89.4 89.7 90.7 
.




4



KNOWLES CORPORATION
CONSOLIDATED STATEMENTS OF EARNINGS
(in millions, except per share amounts)
(unaudited)

Year Ended
December 31, 2024December 31, 2023
Revenues$553.5 $456.8 
Cost of goods sold316.8 251.9 
Restructuring charges - cost of goods sold1.9 1.1 
Gross profit234.8 203.8 
Research and development expenses39.5 32.4 
Selling and administrative expenses142.0 125.8 
Restructuring charges1.5 2.2 
Operating expenses183.0 160.4 
Operating earnings51.8 43.4 
Interest expense, net16.3 5.4 
Other expense, net0.8 0.7 
Earnings before income taxes and discontinued operations34.7 37.3 
Provision for (benefit from) income taxes11.3 (28.3)
Earnings from continuing operations23.4 65.6 
(Loss) earnings from discontinued operations, net(261.2)6.8 
Net (loss) earnings$(237.8)$72.4 
Earnings per share from continuing operations:
Basic$0.26 $0.72 
Diluted$0.26 $0.72 
(Loss) earnings per share from discontinued operations:
Basic$(2.93)$0.08 
Diluted$(2.90)$0.07 
Net (loss) earnings per share:
Basic$(2.67)$0.80 
Diluted$(2.64)$0.79 
Weighted-average common shares outstanding:
Basic88.9 90.9 
Diluted90.1 91.6 








5


KNOWLES CORPORATION
RECONCILIATION OF GAAP FINANCIAL MEASURES TO NON-GAAP FINANCIAL MEASURES (1)
(in millions, except per share amounts)
(unaudited)
Quarter EndedYear Ended
December 31, 2024September 30, 2024December 31, 2023December 31, 2024December 31, 2023
Gross profit$60.9 $62.9 $58.6 $234.8 $203.8 
     Gross profit as % of revenues42.7 %44.1 %42.1 %42.4 %44.6 %
     Stock-based compensation expense0.4 0.3 0.3 1.5 1.6 
     Restructuring charges0.5 0.1 0.9 1.9 1.1 
Production transfer costs (2)
1.0 1.3 0.4 3.8 0.4 
Acquisition-related costs (3)
0.1 0.2 0.8 2.3 0.8 
Other (4)
— — — 1.1 — 
Non-GAAP gross profit $62.9 $64.8 $61.0 $245.4 $207.7 
     Non-GAAP gross profit as % of revenues44.1 %45.5 %43.8 %44.3 %45.5 %
Research and development expenses$10.3 $10.2 $8.4 $39.5 $32.4 
     Stock-based compensation expense (0.8)(0.6)(0.4)(2.4)(1.9)
     Intangibles amortization expense(0.6)(0.6)(0.6)(2.4)(0.9)
Acquisition-related costs (3)
(0.1)(0.1)— (0.6)— 
Non-GAAP research and development expenses$8.8 $8.9 $7.4 $34.1 $29.6 
Selling and administrative expenses$35.2 $33.9 $38.5 $142.0 $125.8 
     Stock-based compensation expense (4.2)(4.9)(5.1)(18.3)(19.3)
     Intangibles amortization expense(3.6)(3.6)(2.6)(14.6)(6.6)
Production transfer costs (2)
(0.2)(0.1)— (0.4)— 
Acquisition-related costs (3)
(0.7)(1.0)(5.6)(5.5)(8.6)
Other (4)
(0.9)(0.3)(0.5)(1.4)(2.1)
Non-GAAP selling and administrative expenses$25.6 $24.0 $24.7 $101.8 $89.2 
Operating expenses$45.5 $44.2 $47.3 $183.0 $160.4 
     Stock-based compensation expense (5.0)(5.5)(5.5)(20.7)(21.2)
     Intangibles amortization expense(4.2)(4.2)(3.2)(17.0)(7.5)
     Restructuring charges— (0.1)(0.4)(1.5)(2.2)
Production transfer costs (2)
(0.2)(0.1)— (0.4)— 
Acquisition-related costs (3)
(0.8)(1.1)(5.6)(6.1)(8.6)
Other (4)
(0.9)(0.3)(0.5)(1.4)(2.1)
Non-GAAP operating expenses$34.4 $32.9 $32.1 $135.9 $118.8 
Net earnings from continuing operations$10.4 $9.2 $26.6 $23.4 $65.6 
Interest expense, net3.4 3.9 3.2 16.3 5.4 
Provision for (benefit from) income taxes3.3 3.0 (18.7)11.3 (28.3)
Earnings from continuing operations before interest and income taxes17.1 16.1 11.1 51.0 42.7 
Earnings from continuing operations before interest and income taxes as % of revenues
12.0 %11.3 %8.0 %9.2 %9.3 %
     Stock-based compensation expense5.4 5.8 5.8 22.2 22.8 
     Intangibles amortization expense4.2 4.2 3.2 17.0 7.5 
     Restructuring charges0.5 0.2 1.3 3.4 3.3 
Production transfer costs (2)
1.2 1.4 0.4 4.2 0.4 
Acquisition-related costs (3)
0.9 1.3 6.4 8.4 9.4 
Other (4)
0.1 1.0 0.5 1.7 2.1 
Adjusted earnings from continuing operations before interest and income taxes$29.4 $30.0 $28.7 $107.9 $88.2 
Adjusted earnings from continuing operations before interest and income taxes as % of revenues
20.6 %21.1 %20.6 %19.5 %19.3 %
Net earnings from continuing operations10.4 9.2 26.6 23.4 65.6 
Interest expense, net3.4 3.9 3.2 16.3 5.4 
Provision for (benefit from) income taxes3.3 3.0 (18.7)11.3 (28.3)
Earnings from continuing operations before interest and income taxes17.1 16.1 11.1 51.0 42.7 
Non-GAAP reconciling adjustments (6)
12.3 13.9 17.6 56.9 45.5 
     Depreciation expense5.3 5.0 5.0 20.6 18.7 
Adjusted earnings from continuing operations before interest, income taxes, depreciation, and amortization ("Adjusted EBITDA")34.7 35.0 33.7 128.5 106.9 
Adjusted EBITDA as a % of revenues
24.4 %24.6 %24.2 %23.2 %23.4 %
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Quarter EndedYear Ended
December 31, 2024September 30, 2024December 31, 2023December 31, 2024December 31, 2023
Provision for (benefit from) income taxes$3.3 $3.0 $(18.7)$11.3 $(28.3)
Income tax effects of non-GAAP reconciling adjustments (5)
(1.6)(1.1)23.8 (3.6)46.6 
Non-GAAP provision for income taxes$1.7 $1.9 $5.1 $7.7 $18.3 
Net earnings from continuing operations$10.4 $9.2 $26.6 $23.4 $65.6 
Non-GAAP reconciling adjustments (6)
12.3 13.9 17.6 56.9 45.5 
Income tax effects of non-GAAP reconciling adjustments (5)
(1.6)(1.1)23.8 (3.6)46.6 
Non-GAAP net earnings$24.3 $24.2 $20.4 $83.9 $64.5 
Diluted earnings per share from continuing operations$0.12 $0.10 $0.29 $0.26 $0.72 
Earnings per share non-GAAP reconciling adjustment (5)(6)
0.15 0.16 (0.07)0.65 (0.03)
Non-GAAP diluted earnings per share $0.27 $0.26 $0.22 $0.91 $0.69 
Diluted average shares outstanding89.4 89.7 90.7 90.1 91.6 
Non-GAAP adjustment (7)
2.2 2.6 2.2 2.4 2.3 
Non-GAAP diluted average shares outstanding (7)
91.6 92.3 92.9 92.5 93.9 
Notes:
(1)    In addition to the GAAP financial measures included herein, Knowles has presented certain non-GAAP financial measures that exclude certain amounts that are included in the most directly comparable GAAP measures. Knowles believes that non-GAAP measures are useful as supplements to its GAAP results of operations to evaluate certain aspects of its operations and financial performance, and its management team primarily focuses on non-GAAP items in evaluating Knowles' performance for business planning purposes. Knowles also believes that these measures assist it with comparing its performance between various reporting periods on a consistent basis, as these measures remove from operating results the impact of items that, in Knowles' opinion, do not reflect its core operating performance. Knowles believes that its presentation of non-GAAP financial measures is useful because it provides investors and securities analysts with the same information that Knowles uses internally for purposes of assessing its core operating performance.
(2)    Production transfer costs represent duplicate costs incurred to migrate manufacturing to facilities primarily within the United States. These amounts are included in the corresponding Gross profit and Earnings from continuing operations before interest and income taxes for each period presented.
(3)    These expenses are related to the acquisition of Cornell Dubilier by the Precision Devices segment. These expenses include ongoing costs to facilitate integration, the amortization of fair value adjustments to inventory, and costs incurred by the Company to carry out this transaction.
(4)    Other expenses include non-recurring professional service fees related to the execution of various reorganization projects and foreign currency exchange rate impacts on restructuring balances.
(5)    Income tax effects of non-GAAP reconciling adjustments are calculated using the applicable tax rates in the jurisdictions of the underlying adjustments. In 2023, these adjustments include one-time tax benefits.
(6)    The non-GAAP reconciling adjustments are those adjustments made to reconcile Earnings from continuing operations before interest and income taxes to Adjusted earnings from continuing operations before interest and income taxes.
(7)    The number of shares used in the diluted per share calculations on a non-GAAP basis excludes the impact of stock-based compensation expense expected to be incurred in future periods and not yet recognized in the financial statements, which would otherwise be assumed to be used to repurchase shares under the GAAP treasury stock method.

7


KNOWLES CORPORATION
CONSOLIDATED BALANCE SHEETS
(in millions, except share and per share amounts)
(unaudited)
 December 31, 2024December 31, 2023
Current assets:  
Cash and cash equivalents$130.1 $87.3 
Receivables, net of allowances of $0.1 and $0.2
105.0 90.7 
Inventories118.0 127.0 
Prepaid and other current assets8.3 6.9 
Current assets of discontinued operations— 116.9 
Total current assets361.4 428.8 
Property, plant, and equipment, net130.1 143.0 
Goodwill269.8 270.5 
Intangible assets, net157.4 175.6 
Operating lease right-of-use assets8.6 13.1 
Investment in affiliate77.2 — 
Other assets and deferred charges113.7 113.7 
Non-current assets of discontinued operations— 318.1 
Total assets$1,118.2 $1,462.8 
Current liabilities:  
Current maturities of long-term debt$68.5 $47.1 
Accounts payable58.5 35.9 
Accrued compensation and employee benefits29.4 25.0 
Operating lease liabilities3.9 5.1 
Other accrued expenses33.6 22.2 
Federal and other taxes on income3.7 2.8 
Current liabilities of discontinued operations— 26.5 
Total current liabilities197.6 164.6 
Long-term debt134.0 224.1 
Deferred income taxes1.1 0.7 
Long-term operating lease liabilities5.8 8.2 
Other liabilities23.7 29.3 
Non-current liabilities of discontinued operations    — 1.8 
Commitments and contingencies
Stockholders' equity:
Preferred stock - $0.01 par value; 10,000,000 shares authorized; none issued
— — 
Common stock - $0.01 par value; 400,000,000 shares authorized; 98,551,188 and 87,358,659 shares issued and outstanding at December 31, 2024, respectively, and 97,297,703 and 89,092,871 shares issued and outstanding at December 31, 2023, respectively
1.0 1.0 
Treasury stock - at cost; 11,192,529 and 8,204,832 shares at December 31, 2024 and 2023, respectively
(205.2)(151.2)
Additional paid-in capital1,711.9 1,689.9 
Accumulated deficit(613.6)(375.8)
Accumulated other comprehensive loss(138.1)(129.8)
Total stockholders' equity756.0 1,034.1 
Total liabilities and stockholders' equity$1,118.2 $1,462.8 
8


KNOWLES CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in millions)
(unaudited)
 Years Ended December 31,
 20242023
Operating Activities  
Net (loss) earnings$(237.8)$72.4 
Adjustments to reconcile net (loss) earnings to cash from operating activities:
Goodwill impairment262.5 — 
Depreciation and amortization50.3 46.5 
Stock-based compensation22.8 29.0 
Deferred income taxes9.5 (40.3)
Non-cash interest expense and amortization of debt issuance costs8.1 2.0 
Non-cash restructuring charges0.7 (1.8)
Gain on sale of asset(7.2)— 
Gain on sale of fixed assets(1.1)(10.0)
Gain on sale of business(6.8)— 
Other, net1.8 (0.9)
Changes in assets and liabilities (excluding effects of foreign exchange):
Receivables, net4.0 12.7 
Inventories1.6 11.5 
Prepaid and other current assets1.4 (0.4)
Accounts payable25.0 6.2 
Accrued compensation and employee benefits3.5 4.0 
Other accrued expenses(3.0)(2.0)
Accrued taxes1.6 (0.4)
Other non-current assets and non-current liabilities(6.8)(5.8)
Net cash provided by operating activities130.1 122.7 
Investing Activities  
Proceeds from the sale of business58.0 — 
Payment to finance seller loan(6.4)— 
Proceeds from the sale of asset7.2 — 
Acquisition of business— (136.9)
Acquisition of asset— (0.3)
Capital expenditures(13.6)(16.9)
Proceeds from the sale of property, plant, and equipment— 12.5 
Purchase of investments(0.5)(0.4)
Proceeds from the sale of investments0.5 0.4 
Net cash provided by (used in) investing activities45.2 (141.6)
Financing Activities  
Payments under revolving credit facility(166.0)(35.0)
Payments under Seller Note(50.0)— 
Borrowings under revolving credit facility140.0 150.0 
Repurchase of common stock(53.7)(47.5)
Payments of debt issuance costs— (2.2)
Proceeds from the exercise of stock options5.8 1.6 
Tax on restricted and performance stock unit vesting and stock option exercises(6.6)(6.2)
Payments of finance lease obligations(1.5)(2.5)
Net cash (used in) provided by financing activities(132.0)58.2 
Effect of exchange rate changes on cash and cash equivalents(0.5)(0.2)
Net increase in cash and cash equivalents42.8 39.1 
Cash and cash equivalents at beginning of period87.3 48.2 
Cash and cash equivalents at end of period$130.1 $87.3 


9


KNOWLES CORPORATION
RECONCILIATION OF GAAP CASH FLOW MEASURES TO NON-GAAP CASH FLOW MEASURES (1)
(in millions, except per share amounts)
(unaudited)

Quarter EndedYear Ended
December 31, 2024September 30, 2024December 31, 2023December 31, 2024December 31, 2023
Net cash provided by operating activities$35.1 $52.8 $60.4 $130.1 $122.7 
Less: amounts attributable to discontinued operations(2.3)(22.3)(22.0)(24.4)(43.6)
Non-GAAP net cash attributable to continuing operations32.8 30.5 38.4 105.7 79.1 
Capital expenditures(3.3)(3.7)(5.1)(13.6)(16.9)
Less: amounts attributable to discontinued operations0.8 0.2 0.9 1.7 4.7 
Non-GAAP capital expenditures attributable to continuing operations(2.5)(3.5)(4.2)(11.9)(12.2)
Non-GAAP net cash attributable to continuing operations32.8 30.5 38.4 105.7 79.1 
Non-GAAP capital expenditures attributable to continuing operations(2.5)(3.5)(4.2)(11.9)(12.2)
Adjusted free cash flow$30.3 $27.0 $34.2 $93.8 $66.9 
Adjusted free cash flow as a % of revenues21.3 %18.9 %24.6 %16.9 %14.6 %

(1)    In addition to measuring cash flow generation based on the operating, investing, and financing classifications included in the Consolidated Statement of Cash Flows, Knowles also measures adjusted free cash flow and adjusted free cash flow as a percentage of revenues. Adjusted free cash flow is defined as non-GAAP net cash attributable to continuing operations less non-GAAP capital expenditures attributable to continuing operations. Non-GAAP net cash attributable to continuing operations is defined as net cash provided by operating activities less amounts attributable to discontinued operations. Non-GAAP capital expenditures attributable to continuing operations is defined as capital expenditures less amounts attributable to discontinued operations. Knowles believes these measures are helpful in measuring its cash generated from its continuing operations that is available to repay debt, fund acquisitions, and repurchase Knowles common stock. Adjusted free cash flow and adjusted free cash flow as a percentage of revenues are not presented in accordance with GAAP and may not be comparable to similarly titled measures used by other companies in our industry. As such, adjusted free cash flow and adjusted free cash flow as a percentage of revenues should not be considered in isolation from, or as an alternative to, any other liquidity measures determined in accordance with GAAP.
10
1


 
Safe Harbor Forward Looking Statements This presentation contains forward-looking statements within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995, such as statements about our future plans, objectives, expectations, financial performance, and continued business operations. The words "believe," "expect," "anticipate," "project," "estimate," "budget," "continue," "could," "intend," "may," "plan," "potential," "predict," "seek," "should," "will," "would," "objective," "forecast," "goal," "guidance," "outlook," "effort," "target," and similar expressions, among others, generally identify forward-looking statements, which speak only as of the date the statements were made. The statements in this presentation are based on currently available information and the current expectations, forecasts, and assumptions of Knowles’ management concerning risks and uncertainties that could cause actual outcomes or results to differ materially from those outcomes or results that are projected, anticipated, or implied in these statements. Other risks and uncertainties include, but are not limited to: the occurrence of any event, change, or other circumstance giving rise to our inability to achieve some or all of the strategic and financial benefits that we expect to achieve in connection with our CMM divestiture; fluctuations in our stock's market price; fluctuations in operating results and cash flows; our ability to prevent or identify quality issues in our products or to promptly remedy any such issues that are identified; the timing of OEM product launches; risks associated with increasing our inventories in advance of anticipated orders by customers; global economic instability, including due to inflation, rising interest rates, negative impacts caused by pandemics and public health crises, or the impacts of geopolitical uncertainties; the impact of changes to laws and regulations that affect the Company’s ability to offer products or services to customers in different regions; our ability to achieve reductions in our operating expenses; the ability to qualify our products and facilities with customers; our ability to obtain, enforce, defend or monetize our intellectual property rights; disruption caused by a cybersecurity incident, including a cyber-attack, cyber breach, theft, or other unauthorized access; increases in the costs of critical raw materials and components; availability of raw materials and components; managing new product ramps and introductions for our customers; our dependence on a limited number of large customers; our ability to maintain and expand our existing relationships with leading OEMs in order to maintain and increase our revenue; increasing competition and new entrants in the market for our products; our ability to develop new or enhanced products or technologies in a timely manner that achieve market acceptance; our reliance on third parties to manufacture, assemble, and test our products and sub-components; escalating international trade tensions, new or increased tariffs and trade wars among countries; financial risks, including risks relating to currency fluctuations, credit risks and fluctuations in the market value of the Company; a sustained decline in our stock price and market capitalization may result in the impairment of certain intangible or long-lived assets; market risk associated with fluctuations in commodity prices, particularly for various precious metals used in our manufacturing operation, changes in tax laws, changes in tax rates and exposure to additional tax liabilities; and other risks, relevant factors, and uncertainties identified in our Annual Report on Form 10-K for the fiscal year ended December 31, 2024, subsequent Reports on Forms 10-Q and 8-K and our other filings we make with the U.S. Securities and Exchange Commission. Knowles disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law. Non-GAAP Disclaimer The financial results disclosed in this presentation include certain measures calculated and presented in accordance with GAAP. In addition to the GAAP results included in this presentation, Knowles has presented supplemental, non-GAAP gross profit, adjusted earnings before interest and income taxes, adjusted earnings before interest and income taxes margin, adjusted earnings before interest, taxes, depreciation, and amortization; adjusted earnings before interest, taxes, depreciation, and amortization margin; non-GAAP gross profit margin, non-GAAP diluted earnings per share, non-GAAP operating expense; free cash flow; and free cash flow margin to facilitate evaluation of Knowles’ operating performance. These non-GAAP financial measures exclude certain amounts that are included in the most directly comparable GAAP measure. In addition, these non-GAAP financial measures do not have standard meanings and may vary from similarly titled non-GAAP financial measures used by other companies. Knowles uses non-GAAP measures as supplements to its GAAP results of operations in evaluating certain aspects of its business, and its executive management team focuses on non-GAAP items as key measures of Knowles’ performance for business planning purposes. These measures assist Knowles in comparing its performance between various reporting periods on a consistent basis, as these measures remove from operating results the impact of items that, in Knowles’ opinion, do not reflect its core operating performance. Knowles believes that its presentation of these non-GAAP financial measures is useful because it provides investors and securities analysts with the same information that Knowles uses internally for purposes of assessing its core operating performance. For a reconciliation of these non-GAAP financial measures to the most directly comparable GAAP financial measures, see the reconciliation tables in the Appendix. 2


 
Financial measures depicted on this slide (other than net cash provided by operating activities) are for continuing operations, thereby excluding the results of our Consumer MEMS Microphones reporting business which was sold December 27, 2024. * For this Non-GAAP financial measure see the Appendix for GAAP to Non-GAAP reconciliation. 2 0 2 4 Y E A R -O V E R -Y E A R Full Year 2024: A Year of Growth • Continuing operations revenue grew 21% above 2023 driven by strength in Medtech & Specialty Audio and the addition of film, mica, and electrolytic capacitors from the acquisition of Cornell to our product portfolio. • Continuing operations non-GAAP diluted EPS increased $0.22 or 32% from 2023 driven by earnings growth in both MSA and PD slightly offset by corporate expenses and interest. • Net cash from operating activities was up 6% from 2023 supporting both share buy-backs and debt reduction. Revenue ($M) 456.8 553.5 FY23 FY24 +21.2% Non-GAAP Diluted EPS* ($) 0.69 0.91 FY23 FY24 +31.9% Net Cash Provided by Operating Activities ($M) 122.7 130.1 FY23 FY24 +6.0% 3


 
Financial measures depicted on this slide (other than net cash provided by operating activities) are for continuing operations, thereby excluding the results of our Consumer MEMS Microphones reporting business which was sold December 27, 2024. * For this Non-GAAP financial measure see the Appendix for GAAP to Non-GAAP reconciliation Q 4 2 0 2 4 Y E A R -O V E R -Y E A R Fourth Quarter Results within Guided Range • Revenue was within the guided range, up 2% year over year. • Non-GAAP diluted EPS was within the guided range; growing $0.05 or 23% from the year-ago period. • Net cash from operating activities was at the mid-point of the guided range, down from Q4 23 driven primarily by timing of customer collections and one-time expenses. Net Cash Provided by Operating Activities ($M) Revenue ($M) Non-GAAP Diluted EPS* ($) 139.2 142.5 4Q23 4Q24 0.22 0.27 4Q23 4Q24 +22.7% 60.4 35.1 4Q23 4Q24 -41.9%+2.4% 4


 
* For this Non-GAAP financial measure see the Appendix for GAAP to Non-GAAP reconciliation. 2 0 2 4 S E G M E N T P E R F O R M A N C EFull Year MedTech & Specialty Audio Continued partnership with our customers to create innovative solutions which enhance the performance of their products drove full year revenue growth. • Revenue grew 8% year over year with strong demand for our hearing health products. Our ability to leverage fixed overhead drove profitable growth. • Adjusted EBITDA margins improved 200 bps driven by operating leverage with adjusted EBIT* increasing 14% from 2023 levels. Revenue ($M) Adjusted EBITDA Margin* (%) 235.4 253.5 FY23 FY24 41.6 43.6 FY23 FY24 +7.7% +200 bps 5


 
* For this Non-GAAP financial measure see the Appendix for GAAP to Non-GAAP reconciliation. Q 4 2 0 2 4 S E G M E N T P E R F O R M A N C E Q4 MedTech & Specialty Audio Revenue ($M) Adjusted EBITDA Margin* (%) 69.5 69.7 4Q23 4Q24 45.8 42.5 4Q23 4Q24 +0.3% -330 bps • Revenue was flat year over year based on shifts in product mix. • Adjusted EBITDA margins were down 330 bps year over year driven by higher incentive compensation costs and lower average pricing on mature products. 6


 
* For this Non-GAAP financial measure see the Appendix for GAAP to Non-GAAP reconciliation. Full Year Precision Devices 2 0 2 4 S E G M E N T P E R F O R M A N C E Adjusted EBITDA Margin* (%) Revenue ($M) 221.4 300.0 FY23 FY24 j t I r i ( ) +35.5% 22.0 20.2 FY23 FY24 -180 bps Demand for high-performance capacitors is strong with a noticeable acceleration of orders from Q3 on. • Revenue grew 36% from 2023 with the expansion of our high-performance capacitor product portfolio to include film, mica, and electrolytic capacitors from the acquisition of Cornell. • Adjusted EBITDA margins declined 180 bps from 2023 largely driven by the acquisition of Cornell in Q4 2023. A strong pipeline of new opportunities positions us well for growth in 2025 as production improves within the Specialty Film line. 7


 
* For this Non-GAAP financial measure see the Appendix for GAAP to Non-GAAP reconciliation. Q4 Precision Devices Q 4 2 0 2 4 S E G M E N T P E R F O R M A N C E Revenue ($M) 69.7 72.8 4Q23 4Q24 Adjusted EBITDA Margin* (%) +4.4% 18.7 20.5 4Q23 4Q24 +180 bps • Revenue grew 4% year over year driven by our expanded portfolio of products acquired with Cornell. • Adjusted EBITDA margins improved 180 bps driven by factory productivity improvements in our legacy business offset by higher scrap cost and production inefficiencies as the Specialty Film product line ramped up. 8


 
9Financial measures depicted on this slide are for continuing operations, thereby excluding the results of our Consumer MEMS Microphones reporting business which was sold December 27, 2024. * For this Non-GAAP financial measure see the Appendix for GAAP to Non-GAAP reconciliation. Adjusted EBITDA* Growth Revenue Growth F IV E Y E A R P E R F O R M A N C E Creating Value for our organization, our customers, and our shareholders Continuing operations revenue grew 12% over a five-year period through a combination of organic growth and acquisitions. Adjusted EBITDA growth outpaced revenue growth, with strategic investment in high margin products for sustainable growth markets. 37.5 108.2 142.0 106.9 128.5 2020 2021 2022 2023 2024 36% CAGR 355.4 441.9 478.8 456.8 553.5 2020 2021 2022 2023 2024 12% CAGR


 
Q1 2025 GAAP results are expected to include approximately $0.06 per share in stock- based compensation, and $0.04 per share in amortization of intangibles. These items are excluded from non-GAAP results. 10 O U T L O O K Q1 2025 Guidance GAAP Adjustments Non-GAAP Revenues from continuing operations $124 to $134 million $— $124 to $134 million Diluted earnings per share from continuing operations $0.06 to $0.10 $0.10 $0.16 to $0.20 Net cash provided by operating activities $(15) to $(5) million $— $(15) to $(5) million


 
Appendix 11


 
Notes 1. Production transfer costs represent duplicate costs incurred to migrate manufacturing to facilities primarily within the United States. These amounts are included in the corresponding Gross profit and Earnings from continuing operations before interest and income taxes for each period presented. 2. These expenses are related to the acquisition of Cornell Dubilier by the Precision Devices segment. These expenses include ongoing costs to facilitate integration, the amortization of fair value adjustments to inventory, and costs incurred by the Company to carry out this transaction. 3. Other expenses include non-recurring professional service fees related to the execution of various reorganization projects, foreign currency exchange rate impacts on restructuring balances, and the ongoing net lease cost (income) related to facilities not used in operations. R EC O N C ILIA TIO N O F G A A P FIN A N C IA L M EA S U R ES TO N O N -G A A P FIN A N C IA L M EA S U R ES Quarter Ended December 31, Year Ended December 31, (continuing operations, in millions, except per share amounts) 2024 2023 2024 2023 Revenues $ 142.5 $ 139.2 $ 553.5 $ 456.8 Gross profit $ 60.9 $ 58.6 $ 234.8 $ 203.8 Gross profit margin 42.7 % 42.1 % 42.4 % 44.6 % Stock-based compensation expense 0.4 0.3 1.5 1.6 Restructuring charges 0.5 0.9 1.9 1.1 Production transfer costs (1) 1.0 0.4 3.8 0.4 Acquisition-related costs (2) 0.1 0.8 2.3 0.8 Other (3) — — 1.1 — Non-GAAP gross profit $ 62.9 $ 61.0 $ 245.4 $ 207.7 Non-GAAP gross profit margin 44.1 % 43.8 % 44.3 % 45.5 % Operating expenses $ 45.5 $ 47.3 $ 183.0 $ 160.4 Stock-based compensation expense (5.0) (5.5) (20.7) (21.2) Intangibles amortization expense (4.2) (3.2) (17.0) (7.5) Restructuring charges — (0.4) (1.5) (2.2) Production transfer costs (1) (0.2) — (0.4) — Acquisition-related costs (2) (0.8) (5.6) (6.1) (8.6) Other (3) (0.9) (0.5) (1.4) (2.1) Non-GAAP operating expenses $ 34.4 $ 32.1 $ 135.9 $ 118.8 Non-GAAP operating expenses margin 24.1 % 23.1 % 24.6 % 26.0 % Net earnings $ 10.4 $ 26.6 $ 23.4 $ 65.6 Interest expense, net 3.4 3.2 16.3 5.4 Provision for (benefit from) income taxes 3.3 (18.7) 11.3 (28.3) Earnings before interest and income taxes 17.1 11.1 51.0 42.7 Earnings before interest and income taxes margin 12.0 % 8.0 % 9.2 % 9.3 % Stock-based compensation expense 5.4 5.8 22.2 22.8 Intangibles amortization expense 4.2 3.2 17.0 7.5 Restructuring charges 0.5 1.3 3.4 3.3 Production transfer costs (1) 1.2 0.4 4.2 0.4 Acquisition-related costs (2) 0.9 6.4 8.4 9.4 Other (3) 0.1 0.5 1.7 2.1 Adjusted earnings before interest and income taxes $ 29.4 $ 28.7 $ 107.9 $ 88.2 Adjusted earnings before interest and income taxes margin 20.6 % 20.6 % 19.5 % 19.3 % 12


 
R EC O N C ILIA TIO N O F G A A P FIN A N C IA L M EA S U R ES TO N O N -G A A P FIN A N C IA L M EA S U R ES Notes 4. The non-GAAP reconciling adjustments are those adjustments made to reconcile Earnings from continuing operations before interest and income taxes to Adjusted earnings before interest and income taxes. 5. Income tax effects of non-GAAP reconciling adjustments are calculated using the applicable tax rates in the jurisdictions of the underlying adjustments. 6. The number of shares used in the diluted per share calculations on a non- GAAP basis excludes the impact of stock-based compensation expense expected to be incurred in future periods and not yet recognized in the financial statements, which would otherwise be assumed to be used to repurchase shares under the GAAP treasury stock method. Quarter Ended December 31, Year Ended December 31, (continuing operations, in millions, except per share amounts) 2024 2023 2024 2023 Net earnings $ 10.4 $ 26.6 $ 23.4 $ 65.6 Interest expense, net 3.4 3.2 16.3 5.4 Provision for (benefit from) income taxes 3.3 (18.7) 11.3 (28.3) Earnings before interest and income taxes 17.1 11.1 51.0 42.7 Non-GAAP reconciling adjustments (4) 12.3 17.6 56.9 45.5 Depreciation expense 5.3 5.0 20.6 18.7 Adjusted earnings before interest, income taxes, depreciation, and amortization ("EBITDA") $ 34.7 $ 33.7 $ 128.5 $ 106.9 Adjusted EBITDA margin 24.4 % 24.2 % 23.2 % 23.4 % Net earnings $ 10.4 $ 26.6 $ 23.4 $ 65.6 Non-GAAP reconciling adjustments (4) 12.3 17.6 56.9 45.5 Income tax effects of non-GAAP reconciling adjustments (5) (1.6) 23.8 (3.6) 46.6 Non-GAAP net earnings $ 24.3 $ 20.4 $ 83.9 $ 64.5 Diluted earnings per share $ 0.12 $ 0.29 $ 0.26 $ 0.72 Earnings (loss) per share non-GAAP reconciling adjustment (4)(5) 0.15 (0.07) 0.65 (0.03) Non-GAAP diluted earnings per share $ 0.27 $ 0.22 $ 0.91 $ 0.69 Diluted average shares outstanding 89.4 90.7 90.1 91.6 Non-GAAP adjustment (6) 2.2 2.2 2.4 2.3 Non-GAAP diluted average shares outstanding (6) 91.6 92.9 92.5 93.9 13


 
H IS T O R IC A L S E G M E N T D A T A Precision Devices MedTech & Specialty Audio Quarter Ended Quarter Ended December 31, September 30, June 30, March 31, December 31, December 31, September 30, June 30, March 31, December 31, (continuing operations, in millions) 2024 2024 2024 2024 2023 2024 2024 2024 2024 2023 Revenues $ 72.8 $ 78.8 $ 74.1 $ 74.3 $ 69.7 $ 69.7 $ 63.7 $ 61.1 $ 59.0 $ 69.5 Gross profit $ 25.6 $ 29.8 $ 25.8 $ 22.9 $ 22.5 $ 35.7 $ 33.7 $ 32.5 $ 31.3 $ 36.5 Gross profit margin 35.2 % 37.8 % 34.8 % 30.8 % 32.3 % 51.2 % 52.9 % 53.2 % 53.1 % 52.5 % Stock-based compensation expense 0.3 0.1 0.2 0.2 0.1 0.1 0.1 0.1 0.1 0.1 Restructuring charges 0.5 0.1 0.3 1.0 0.9 — — — — — Production transfer costs 1.0 1.3 0.7 0.8 0.4 — — — — — Acquisition-related costs 0.1 0.2 0.6 1.4 0.8 — — — — — Other — — — 0.5 — — — — — — Non-GAAP gross profit $ 27.5 $ 31.5 $ 27.6 $ 26.8 $ 24.7 $ 35.8 $ 33.8 $ 32.6 $ 31.4 $ 36.6 Non-GAAP gross profit margin 37.8 % 40.0 % 37.2 % 36.1 % 35.4 % 51.4 % 53.1 % 53.4 % 53.2 % 52.7 % Research and development expenses $ 5.0 $ 5.2 $ 4.7 $ 4.7 $ 4.0 $ 5.3 $ 5.0 $ 4.8 $ 4.7 $ 4.3 Research and development expenses margin 6.9 % 6.6 % 6.3 % 6.3 % 5.7 % 7.6 % 7.8 % 7.9 % 8.0 % 6.2 % Stock-based compensation expense (0.2) (0.2) (0.1) (0.1) (0.1) (0.6) (0.4) (0.4) (0.4) (0.3) Intangibles amortization expense (0.6) (0.6) (0.6) (0.6) (0.6) — — — — — Production transfer costs — — — — — — — — — — Acquisition-related costs (0.1) (0.1) (0.1) (0.3) — — — — — — Non-GAAP research and development expenses $ 4.1 $ 4.3 $ 3.9 $ 3.7 $ 3.3 $ 4.7 $ 4.6 $ 4.4 $ 4.3 $ 4.0 Non-GAAP research and development expenses margin 5.6 % 5.5 % 5.3 % 5.0 % 4.7 % 6.7 % 7.2 % 7.2 % 7.3 % 5.8 % Selling and administrative expenses $ 16.2 $ 16.1 $ 17.0 $ 18.7 $ 14.8 $ 4.8 $ 3.7 $ 3.6 $ 3.8 $ 3.3 Selling and administrative expenses margin 22.3 % 20.4 % 22.9 % 25.2 % 21.2 % 6.9 % 5.8 % 5.9 % 6.4 % 4.7 % Stock-based compensation expense (0.7) (0.4) (0.4) 0.2 (0.5) (1.0) (0.6) (0.5) (0.5) (0.5) Intangibles amortization expense (3.6) (3.6) (3.6) (3.8) (2.6) — — — — — Production transfer costs (0.2) (0.1) (0.1) — — — — — — — Acquisition-related costs (0.7) (0.9) (1.0) (1.9) (0.8) — — — — — Non-GAAP selling and administrative expenses $ 11.0 $ 11.1 $ 11.9 $ 13.2 $ 10.9 $ 3.8 $ 3.1 $ 3.1 $ 3.3 $ 2.8 Non-GAAP selling and administrative expenses margin 15.1 % 14.1 % 16.1 % 17.8 % 15.6 % 5.5 % 4.9 % 5.1 % 5.6 % 4.0 % Operating expenses $ 21.2 $ 21.4 $ 21.6 $ 24.9 $ 19.1 $ 10.1 $ 8.7 $ 8.4 $ 8.5 $ 7.6 Operating expenses margin 29.1 % 27.2 % 29.1 % 33.5 % 27.4 % 14.5 % 13.7 % 13.7 % 14.4 % 10.9 % Stock-based compensation expense (0.9) (0.6) (0.5) 0.1 (0.6) (1.6) (1.0) (0.9) (0.9) (0.8) Intangibles amortization expense (4.2) (4.2) (4.2) (4.4) (3.2) — — — — — Restructuring charges — (0.1) 0.1 (1.5) (0.3) — — — — — Production transfer costs (0.2) (0.1) (0.1) — — — — — — — Acquisition-related costs (0.8) (1.0) (1.1) (2.2) (0.8) — — — — — Non-GAAP operating expenses $ 15.1 $ 15.4 $ 15.8 $ 16.9 $ 14.2 $ 8.5 $ 7.7 $ 7.5 $ 7.6 $ 6.8 Non-GAAP operating expenses margin 20.7 % 19.5 % 21.3 % 22.7 % 20.4 % 12.2 % 12.1 % 12.3 % 12.9 % 9.8 % 14


 
H IS T O R IC A L S E G M E N T D A T A Precision Devices MedTech & Specialty Audio Quarter Ended Quarter Ended December 31, September 30, June 30, March 31, December 31, December 31, September 30, June 30, March 31, December 31, (continuing operations, in millions) 2024 2024 2024 2024 2023 2024 2024 2024 2024 2023 Revenues $ 72.8 $ 78.8 $ 74.1 $ 74.3 $ 69.7 $ 69.7 $ 63.7 $ 61.1 $ 59.0 $ 69.5 Operating earnings (loss) $ 4.4 $ 8.4 $ 4.2 $ (2.0) $ 3.4 $ 25.6 $ 25.0 $ 24.1 $ 22.8 $ 28.9 Other expense, net 0.1 — — 0.1 — — — — — — Earnings (loss) before interest and income taxes $ 4.3 $ 8.4 $ 4.2 $ (2.1) $ 3.4 $ 25.6 $ 25.0 $ 24.1 $ 22.8 $ 28.9 Earnings (loss) before interest and income taxes margin 5.9 % 10.7 % 5.7 % -2.8 % 4.9 % 36.7 % 39.2 % 39.4 % 38.6 % 41.6 % Stock-based compensation expense 1.2 0.7 0.7 0.1 0.7 1.7 1.1 1.0 1.0 0.9 Intangibles amortization expense 4.2 4.2 4.2 4.4 3.2 — — — — — Restructuring charges 0.5 0.2 0.2 2.5 1.2 — — — — — Production transfer costs 1.2 1.4 0.8 0.8 0.4 — — — — — Acquisition-related costs 0.9 1.2 1.7 3.6 1.6 — — — — — Other — — — 0.5 — — — — — — Adjusted earnings before interest and income taxes $ 12.3 $ 16.1 $ 11.8 $ 9.8 $ 10.5 $ 27.3 $ 26.1 $ 25.1 $ 23.8 $ 29.8 Adjusted earnings before interest and income taxes margin 16.9 % 20.4 % 15.9 % 13.2 % 15.1 % 39.2 % 41.0 % 41.1 % 40.3 % 42.9 % Operating earnings (loss) $ 4.4 $ 8.4 $ 4.2 $ (2.0) $ 3.4 $ 25.6 $ 25.0 $ 24.1 $ 22.8 $ 28.9 Other expense, net 0.1 — — 0.1 — — — — — — Earnings (loss) before interest and income taxes $ 4.3 $ 8.4 $ 4.2 $ (2.1) $ 3.4 $ 25.6 $ 25.0 $ 24.1 $ 22.8 $ 28.9 Non-GAAP reconciling adjustments 8.0 7.7 7.6 11.9 7.1 1.7 1.1 1.0 1.0 0.9 Depreciation expense 2.6 2.6 2.6 2.7 2.5 2.3 2.0 2.0 2.0 2.0 Adjusted earnings before interest, income taxes, depreciation, and amortization ("EBITDA") $ 14.9 $ 18.7 $ 14.4 $ 12.5 $ 13.0 $ 29.6 $ 28.1 $ 27.1 $ 25.8 $ 31.8 Adjusted EBITDA margin 20.5 % 23.7 % 19.4 % 16.8 % 18.7 % 42.5 % 44.1 % 44.4 % 43.7 % 45.8 % 15


 
H IS T O R IC A L S E G M E N T D A T A Precision Devices MedTech & Specialty Audio Year Ended Year Ended December 31, December 31, December 31, December 31, (continuing operations, in millions) 2024 2023 2024 2023 Revenues $ 300.0 $ 221.4 $ 253.5 $ 235.4 Gross profit $ 104.1 $ 86.2 $ 133.2 $ 119.7 Gross profit margin 34.7 % 38.9 % 52.5 % 50.8 % Stock-based compensation expense 0.8 0.7 0.4 0.4 Restructuring charges 1.9 1.1 — — Production transfer costs 3.8 0.4 — — Acquisition-related costs 2.3 0.8 — — Other 0.5 — — — Non-GAAP gross profit $ 113.4 $ 89.2 $ 133.6 $ 120.1 Non-GAAP gross profit margin 37.8 % 40.3 % 52.7 % 51.0 % Research and development expenses $ 19.6 $ 13.8 $ 19.8 $ 18.3 Research and development expenses margin 6.5 % 6.2 % 7.8 % 7.8 % Stock-based compensation expense (0.6) (0.6) (1.8) (1.3) Intangibles amortization expense (2.4) (0.9) — — Acquisition-related costs (0.6) — — — Other — — — — Non-GAAP research and development expenses $ 16.0 $ 12.3 $ 18.0 $ 17.0 Non-GAAP research and development expenses margin 5.3 % 5.6 % 7.1 % 7.2 % Selling and administrative expenses $ 68.0 $ 45.7 $ 15.9 $ 15.1 Selling and administrative expenses margin 22.7 % 20.6 % 6.3 % 6.4 % Stock-based compensation expense (1.3) (2.2) (2.6) (1.8) Intangibles amortization expense (14.6) (6.6) — — Production transfer costs (0.4) — — — Acquisition-related costs (4.5) (0.8) — — Non-GAAP selling and administrative expenses $ 47.2 $ 36.1 $ 13.3 $ 13.3 Non-GAAP selling and administrative expenses margin 15.7 % 16.3 % 5.2 % 5.6 % Operating expenses $ 89.1 $ 60.9 $ 35.7 $ 33.4 Operating expenses margin 29.7 % 27.5 % 14.1 % 14.2 % Stock-based compensation expense (1.9) (2.8) (4.4) (3.1) Intangibles amortization expense (17.0) (7.5) — — Restructuring charges (1.5) (1.4) — — Production transfer costs (0.4) — — — Acquisition-related costs (5.1) (0.8) — — Non-GAAP operating expenses $ 63.2 $ 48.4 $ 31.3 $ 30.3 Non-GAAP operating expenses margin 21.1 % 21.9 % 12.3 % 12.9 % 16


 
H IS T O R IC A L S E G M E N T D A T A Precision Devices MedTech & Specialty Audio Year Ended Year Ended December 31, December 31, December 31, December 31, (continuing operations, in millions) 2024 2023 2024 2023 Revenues $ 300.0 $ 221.4 $ 253.5 $ 235.4 Operating earnings (loss) $ 15.0 $ 25.3 $ 97.5 $ 86.3 Other expense, net 0.2 0.3 — — Earnings (loss) before interest and income taxes $ 14.8 $ 25.0 $ 97.5 $ 86.3 Earnings (loss) before interest and income taxes margin 4.9 % 11.3 % 38.5 % 36.7 % Stock-based compensation expense 2.7 3.5 4.8 3.5 Intangibles amortization expense 17.0 7.5 — — Restructuring charges 3.4 2.5 — — Production transfer costs 4.2 0.4 — — Acquisition-related costs 7.4 1.6 — — Other 0.5 — — — Adjusted earnings before interest and income taxes $ 50.0 $ 40.5 $ 102.3 $ 89.8 Adjusted earnings before interest and income taxes margin 16.7 % 18.3 % 40.4 % 38.1 % Operating earnings (loss) $ 15.0 $ 25.3 $ 97.5 $ 86.3 Other expense, net 0.2 0.3 — — Earnings (loss) before interest and income taxes $ 14.8 $ 25.0 $ 97.5 $ 86.3 Non-GAAP reconciling adjustments 35.2 15.5 4.8 3.5 Depreciation expense 10.5 8.3 8.3 8.2 Adjusted earnings before interest, income taxes, depreciation, and amortization ("EBITDA") $ 60.5 $ 48.8 $ 110.6 $ 98.0 Adjusted EBITDA margin 20.2 % 22.0 % 43.6 % 41.6 % 17


 
R EC O N C ILIA TIO N O F S EG M EN T EB IT TO C O N S O LID A TED N ET EA R N IN G S Quarter Ended December 31, September 30, June 30, March 31, December 31, (Continuing operations, in millions) 2024 2024 2024 2024 2023 Earnings (loss) before interest and income taxes Precision Devices $ 4.3 $ 8.4 $ 4.2 $ (2.1) $ 3.4 MedTech & Specialty Audio 25.6 25.0 24.1 22.8 28.9 Total segments 29.9 33.4 28.3 20.7 32.3 Corporate expense / other 12.8 17.3 15.9 15.3 21.2 Interest expense, net 3.4 3.9 4.6 4.4 3.2 Earnings before income taxes 13.7 12.2 7.8 1.0 7.9 Provision for (benefit from) income taxes 3.3 3.0 3.0 2.0 (18.7) Net earnings (loss) $ 10.4 $ 9.2 $ 4.8 $ (1.0) $ 26.6 18


 
Quarter Ended December 31, September 30, June 30, March 31, Trailing 12-months(Continuing operations, in millions) 2024 2024 2024 2024 Net earnings (loss) $ 10.4 $ 9.2 $ 4.8 $ (1.0) $ 23.4 Interest expense, net 3.4 3.9 4.6 4.4 16.3 Provision for income taxes 3.3 3.0 3.0 2.0 11.3 Earnings before interest and income taxes 17.1 16.1 12.4 5.4 51.0 Stock-based compensation expense 5.4 5.8 5.9 5.1 22.2 Intangibles amortization expense 4.2 4.2 4.2 4.4 17.0 Restructuring charges 0.5 0.2 0.2 2.5 3.4 Production transfer costs 1.2 1.4 0.8 0.8 4.2 Acquisition-related costs 0.9 1.3 2.0 4.2 8.4 Other 0.1 1.0 (0.3) 0.9 1.7 Non-GAAP reconciling adjustments 12.3 13.9 12.8 17.9 56.9 Depreciation expense 5.3 5.0 5.1 5.2 20.6 Adjusted earnings before interest, income taxes, depreciation, and amortization ("Adjusted EBITDA") $ 34.7 $ 35.0 $ 30.3 $ 28.5 $ 128.5 19 R E C O N C IL IA T IO N O F N E T E A R N IN G S T O A D JU S T E D E B IT D A


 
R E C O N C IL IA T IO N O F N E T D E B T (in millions) December 31, 2024 Current maturities of long-term debt $ 68.5 Long-term debt 134.0 Total debt 202.5 Less: Cash and cash equivalents (130.1) Net debt $ 72.4 Net debt $ 72.4 Trailing 12 Month Adjusted EBITDA $ 128.5 Net debt leverage ratio 0.6 x 20


 
R E C O N C IL IA T IO N O F N E T E A R N IN G S T O A D JU S T E D E B IT D A 21 Year Ended December 31, (Continuing operations, in millions) 2024 2023 2022 2021 2020 Net earnings (loss) $ 23.4 $ 65.6 $ 66.4 $ 98.4 $ (13.2) Interest expense, net 16.3 5.4 3.5 13.8 15.9 Provision for (benefit from) income taxes 11.3 (28.3) 21.3 (53.0) 2.4 Earnings from continuing operations before interest and income taxes 51.0 42.7 91.2 59.2 5.1 Stock-based compensation expense 22.2 22.8 22.4 24.6 9.2 Intangibles amortization expense 17.0 7.5 5.8 5.0 2.4 Restructuring charges 3.4 3.3 0.6 0.2 3.0 Production transfer costs 4.2 0.4 — — 0.2 Acquisition-related costs 8.4 9.4 — — — Other 1.7 2.1 3.4 1.6 0.4 Non-GAAP reconciling adjustments 56.9 45.5 32.2 31.4 15.2 Depreciation expense 20.6 18.7 18.6 17.6 17.2 Adjusted earnings before interest, income taxes, depreciation, and amortization ("Adjusted EBITDA") $ 128.5 $ 106.9 $ 142.0 $ 108.2 $ 37.5


 
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v3.25.0.1
Cover Statement
Feb. 13, 2025
Document Information [Line Items]  
Document Period End Date Feb. 13, 2025
Entity Registrant Name Knowles Corporation
Entity Incorporation, State or Country Code DE
Entity File Number 001-36102
Entity Tax Identification Number 90-1002689
Entity Address, Address Line One 1151 Maplewood Drive
Entity Address, City or Town Itasca
Entity Address, State or Province IL
Entity Address, Postal Zip Code 60143
City Area Code 630
Local Phone Number 250-5100
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common stock, $0.01 par value per share
Trading Symbol KN
Security Exchange Name NYSE
Entity Emerging Growth Company false
Entity Central Index Key 0001587523
Document Type 8-K
Amendment Flag false

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