What changed in MATTHEWS INTERNATIONAL CORP's 2023 10-K compared to 2022?

Across the narrative sections we track, MATTHEWS INTERNATIONAL CORP (MATW) added 275 paragraphs, removed 288, and edited 170 between the 2022 and 2023 10-K filings. The biggest movers are Item 1. Business (+46/−97), Item 7. Management's Discussion & Analysis (+83/−82), Item 1A. Risk Factors (+81/−7).

Did MATTHEWS INTERNATIONAL CORP add new Risk Factors in the 2023 10-K?

Yes — Item 1A Risk Factors shows 81 new/edited paragraphs and 7 removed paragraphs versus the 2022 10-K.

What changed in MATTHEWS INTERNATIONAL CORP's MD&A (Item 7) in 2023?

Item 7 Management's Discussion & Analysis shows 83 new/edited paragraphs and 82 removed paragraphs year-over-year. Read the side-by-side diff to see exactly which revenue, margin, and outlook commentary was rewritten.

Where does this MATW 10-K diff come from?

The source filings are MATTHEWS INTERNATIONAL CORP's official 2022 and 2023 Form 10-K annual reports from SEC EDGAR. 10q10k.net parses each filing, aligns paragraphs by section (Item 1, 1A, 1C, 2, 3, 7, 7A), and highlights every added, removed and edited sentence side-by-side.

What changed in MATTHEWS INTERNATIONAL CORP's 10-K — 2022 vs 2023

Paragraph-level year-over-year comparison of MATTHEWS INTERNATIONAL CORP's 2022 and 2023 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2023 report.

+275 added−288 removedSource: 10-K (2023-11-17) vs 10-K (2022-11-18)

Top changes in MATTHEWS INTERNATIONAL CORP's 2023 10-K

275 paragraphs added · 288 removed · 170 edited across 8 sections

Item 1. Business+46 / −97 · 38 edited
Item 7. Management's Discussion & Analysis+83 / −82 · 65 edited
Item 1A. Risk Factors+81 / −7 · 6 edited
Item 6. [Reserved]+42 / −79 · 39 edited
Item 7A. Quantitative and Qualitative Disclosures About Market Risk+9 / −9 · 9 edited

Item 1. Business

Business — how the company describes what it does

38 edited+8 added−59 removed67 unchanged

2022 filing

2023 filing

Biggest changeBUSINESS, (continued) HUMAN CAPITAL RESOURCES: Introduction: The Company’s culture of Inspired Possibilities empowers global teams to think creatively to inspire change that favorably impacts outcomes for the Company's customers, clients, and one another. Matthews’ human resource strategies align with the business strategies to enable and optimize internal talent to achieve business and financial performance.

Biggest changeThe Company also enters into agreements with customers that authorizes the use of certain intellectual property through various licensing arrangements. 7 ITEM 1. BUSINESS, (continued) HUMAN CAPITAL RESOURCES: Introduction: The Company’s culture of Inspired Possibilities empowers global teams to think creatively to inspire change that favorably impacts outcomes for the Company's customers, clients, and one another.

The Company believes this investment, which includes classroom learning, assessments, coaching/mentoring and project application, both prepares and strengthens the organization for the future, while deepening the commitment of its top talent. Performance Management: Connecting employees to the strategy ensures individual effort to a larger goal and strengthens commitment to the organization.

The Company believes this investment, which includes classroom learning, external assessments, coaching/mentoring, and project application, both prepares and strengthens the organization for the future, while deepening the commitment of its top talent. Performance Management: Connecting employees to the strategy ensures individual effort to a larger goal and strengthens commitment to the organization.

BUSINESS, (continued) The segment is a leading manufacturer and distributor of caskets and other funeral home products in North America, producing and marketing metal, wood and cremation caskets. Caskets are offered in a variety of colors, interior designs, handles and trim in order to accommodate specific religious, ethnic or other personal preferences and can also be personalized.

The segment is a leading manufacturer and distributor of caskets and other funeral home products in North America, producing and marketing metal, wood and cremation caskets. Caskets are offered in a variety of colors, interior designs, handles and trim in order to accommodate specific religious, ethnic or other personal preferences and can also be personalized.

Many of Matthews’ employees have highly specialized skills and subject-matter expertise in their respective disciplines, enabling the Company to deliver industry leading products and services to its customers throughout the world. Diversity and Inclusion: Matthews views diversity and inclusion (“D&I”) as a priority to be valued and promoted in every aspect of its business.

The Company understands and firmly believes in the value that diverse experiences, perspectives, and ideas bring to the workforce and offer to clients. Matthews knows its employees deserve equal opportunities regardless of race, gender, gender expression, age, disability, religion, sexual orientation and more.

The Company understands and firmly believes in the value that diverse experiences, perspectives, and ideas bring to the workforce and offer to clients. Matthews knows its employees deserve equal opportunities regardless of race, national origin, gender, gender expression, age, disability, religion, sexual orientation and more.

BUSINESS, (continued) Product identification systems range from stand-alone marking products to complex ink-jet printing systems that integrate into a customer's production process. The Company manufactures and markets products and systems that employ different marking technologies, including laser and ink-jet printing.

Product identification systems range from stand-alone marking products to complex ink-jet printing systems that integrate into a customer's production process. The Company manufactures and markets products and systems that employ different marking technologies, including laser and ink-jet printing.

Workforce Composition: As of October 31, 2022, the Company and its majority-owned subsidiaries employed approximately 12,000 people globally in 6 continents and more than 300 locations and 30 countries around the world.

Workforce Composition: As of October 31, 2023, the Company and its majority-owned subsidiaries employed approximately 12,000 people globally in 6 continents and more than 300 locations and 30 countries around the world.

Waste incineration systems encompass both batch load and continuous feed, static, stepped-hearth and rotary systems for incineration of all waste types, as well as equipment for in-loading waste, out-loading ash and energy recovery.

Waste incineration systems encompass both batch load and continuous feed, static, stepped-hearth and rotary systems for incineration of many waste types, as well as equipment for in-loading waste, out-loading ash and energy recovery.

Upon request, the Company will manufacture the memorial to the customer's specifications (e.g., name and birth date) and place it in storage for future delivery. Memorials in storage have been paid in full with title conveyed to each pre-need purchaser. 3 ITEM 1.

The segment also purchases copper, bronze, stainless steel, particleboard, corrugated materials, paper veneer, cloth, ornamental hardware and coating materials. Purchase orders or supply agreements are typically negotiated with large, integrated steel producers that have demonstrated timely delivery, high quality material and competitive prices. Lumber is purchased from a number of sawmills and lumber distributors.

The segment also purchases copper, bronze, stainless steel, particleboard, corrugated materials, paper veneer, cloth, ornamental hardware and coating materials. Purchase orders or supply agreements are typically negotiated with steel suppliers that have demonstrated timely delivery, high quality material and competitive prices. Lumber is purchased from a number of sawmills and lumber distributors.

Dry electrode technology makes producing lithium-ion batteries easier and less expensive than the wet electrode process, and dry electrode manufacturing is also less impactful on the environment. These factors could contribute to increased utilization of dry electrode batteries in the electric vehicle market, and thus greater demand for this form of battery in the future. 5 ITEM 1.

Dry electrode technology makes producing lithium-ion batteries less expensive than the wet electrode process, and dry electrode manufacturing is also less impactful on the environment. These factors could contribute to increased utilization of dry electrode batteries in the electric vehicle market, and thus greater demand for this form of battery in the future.

Matthews has implemented a robust talent review process that identifies critical talent and serves as the basis for succession planning. Each year, at the conclusion of this review, the executive team selects a cohort of critical talent to participate in a comprehensive leadership program designed to prepare leaders for enterprise roles.

Matthews has implemented a robust talent review process that identifies critical talent and serves as the basis for succession planning. Each year, at the conclusion of this review, the executive team selects a cohort of critical talent by level to participate in comprehensive leadership programs designed to prepare leaders for enterprise roles.

Cremation and incineration equipment sales backlogs vary in a range of ten to twelve months of sales. Backlogs vary in a range of approximately twelve to eighteen months of sales for mausoleums. Backlogs are generally in excess of a year for purpose-built machinery projects.

Cremation and incineration equipment sales backlogs vary in a range of four to six months of sales. Backlogs vary in a range of approximately twelve to eighteen months of sales for mausoleums. Backlogs are generally in excess of a year for purpose-built machinery projects.

The Company stands committed to a culture reflecting the people, clients, customers, and communities it serves. Talent Acquisition and Total Rewards: To continue to grow and compete in a highly competitive labor market, Matthews works hard to attract and select top talent through a compelling employment value proposition.

Matthews is a unique organization, diverse in culture, talent and geography. The Company stands committed to a culture reflecting the people, clients, customers, and communities it serves. Talent Acquisition and Total Rewards: To continue to grow and compete in a highly competitive labor market, Matthews works hard to attract and select top talent through a compelling employment value proposition.

Matthews’ competency-based learning center helps employees select learning programs to continue their growth, and the Company facilitates both formal and informal mentoring that reinforces and supports its leaders during key developmental periods and beyond. 8 ITEM 1. BUSINESS, (continued) The Company’s future success depends upon tomorrow’s leaders.

Matthews’ competency-based learning center helps employees select learning programs to continue their growth, and the Company facilitates both formal and informal mentoring that reinforces and supports its leaders during key developmental periods and beyond. The Company’s future success depends upon tomorrow’s leaders.

Other specialized funeral home products such as urns, jewelry, interior panels, and stationery are also offered. Metal caskets are made from various gauges of cold-rolled steel, stainless steel, copper and bronze.

Other specialized funeral home products such as urns, jewelry, interior panels, and stationery are also offered. 3 ITEM 1. BUSINESS, (continued) Metal caskets are made from various gauges of cold-rolled steel, stainless steel, copper and bronze.

The Company continues to assess, refine and expand its intellectual property portfolio, considering options to pursue additional patent filings and to further develop and continue to maintain processes to identify, inventory and safeguard evolving trade secrets. 7 ITEM 1.

Competitors in the architectural market are numerous and include companies that manufacture cast and painted signs, plastic materials, sand-blasted wood and other fabricated products. The Memorialization segment markets its casket products in the United States through a combination of Company-owned and independent casket distribution facilities. The Company operates approximately 75 distribution centers in the United States.

Competitors in the architectural market are numerous and include companies that manufacture cast and painted signs, plastic materials, sand-blasted wood and other fabricated products. The Memorialization segment markets its casket products in the United States through a combination of Company-owned and independent casket distribution facilities. The segment's casket products are primarily sold through Company-owned distribution centers throughout the United States.

The Company’s employment brand highlights its values, commitment to people culture, diversity, equity and inclusion, employee development and the efforts to ensure cultural alignment, and the selection process includes key behavioral questions that help select the right people for the right roles.

The Company’s employment brand highlights its values including innovation, commitment to people culture, diversity, equity and inclusion, employee development, and wellbeing. The Company's selection process includes key behavioral questions that help select the right people for the right roles which helps to ensure cultural alignment.

Matthews understands the highly competitive market for talent and believes that to attract and retain top talent, it must offer competitive pay and benefit programs. The Company evaluates roles to ensure pay is at market rate, and offers annual incentive pay and a competitive benefit package. As a global company, adjustments are made for global and regional market demands.

The Company conducts business in more than 30 countries around the world, and in fiscal 2022 approximately 32% of the Company's sales to external customers were to customers outside the United States. In addition, the Company's manufacturing operations, suppliers and employees are located in many places around the world.

Company-Specific Risk Factors: Foreign Operations. The Company conducts business in more than 30 countries around the world, and in fiscal 2023 approximately 37% of the Company's sales to external customers were to customers outside the United States. In addition, the Company's manufacturing operations, suppliers and employees are located in many places around the world.

Detailed financial information relating to business segments and to domestic and international operations is presented in Note 20, "Segment Information" in Item 8 - "Financial Statements and Supplemental Data." Years Ended September 30, 2022 2021 2020 Sales to external customers: (Dollar amounts in thousands) Memorialization $ 840,124 $ 769,016 $ 656,035 Industrial Technologies 335,523 284,495 228,453 SGK Brand Solutions 586,756 617,519 613,818 Consolidated Sales $ 1,762,403 $ 1,671,030 $ 1,498,306 In fiscal 2022, approximately 70% of the Company's sales were made from North America, 25% were made from Europe, 3% were made from Asia, and 2% were made from other regions.

Detailed financial information relating to business segments and to domestic and international operations is presented in Note 20, "Segment Information" in Item 8 - "Financial Statements and Supplemental Data." Years Ended September 30, 2023 2022 2021 Sales to external customers: (Dollar amounts in thousands) Memorialization $ 842,997 $ 840,124 $ 769,016 Industrial Technologies 505,751 335,523 284,495 SGK Brand Solutions 532,148 586,756 617,519 Consolidated Sales $ 1,880,896 $ 1,762,403 $ 1,671,030 In fiscal 2023, approximately 65% of the Company's sales were made from North America, 30% were made from Europe, 3% were made from Asia, and 2% were made from other regions.

Industrial Technologies: The Industrial Technologies segment includes the design, manufacturing, service and distribution of high-tech custom energy storage solutions, product identification and warehouse automation technologies and solutions, including order fulfillment systems for identifying, tracking, picking and conveying consumer and industrial products.

Industrial Technologies: The Industrial Technologies segment includes the design, manufacturing, service and distribution of high-tech custom energy storage solutions; product identification and warehouse automation technologies and solutions, including order fulfillment systems for identifying, tracking, picking and conveying consumer and industrial products; and coating and converting lines for the packaging, pharma, foil, décor and tissue industries.

Backlogs for warehouse automation and fulfillment systems generally vary in a range of up to four weeks for standard products, and are currently in the range of ten to twelve months for custom systems. The Company's current backlog is expected to be substantially filled in fiscal 2023. 9 ITEM 1.

Talent Development/Management: From onboarding to leadership development, Matthews believes investing in its people leads to greater success. The Company’s onboarding program reinforces its values and culture, supports its managers in creating a positive employee experience during the first 90 days and builds early commitment with all new hires.

The Company’s onboarding program reinforces its values and culture, supports its managers in creating a positive employee experience during the first 90 days and builds early commitment with all new hires.

Set forth below are descriptions of those risks and uncertainties that the Company currently believes to be material. Additional risks not currently known or deemed immaterial may also result in adverse effects on the Company. Company-Specific Risk Factors: Foreign Operations.

Set forth below are descriptions of those risks and uncertainties that the Company believes to be material as of the date of this Annual Report on Form 10-K. Additional risks not known to the Company as of such date or risks that the Company deemed immaterial may also result in adverse effects on the Company in the future.

The energy storage solutions business has experienced significant growth primarily reflecting expanded use of electric vehicles, as well as the expansion of renewable energy production globally. The segment has nearly a decade of experience in developing dry electrode lithium-ion battery solutions.

The business is globally active with well-established customer relations. 5 ITEM 1. BUSINESS, (continued) The energy storage solutions business has experienced significant growth primarily reflecting increasing demand for electric vehicles, as well as the expansion of renewable energy production globally. The segment has nearly a decade of experience in developing dry electrode battery solutions.

The Memorialization segment works to provide a total solution to customers that own and operate businesses in both the cemetery and funeral home markets. The Company's memorial and casket products serve the relatively stable casketed and in-ground burial death market, while its memorial products and cremation and incineration equipment also serve the growing cremation market.

The Company's memorial and casket products serve the relatively stable casketed and in-ground burial death market, while its memorial products and cremation and incineration equipment also serve the growing cremation market.

A global council representative of a diverse workforce exists to help shape plans and program priorities across these pillars and to champion the work to build a more inclusive culture, and a full time D&I leader is actively focused on driving progress in this area. Matthews is a unique organization, diverse in culture, talent and geography.

A global council representative of a diverse workforce exists to help shape plans and program priorities, and seven additional councils across the organization support the program within local/regional markets to champion the work. A full time D&I leader is actively focused on driving the overarching program and building progress across all seven focus areas.

Approximately 85% of the segment's casket products are currently sold through Company-owned distribution centers. The casket business is highly competitive and the Company competes with other manufacturers based on product quality, price, service, design availability and breadth of product line.

The casket business is highly competitive and the Company competes with other manufacturers based on product quality, price, service, design availability and breadth of product line. The Memorialization segment provides a line of casket products that it believes is as comprehensive as any of its major competitors.

Hazards in the workplace are timely identified and management actively tracks incidents so remedial actions may be implemented to improve workplace safety.

Safety efforts are led by the global health and safety team and supported by individuals at the local site level. Hazards in the workplace are timely identified and management actively tracks incidents so remedial actions may be implemented to improve workplace safety. BACKLOG: The Company's current backlog is expected to be substantially filled in fiscal 2024.

As an organization with a history that spans more than 170 years, Matthews has always believed that mutual respect, valuing the worth of all people, doing what's right and celebrating diversity is essential to how the Company operates and the way it does business. Matthews’ D&I strategy focuses on four pillars: Infrastructure, Talent Acquisition, Employee Engagement and Community Engagement.

Matthews has consistently advocated that mutual respect, valuing the worth of all people, doing what's right and celebrating diversity is essential to how the Company operates and the way it does business.

ITEM 1. BUSINESS, (continued) The Company manages its business under three reporting segments, Memorialization, Industrial Technologies, and SGK Brand Solutions. Effective in the first quarter of fiscal 2022, the Company transferred its surfaces and engineered products businesses from the SGK Brand Solutions segment to the Industrial Technologies segment.

ITEM 1. BUSINESS, (continued) The Company manages its business under three reporting segments, Memorialization, Industrial Technologies, and SGK Brand Solutions. The following table sets forth reported sales for the Company's business segments for the past three fiscal years.

The Memorialization segment provides a line of casket products that it believes is as comprehensive as any of its major competitors. There are a large number of casket industry participants operating in North America, and a few foreign casket manufacturers, primarily from China, participating in the North American market.

There are a large number of casket industry participants operating in North America, and a few foreign casket manufacturers, primarily from China, participating in the North American market. The Company competes with several manufacturers in the cremation and accessory equipment market principally based on product design, quality and price.

As such, the Company's future success depends in part on its ability to grow sales in non-U.S. markets.

As such, the Company's future success depends in part on its ability to grow sales in non-U.S. markets. Sales and operations outside of the United States are subject to certain inherent risks. The Company anticipates that future sales to international customers will continue to account for a significant percentage of its revenues.

The Company competes with several manufacturers in the cremation and accessory equipment market principally based on product design, quality and price. The Memorialization segment and its three largest global competitors account for a substantial portion of the United States and European cremation equipment market.

The Memorialization segment and its three largest global competitors account for a substantial portion of the United States and European cremation equipment market. The Memorialization segment works to provide a total solution to customers that own and operate businesses in both the cemetery and funeral home markets.

The segment also offers service, spare parts, calender- and coating-roller refurbishing and retrofits of complete production lines. Production capabilities are available in Germany and the Czech Republic, with design and assembly in Germany, Switzerland, Czech Republic, Canada and the United States. The business is globally active with well-established customer relations.

The segment also offers service, spare parts, calender- and coating-roller refurbishing and retrofits of complete production lines.

Health and Safety: Employee health and safety in the workplace remains the Company’s highest priority and is one of the Company’s core values. Safety efforts are led by the global health and safety team and supported by individuals at the local site level.

The Company has a trained global change network embedded in the business to support transformational projects to help realize the goals and benefits of organizational changes. Health and Safety: Employee health and safety in the workplace remains the Company’s highest priority and is one of the Company’s core values.

Removed

This business segment change is consistent with internal management structure and reporting changes effective for fiscal 2022. Prior periods were revised to reflect retrospective application of this segment realignment. The following table sets forth reported sales for the Company's business segments for the past three fiscal years.

Added

The coating and converting solutions business produces both complete production lines and individual units for drying, treating, coating, laminating and winding for the packaging, paper, labeling and foil industry as well as technical textiles and pharma industry but also for embossing, finishing, smoothing, perforating and calibrating web materials.

Removed

BACKLOG: Because the nature of the Company's Memorialization, Industrial Technologies, and SGK Brand Solutions businesses are primarily custom products made to order and services with short lead times, backlogs are not generally material except for mausoleums and cremation and incineration equipment in the Memorialization segment, and purpose-built machinery, warehouse automation and order fulfillment projects in the Industrial Technologies segment.

Added

The business supplies high-tech machines to large global customers and develops solutions collaboratively with them to make their processes more resource-efficient and their products more sustainable. Production capabilities are available in Germany, the Czech Republic and the United States, with design and assembly in Germany, Switzerland, Czech Republic, Canada and the United States.

Removed

Sales and operations outside of the United States are subject to certain inherent risks, including fluctuations in the value of the U.S. dollar relative to foreign currencies, global economic uncertainties, tariffs, quotas, taxes and other market barriers, political and economic instability, restrictions on the export or import of technology, potentially limited intellectual property protection, difficulties in staffing and managing international operations, potentially adverse tax consequences, and required compliance with non-U.S. laws and regulations.

Added

Matthews’ human resource strategies align with the business strategies to enable and optimize internal talent to achieve business and financial performance.

Removed

Changes in Foreign Currency Exchange Rates . Production and sales of a significant portion of the Company's products are outside the United States, and accordingly, the Company holds assets, incurs liabilities, earns revenue and pays expenses in a variety of currencies.

Added

Matthews’ D&I strategy focuses on priorities across seven key areas including: Talent Acquisition, Employee Engagement, Learning and Awareness, Supplier Diversity, Connection to Customers, Normalizing Courageous Conversations, and Community Engagement.

Removed

The Company's consolidated financial statements are presented in U.S. dollars, and therefore, the Company must translate the reported values of its foreign assets, liabilities, revenue and expenses into U.S. dollars.

Added

As a global company, adjustments are made for global and regional market demands. 8 ITEM 1. BUSINESS, (continued) Talent Development/Management: From onboarding to leadership development, Matthews believes investing in its people leads to greater success.

Removed

Increases or decreases in the value of the U.S. dollar compared to foreign currencies may negatively affect the value of these items in the Company's consolidated financial statements, even though their value has not changed in local currency. Changes in Interest Rates .

Added

Risks associated with the Company’s international sales and operations include, but are not limited to: • currency exchange rate fluctuations; • global political and economic instability and uncertainty; • international terrorism; • export controls, including by the United States; • failure to comply with anti-bribery legislation, including the U.S.

Removed

Interest rate fluctuations could increase the Company's financing costs to the extent such interest rates are not hedged, or limit the Company's ability to obtain additional indebtedness or debt refinancing to be offered on terms that the Company deems attractive, if at all, which could have a material and adverse effect on the Company's borrowing costs, profitability, liquidity and capital resources.

Added

Foreign Corrupt Practices Act (the “FCPA”); • changes in legal and regulatory requirements; • policy changes by the United States and foreign governments affecting the markets for the Company’s products; • changes in tax laws, quotas, tariffs and other market barrier; • difficulties in protection and enforcement of intellectual property rights; • restrictions on the export or import of technology; • failure to comply with the foreign data protection laws, including the European Union’s General Data Protection Regulation (the “GDPR”) ; • inadvertent transfers of export-controlled information due to increased cross-border technology transfers and the use of offshore computer servers; • transportation, including piracy in international waters; and • challenges relating to managing a global workforce with diverse cultures, backgrounds and labor laws.

Removed

Borrowings under the Company’s credit facilities, including the domestic credit facility, are subject to variable rates of interest and expose the Company to interest rate risk. The Company enters into interest rate swaps in order to achieve a mix of fixed and variable rate debt that it deems appropriate.

Added

It also is possible that certain international contracts may include industrial cooperation agreements requiring specific in-country purchases, investments, manufacturing agreements or other financial obligations (known as offset obligations) and may provide for penalties if the Company fails to meet such requirements. 10

Removed

To the extent that some or all of the Company’s variable interest rate debt is not subject to interest rate swaps, if interest rates were to increase, the Company’s interest expense would increase, negatively affecting earnings and reducing cash flows available for working capital, capital expenditures and other investments. 10 ITEM 1A.

Removed

RISK FACTORS, (continued) The Company also previously issued $300.0 million 5.25% senior unsecured notes due December 1, 2025 (the “2025 Senior Notes”).

Removed

In the event the Company seeks to refinance indebtedness under the domestic credit facility or the 2025 Senior Notes, or obtain additional financing, higher interest rates may limit the Company’s ability to incur such indebtedness on terms that it deems attractive, if at all.

Removed

If the Company is unable to incur indebtedness on terms that it deems attractive, it could have a material and adverse effect on the Company’s borrowing costs, profitability, liquidity and capital resources. Increased Prices for Raw Materials. The Company's profitability is affected by the prices of the raw materials used in the manufacture of its products.

Removed

These prices may fluctuate based on a number of factors, including changes in supply and demand, domestic and global economic conditions, volatility in commodity markets, currency exchange rates, labor costs, tariffs and fuel-related costs. If suppliers increase the price of critical raw materials, alternative sources of supply, or alternative materials, may not exist or be readily available.

Removed

In addition, disruptions in the global supply chain may cause prices for raw materials to increase. See "Disruptions to the global supply chain." The Company has standard selling price structures (i.e., list prices) in certain of its segments, which are reviewed for adjustment generally on an annual basis.

Removed

In addition, the Company has established pricing terms with several of its customers through contracts or similar arrangements. Based on competitive market conditions and to the extent that the Company has established pricing terms with customers, the Company's ability to immediately increase the price of its products to offset the increased costs may be limited.

Removed

Significant raw material price increases that cannot be mitigated by selling price increases or productivity improvements will negatively affect the Company's results of operations. Changes in Mortality and Cremation Rates.

Removed

Generally, life expectancy in the United States and other countries in which the Company's Memorialization segment operates has increased steadily for several decades and is expected to continue to do so in the future, absent events related to pandemics or similar outbreaks. The increase in life expectancy is also expected to impact the number of deaths in the future.

Removed

Additionally, cremations have steadily grown as a percentage of total deaths in the United States since the 1960's, and are expected to continue to increase in the future.

Removed

The Company expects that these trends will continue in the future and sales of the Company's Memorialization segment may benefit from the continued growth in the number of cremations; however, such trends may adversely affect the volume of bronze and granite memorialization products and burial caskets sold in the United States. Changes in Product Demand or Pricing.

Removed

The Company's businesses have and will continue to operate in competitive markets. Changes in product demand or pricing are affected by domestic and foreign competition and an increase in consolidated purchasing by large customers operating in both domestic and global markets. The Memorialization businesses generally operate in markets with ample supply capacity and demand which is correlated to death rates.

Removed

The SGK Brand Solutions businesses serve global customers that are requiring their suppliers to be global in scope and price-competitive. Additionally, in recent years the Company has witnessed an increase in products manufactured offshore, primarily in China, and imported into the Company's U.S. markets.

Removed

It is expected that these trends will continue and may affect the Company's future results of operations. Changes in the Distribution of the Company's Products or the Loss of a Large Customer.

Removed

Although the Company does not have any customer that is individually significant to consolidated sales, it does have contracts with several large customers in each of its business segments. While these contracts provide important access to large purchasers of the Company's products, they can obligate the Company to sell products at contracted prices for extended periods of time.

Removed

Additionally, any significant divestiture of business properties or operations by current customers could result in a loss of business if the Company is not able to maintain the business with the subsequent owners of the businesses. Disruptions to the global supply chain.

Removed

The Company purchases components and materials to manufacture its products from a large number of suppliers, some of which may be critical to operations. The Company’s product offerings are impacted by such suppliers' lead times, volume constraints and increasing costs.

Removed

The Company has experienced and may continue to experience extended lead times and product unavailability due to manufacturing disruptions or closures as well as delays and unanticipated costs associated with the sourcing of materials. Matthews’ supply chain operations span several geographies globally and are heavily dependent upon third party logistics and transportation services to deliver the Company’s products to customers.

Removed

Extended lead times and shortages could impair the Company’s ability to meet its customer requirements, require the Company to pay higher prices or incur expedite fees or cause its customers to delay or forgo projects, which would harm Matthews’ business and negatively impact the Company’s gross margin and results of operations. 11 ITEM 1A.

Removed

RISK FACTORS, (continued) Pandemics or similar outbreaks. Pandemics or similar outbreaks could adversely affect the economies of developed and emerging markets, potentially resulting in an economic downturn that could affect customers’ demand for the Company’s products and services, as well as the Company's ability to access capital at acceptable interest rates.

Removed

The spread of pandemics or similar outbreaks may also disrupt the Company’s manufacturing and production operations, as well as its distribution systems, which include import and export for delivery of the Company’s products to its customers. These factors could materially and adversely affect the Company’s business, financial condition and results of operations.

Removed

See also "Disruptions to the global supply chain." Due to the uncertainty relating to a pandemic or similar outbreak, the Company, its customers or its suppliers may be required, or believe that it is advantageous, to take precautionary measures intended to minimize the risk of a virus or disease spreading to employees, customers, and the communities in which they operate, and these measures could negatively impact the Company’s business.

Removed

Further, if the scope and severity of an outbreak worsens and the Company’s contingency plans prove ineffective, its global operations could potentially experience disruptions, such as temporary closure of facilities or delays or suspensions in product offerings and services, which may materially and adversely affect the Company’s business, financial condition and results of operations.

Removed

Global conflicts may impact the business of the Company and the markets in which it operates. Global conflicts, such as the war in Ukraine, could impact the Company and its operations in a number of different ways, which are yet to be fully assessed and are therefore uncertain.

Removed

The Company’s principal concern is for the safety of its employees and other personnel, specifically those who are based in the affected region. The Company has employees who are based in Eastern Europe, including Russia and Ukraine, who may be affected by the ongoing hostilities. The Company additionally has property, plant and equipment in or around the affected region.

Removed

The continuing impact of this war and the response of the United States and other countries to it by means of trade and economic sanctions, or other actions, is still evolving and unknown; however it could disrupt the Company’s ability to work with certain parties.

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Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

6 edited+75 added−1 removed24 unchanged

2022 filing

2023 filing

Biggest changeThe Company is subject to many data privacy, data protection, and data breach notification laws, including the European Union’s General Data Protection Regulation (the “GDPR”), which became effective in May of 2018, and the California Consumer Privacy Act (the "CCPA"), which became effective in January 2020. The GDPR and the CCPA contain comprehensive data protection compliance requirements.

Biggest changeChanges in Laws and Regulations Governing Data Privacy and Data Protection . The Company is subject to many data privacy, data protection, and data breach notification laws, including the GDPR, which became effective in May of 2018, and the California Consumer Privacy Act (the "CCPA"), which became effective in January 2020.

Although the Company is not aware of any significant incidents to date, if it is unable to prevent, detect and timely remediate such security or privacy breaches, its operations could be disrupted or the Company may suffer legal claims, loss of reputation, financial loss, property damage, or regulatory penalties because of lost or misappropriated information. Effectiveness of Internal Controls.

These and other economic factors could have an effect on demand for the Company's products and services and negatively impact the Company's financial condition and results of operations. 14 ITEM 1A. RISK FACTORS, (continued) Labor shortages, turnover and labor cost increases. Labor is a significant component of the Company's operations.

These and other economic factors could have an effect on demand for the Company's products and services and negatively impact the Company's financial condition and results of operations. Labor shortages, turnover and labor cost increases. Labor is a significant component of the Company's operations.

The Company has applied available guidance to estimate its tax obligations, but new guidance may cause the Company to make adjustments to its tax estimates in future periods. Compliance with Foreign Laws and Regulations.

The Company has applied available guidance to estimate its tax obligations, but new guidance may cause the Company to make adjustments to its tax estimates in future periods. 14 ITEM 1A. RISK FACTORS, (continued) Compliance with Foreign Laws and Regulations.

For example, recent years have seen an increase in the development and enforcement of laws and regulations regarding trade compliance, economic sanctions, anti-money laundering, and anti-corruption, such as the U.S. Foreign Corrupt Practices Act and similar laws in other countries.

Complying with the GDPR and the CCPA may continue to cause the Company to incur substantial operational costs or require the Company to change certain of its business practices in certain jurisdictions.

The GDPR and the CCPA contain comprehensive data protection compliance requirements. Complying with the GDPR and the CCPA may continue to cause the Company to incur substantial operational costs or require the Company to change certain of its business practices in certain jurisdictions.

Removed

ITEM 1A. RISK FACTORS, (continued) Changes in Laws and Regulations Governing Data Privacy and Data Protection .

Added

ITEM 1A. RISK FACTORS, (continued) The impact of these risks is difficult to predict, but the occurrence of one or more of them could have a material adverse effect on the Company’s financial position, results of operations, or cash flows. Changes in Foreign Currency Exchange Rates .

Added

Production and sales of a significant portion of the Company's products are outside the United States, and accordingly, the Company holds assets, incurs liabilities, earns revenue and pays expenses in a variety of currencies.

Added

Interest rate fluctuations could increase the Company's financing costs to the extent such interest rates are not hedged.

Added

In addition, increases in interest rates could limit the Company's ability to obtain additional indebtedness or debt refinancing on terms that the Company deems attractive, or at all, which could have a material and adverse effect on the Company's borrowing costs, profitability, liquidity and capital resources.

Added

The Company also has $299.6 million 5.25% senior unsecured notes due December 1, 2025 (the “2025 Senior Notes”).

Added

The Company has recorded a significant amount of goodwill and intangible assets in its consolidated financial statements resulting from acquisition activities and has in the past recorded, and may in the future record, significant charges for impairment of goodwill and intangible assets. The Company tests, at least annually, the carrying value of goodwill for impairment.

Added

The estimates and assumptions about future results of operations and cash flows made in connection with the impairment testing could differ from future actual results of operations and cash flows. For example, during the fiscal year ended September 30, 2022, Matthews recorded an $82.5 million goodwill write-down with respect to its SGK Brand Solutions reporting unit.

Added

See Note 22, "Goodwill and Other Intangible Assets" in Item 8 - “Financial Statements and Supplementary Data” for further details.

Added

If Matthews concludes that any further goodwill or intangible asset values are impaired, for reasons that may include, but are not limited to, underperformance in one or more reporting segments against forecast levels; changes in the Company’s business strategy, structure, and/or the allocation of resources; the inability of acquisitions to achieve expected operating results; a decline in the Company’s stock price for a sustained period; a potential recession or other disruption; or interest rate increases or other factors, any resulting non-cash impairment charge could have a material adverse effect on Matthews’ business, results of operations and financial condition.

Added

Changes in Mortality and Cremation Rates. Generally, life expectancy in the United States and other countries in which the Company's Memorialization segment operates has increased steadily for several decades and is expected to continue to do so in the future, absent events related to pandemics or similar outbreaks.

Added

The increase in life expectancy is also expected to impact the number of deaths in the future. Additionally, cremations have steadily grown as a percentage of total deaths in the United States since the 1960's, and are expected to continue to increase in the future. The Company expects that these trends will 11 ITEM 1A.

Added

RISK FACTORS, (continued) continue in the future and sales of the Company's Memorialization segment may benefit from the continued growth in the number of cremations; however, such trends may adversely affect the volume of bronze and granite memorialization products and burial caskets sold in the United States. Changes in Product Demand or Pricing.

Added

It is expected that these trends will continue and may affect the Company's future results of operations. Changes in the Distribution of the Company's Products or the Loss of a Large Customer.

Added

Although the Company does not have any customer that is individually significant to consolidated sales, it does have contracts with several large customers in each of its business segments.

Added

While these contracts provide important access to large purchasers of the Company's products, they can obligate the Company to sell products at contracted prices for extended periods of time, or, in the event of a dispute with a large customer, cause disruptions to the units sold to such customer, if any.

Added

Pandemics or similar outbreaks could adversely affect the economies of developed and emerging markets, potentially resulting in an economic downturn that could affect customers’ demand for the Company’s products and services, as well as the Company's ability to access capital at acceptable interest rates.

Added

Similarly, the Company has employees based in the affected region and works with third-party providers from other parts of the world that may be affected by hostilities.

Added

Due to the uncertainty relating to war or similar conflicts, the current war between Russia and Ukraine may adversely affect the Company's business, of which could materially and adversely affect the Company's results of operations. Such risks include, 12 ITEM 1A.

Added

RISK FACTORS, (continued) but are not limited to, adverse effects on macroeconomic conditions, including inflation and business and consumer spending; disruptions to the Company's global technology infrastructure, including through cyberattack, ransom attack, or cyber-intrusion; adverse changes in international trade policies and relations; disruptions in global supply chains; exposure to foreign currency fluctuations; and constraints, volatility, or disruption in the capital markets.

Added

Similar uncertainties may arise in connection with other ongoing hostilities or future hostilities.

Added

For so long as the hostilities continue, and perhaps even thereafter as the situation unfolds, the Company may see increased volatility in financial markets, which may impact equity markets generally, including the Company’s stock price, and make it more difficult for the Company to raise additional capital at a strategically advantageous time, or for financing to be available upon acceptable terms.

Added

All or any of these risks separately, or in combination could have a material adverse effect on the Company's business, financial condition, results of operations, and cash flows. Risks in Connection with Acquisitions and Divestitures .

Added

The Company has grown, in part, through acquisitions and continues to evaluate acquisition or divestiture opportunities that have the potential to support and strengthen its businesses. There is no assurance, however, that future acquisition opportunities will arise, or that if they do, that they will be consummated.

Added

In addition, acquisitions and divestitures involve inherent risks that the businesses acquired, or the remaining business, will not perform in accordance with expectations, or that synergies expected from the integration of an acquisition will not be achieved as rapidly as expected, or at all.

Added

The Company's pre-acquisition diligence review may not discover or accurately quantify certain undisclosed liabilities, and the Company may not be indemnified for such liabilities which could have an adverse effect on the acquired business.

Added

Failure to effectively integrate acquired businesses could prevent the realization of expected rates of return on the acquisition investment, including the achievement of cost-reduction objectives, and could have a negative effect on the Company's results of operations and financial condition. Protection of Intellectual Property.

Added

Certain of the Company's businesses rely on various intellectual property rights, including patents, copyrights, trademarks and trade secrets, as well as confidentiality provisions and licensing arrangements, to establish proprietary rights. If the Company does not enforce, or is unsuccessful in enforcing, its intellectual property rights successfully, its competitive position may suffer, which could harm the Company's operating results.

Added

In addition, the Company's patents, copyrights, trademarks and other intellectual property rights, including its trade secrets, may not provide a significant competitive advantage. The Company may need to spend significant resources monitoring its intellectual property rights and may or may not be able to detect infringement by third parties.

Added

The Company's competitive position may be harmed if it cannot detect infringement and enforce its intellectual property rights quickly or at all. In some circumstances, the Company may choose to not pursue enforcement because an infringer has a dominant intellectual property position or for other business reasons, such as the expense of litigation against a well-resourced adversary.

Added

In addition, competitors might avoid infringement by designing around the Company's intellectual property rights or by developing non-infringing competing technologies. Intellectual property rights and the Company's ability to enforce them may be unavailable or limited in some countries which could make it easier for competitors to capture market share and could result in lost revenues.

Added

Intellectual property infringement assertions by third parties could result in significant costs and adversely affect the Company's business, financial condition, operating results and reputation.

Added

The Company cannot guarantee that the operation of its business does not infringe, misappropriate or otherwise violate the intellectual property rights of third parties, nor can the Company assure that third parties will not assert claims, meritorious or otherwise.

Added

The Company cannot predict whether other assertions of third-party intellectual property rights or claims arising from such assertions would substantially adversely affect the Company's business, financial condition and operating results.

Added

The defense of these claims and any future infringement claims, whether they are with or without merit or are determined in the Company's favor, may result in costly litigation and diversion of technical and management personnel.

Added

Further, an adverse outcome of a dispute may require the Company to pay damages, cease making, licensing, or using products or offering services that are alleged to incorporate the intellectual property of others, expend additional development resources to redesign the Company's offerings, or enter into potentially unfavorable royalty or license agreements in order to obtain the right to use necessary intellectual property, which may be unavailable on terms acceptable to the Company, or at all.

Added

Even if these matters do not result in litigation or are resolved in the Company's favor or without significant cash settlements, the time and resources necessary to resolve them could adversely affect the Company's business, reputation, financial condition and operating results. 13 ITEM 1A. RISK FACTORS, (continued) Environmental Remediation and Compliance.

Added

The Company is subject to the risk of environmental liability and limitations on its operations due to environmental laws and regulations.

Added

The Company is subject to extensive federal, state, local and foreign environmental, health and safety laws and regulations concerning matters such as air emissions, wastewater discharges, solid and hazardous waste handling and disposal and the investigation and remediation of contamination.

Added

The risks of potentially substantial costs and liabilities related to compliance with these laws and regulations are an inherent part of the Company's business, and future conditions may develop, arise or be discovered that create substantial environmental compliance or remediation liabilities and costs.

Added

Compliance with environmental, health and safety legislation and regulatory requirements may prove to be more limiting and costly than the Company anticipates, and there is no assurance that significant expenditures related to such compliance may not be required in the future.

Added

From time to time, the Company may be subject to legal proceedings brought by private parties or governmental authorities with respect to environmental matters, including matters involving alleged noncompliance with or liability under environmental, health and safety laws, property damage or personal injury.

Added

New laws and regulations, including those which may relate to emissions of greenhouse gases, stricter enforcement of existing laws and regulations, the discovery of previously unknown contamination or the imposition of new clean-up requirements could require the Company to incur costs or become the basis for new or increased liabilities that could have a material adverse effect on the Company's business, financial condition or results of operations.

Added

Reliance on Third-Party Service Providers. The Company has entered into agreements with a variety of third-party providers for information technology services, including telecommunications, network server maintenance, cloud computing and transaction processing services. In addition, Matthews has agreements through which it has outsourced certain activities related to the operations of the Company’s business segments.

Added

A provider’s ability to provide services could be disrupted for a variety of reasons, including, among others, software errors or design faults, human error, security breaches, power loss, telecommunications failures, equipment failures, electrical disruptions, labor issues, vandalism, fire, flood, extreme weather, terrorism and other events beyond their control.

Added

If one or more of Matthews’ providers is unable to provide adequate or timely services, the Company’s ability to deliver products and services to customers could be adversely affected. Matthews cannot completely eliminate the risk of such disruptions, many of which are impacted by events outside of the Company’s control.

Added

Any significant disruption could harm the Company’s business, including damage to brands and loss of customers.

Added

Additionally, although Matthews believes that most of these services are available from numerous sources, a failure to perform by one or more of the providers could cause a material disruption in the Company’s business and an increase in expense while it works to obtain alternative services.

Added

Additionally, while the Company has policies and procedures for managing these relationships, they inherently involve a lesser degree of control over business operations, governance and compliance, thereby potentially increasing the profiles of Matthews’ financial, legal, reputational and operational risks. Technological Factors Beyond the Company's Control.

Added

The Company operates in certain markets in which technological product development contributes to its ability to compete effectively. There can be no assurance that the Company will be able to develop new products, that new products can be manufactured and marketed profitably, or that new products will successfully meet the expectations of customers.

Added

The Company expects that compliance with laws governing data privacy and data protection will require ongoing investment in systems, policies and personnel and will continue to impact Matthews’ business in the future by increasing legal, operational and compliance costs.

Added

There can be no assurance that the Company’s efforts will meet the evolving standards imposed by governmental and regulatory agencies, including data protection authorities, with respect to standards that may be adopted in 15 ITEM 1A. RISK FACTORS, (continued) the future.

… 2 more changes not shown on this page.

Item 2. Properties

Properties — owned and leased real estate

2 edited+0 added−0 removed1 unchanged

2022 filing

2023 filing

Biggest changeSignificant principal properties of the Company and its majority-owned subsidiaries as of October 31, 2022 were as follows (properties, which are unencumbered, are owned by the Company except as noted): Location Description of Property Memorialization: Pittsburgh, PA Manufacturing / Division Offices Apopka, FL Manufacturing / Division Offices Aurora, IN Manufacturing Colorno, Italy Manufacturing Dallas, TX Distribution Hub (1) Dandenong, Australia Manufacturing (1) Elberton, GA Manufacturing Fontana, CA Distribution Hub (1) Harrisburg, PA Distribution Hub (1) Hyde, England Manufacturing (1) Indianapolis, IN Distribution Hub (1) Monterrey, Mexico Manufacturing (1) Orlando, FL Manufacturing (1) Richmond, IN Manufacturing Searcy, AR Manufacturing Stone Mountain, GA Distribution Hub (1) York, PA Manufacturing Industrial Technologies: Cranberry Township, PA Manufacturing / Division Offices Bocholt, Germany Manufacturing / Division Offices Cincinnati, OH Manufacturing / Distribution Fribourg, Switzerland Manufacturing (1) Gothenburg, Sweden Manufacturing / Distribution (1) Holoubkov, Czech Republic Manufacturing Lima, Costa Rica Manufacturing (1) Mönchengladbach, Germany Manufacturing (1) Pewaukee, WI Manufacturing (1) Wilsonville, OR Manufacturing Vreden, Germany Manufacturing (2) SGK Brand Solutions: Chennai, India Production Facility (1) Dachnow, Poland Manufacturing (1) East Butler, PA Production Facility (1) Goslar, Germany Production Facility (1) Grenzach-Wyhlen, Germany Manufacturing Izmir, Turkey Manufacturing Manchester, England Production Facility (1) Minneapolis, MN Production Facility Mississauga, Canada Production Facility (1) Penang, Malaysia Production Facility Tigard, OR Production Facility (1) Corporate and Administrative Offices: Pittsburgh, PA General Offices (1) These properties are leased by the Company under operating lease arrangements.

Biggest changeSignificant principal properties of the Company and its majority-owned subsidiaries as of October 31, 2023 were as follows (properties, which are unencumbered, are owned by the Company except as noted): Location Description of Property Memorialization: Pittsburgh, PA Manufacturing / Division Offices Apopka, FL Manufacturing / Division Offices Aurora, IN Manufacturing Colorno, Italy Manufacturing Dallas, TX Distribution Hub (1) Dandenong, Australia Manufacturing (1) Elberton, GA Manufacturing Fontana, CA Distribution Hub (1) Harrisburg, PA Distribution Hub (1) Indianapolis, IN Distribution Hub (1) Monterrey, Mexico Manufacturing (1) Richmond, IN Manufacturing Searcy, AR Manufacturing Stone Mountain, GA Distribution Hub (1) York, PA Manufacturing Industrial Technologies: Bocholt, Germany Manufacturing / Division Offices Cincinnati, OH Manufacturing / Distribution Fribourg, Switzerland Manufacturing (1) Gothenburg, Sweden Manufacturing / Distribution (1) Holoubkov, Czech Republic Manufacturing Lima, Costa Rica Manufacturing (1) Mönchengladbach, Germany Manufacturing (1) Pewaukee, WI Manufacturing (1) Pittsburgh, PA Division Offices San Antonio, TX Manufacturing Wilsonville, OR Manufacturing Vreden, Germany Manufacturing (2) SGK Brand Solutions: Battle Creek, MI Production Facility (1) Chennai, India Production Facility (1) Dachnow, Poland Manufacturing (1) East Butler, PA Production Facility (1) East Java, Indonesia Production Facility (1) Goslar, Germany Production Facility (1) Izmir, Turkey Manufacturing Jülich, Germany Production Facility (1) Manchester, England Production Facility (1) Minneapolis, MN Production Facility Mississauga, Canada Production Facility (1) Penang, Malaysia Production Facility Tigard, OR Production Facility (1) Corporate and Administrative Offices: Pittsburgh, PA General Offices (1) These properties are leased by the Company under operating lease arrangements.

(2) The Vreden, Germany location represents a shared facility for both the Industrial Technologies and SGK Brand Solutions segments. 16

(2) The Vreden, Germany location represents a shared facility for both the Industrial Technologies and SGK Brand Solutions segments. 17

Item 4. Mine Safety Disclosures

Mine Safety Disclosures — required of mining issuers

5 edited+1 added−1 removed4 unchanged

2022 filing

2023 filing

Biggest changeBabe was appointed Chief Technology Officer effective November 2015. Davor Brkovich was appointed Head of IT and Chief Information Officer effective November 2019. Prior thereto, he had been interim Head of IT and Chief Information Officer since February 2019 and prior thereto he served as Director, Global IT Infrastructure since January 2017, when he joined the Company. Brian J.

Biggest changePrior thereto, he had been interim Head of IT and Chief Information Officer since February 2019 and prior thereto he served as Director, Global IT Infrastructure since January 2017, when he joined the Company. Steven D. Gackenbach was appointed Group President, Memorialization effective October 31, 2011. Reena Gurtner was appointed Senior Vice President, Human Resources effective July 2021.

Kohl 59 President, SGK Brand Solutions Lee Lane 54 Group President, Matthews Industrial Automation and Matthews Environmental Solutions Steven F. Nicola 62 Chief Financial Officer and Secretary Brian D. Walters 53 Senior Vice President and General Counsel Joseph C. Bartolacci was appointed President and Chief Executive Officer effective October 2006. Ronald C.

Kohl 60 President, SGK Brand Solutions Lee Lane 55 Group President, Matthews Industrial Automation and Matthews Environmental Solutions Steven F. Nicola 63 Chief Financial Officer and Secretary Brian D. Walters 54 Executive Vice President and General Counsel Joseph C. Bartolacci was appointed President and Chief Executive Officer effective October 2006. Ronald C.

ITEM 4. MINE SAFETY DISCLOSURES. Not applicable. 17 OFFICERS AND EXECUTIVE MANAGEMENT OF THE REGISTRANT The following information is furnished with respect to officers and executive management as of October 31, 2022: Name Age Positions with Registrant Joseph C. Bartolacci 62 President and Chief Executive Officer Ronald C. Awenowicz 53 Senior Vice President, Global Compliance, Operations and N.A.

ITEM 4. MINE SAFETY DISCLOSURES. Not applicable. 18 OFFICERS AND EXECUTIVE MANAGEMENT OF THE REGISTRANT The following information is furnished with respect to officers and executive management as of October 31, 2023: Name Age Positions with Registrant Joseph C. Bartolacci 63 President and Chief Executive Officer Ronald C. Awenowicz 54 Senior Vice President, Global Compliance, Operations and N.A.

Nicola was appointed Chief Financial Officer and Secretary effective December 2003. Brian D. Walters was appointed Senior Vice President and General Counsel effective February 2018. Prior thereto, Mr. Walters served as Vice President and General Counsel since February 2009. 18 PART II

Nicola was appointed Chief Financial Officer and Secretary effective December 2003. Brian D. Walters was appointed Executive Vice President and General Counsel effective February 2023. Prior thereto, he served as Senior Vice President and General Counsel since February 2018. 19 PART II

Human Resources Gregory S. Babe 65 Chief Technology Officer Davor Brkovich 54 Head of IT and Chief Information Officer Brian J. Dunn 65 Executive Vice President, Strategy and Corporate Development Steven D. Gackenbach 59 Group President, Memorialization Reena Gurtner 48 Senior Vice President, Global Talent and EMEA/APAC Human Resources Gary R.

Human Resources Gregory S. Babe 66 Chief Technology Officer and Group President, Industrial Technologies Davor Brkovich 55 Head of IT and Chief Information Officer Steven D. Gackenbach 60 Group President, Memorialization Reena Gurtner 49 Senior Vice President, Human Resources Gary R.

Removed

Dunn was appointed Executive Vice President, Strategy and Corporate Development effective July 2014. Steven D. Gackenbach was appointed Group President, Memorialization effective October 31, 2011. Reena Gurtner was appointed Senior Vice President, Global Talent and EMEA/APAC Human Resources effective July 2021.

Added

Babe was appointed Chief Technology Officer and Group President, Industrial Technologies effective October 2022. Prior thereto, he served as Chief Technology Officer since November 2015. Davor Brkovich was appointed Head of IT and Chief Information Officer effective November 2019.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

6 edited+0 added−0 removed2 unchanged

2022 filing

2023 filing

Biggest changeThe following table shows the monthly fiscal 2022 stock repurchase activity: Period Total number of shares purchased Weighted-average price paid per share Total number of shares purchased as part of a publicly announced plan Maximum number of shares that may yet be purchased under the plan October 2021 — $ — — 2,658,627 November 2021 — — — 2,658,627 December 2021 62,746 38.79 62,746 2,595,881 January 2022 — — — 2,595,881 February 2022 105,035 34.23 105,035 2,490,846 March 2022 184,149 33.17 184,149 2,306,697 April 2022 20,000 32.46 20,000 2,286,697 May 2022 422,736 30.69 422,736 1,863,961 June 2022 261,795 31.42 261,795 1,602,166 July 2022 — — — 1,602,166 August 2022 106,000 26.22 106,000 1,496,166 September 2022 201,324 24.59 201,324 1,294,842 Total 1,363,785 $ 30.59 1,363,785 Holders: Based on records available to the Company, the number of record holders of the Company's common stock was 521 at October 31, 2022.

Biggest changeThe following table shows the monthly fiscal 2023 stock repurchase activity: Period Total number of shares purchased Weighted-average price paid per share Total number of shares purchased as part of a publicly announced plan Maximum number of shares that may yet be purchased under the plan October 2022 — $ — — 1,294,842 November 2022 88,042 27.54 88,042 1,206,800 December 2022 983 27.54 983 1,205,817 January 2023 — — — 1,205,817 February 2023 549 37.09 549 1,205,268 March 2023 7,057 37.79 7,057 1,198,211 April 2023 — — — 1,198,211 May 2023 — — — 1,198,211 June 2023 2,068 38.86 2,068 1,196,143 July 2023 — — — 1,196,143 August 2023 1,130 32.79 1,130 1,195,013 September 2023 — — — 1,195,013 Total 99,829 $ 28.61 99,829 Holders: Based on records available to the Company, the number of record holders of the Company's common stock was 473 at October 31, 2023.

The graph assumes that on October 1, 2017, $100 was invested in each of the Company’s Common Stock , Standard & Poor’s 500 Index and Russell 2000 Value Index. The graph measures total stockholder return, which takes into account both changes in stock price and dividends. It assumes that dividends paid are invested in like securities.

The graph assumes that on October 1, 2018, $100 was invested in each of the Company’s common stock , Standard & Poor’s 500 Index and Russell 2000 Value Index. The graph measures total stockholder return, which takes into account both changes in stock price and dividends. It assumes that dividends paid are invested in like securities.

MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS, (continued) PERFORMANCE GRAPH COMPARISON OF FIVE-YEAR CUMULATIVE RETURN * AMONG MATTHEWS INTERNATIONAL CORPORATION, S&P 500 INDEX AND RUSSELL 2000 VALUE INDEX This graph compares the return on Matthews’ Common Stock with that of the Standard & Poor’s 500 Index and Russell 2000 Value Index for the period from October 1, 2017 through September 30, 2022.

MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS, (continued) PERFORMANCE GRAPH COMPARISON OF FIVE-YEAR CUMULATIVE RETURN * AMONG MATTHEWS INTERNATIONAL CORPORATION, S&P 500 INDEX AND RUSSELL 2000 VALUE INDEX This graph compares the return on Matthews’ common stock with that of the Standard & Poor’s 500 Index and Russell 2000 Value Index for the period from October 1, 2018 through September 30, 2023.

Securities Authorized for Issuance Under Equity Compensation Plans: See Equity Compensation Plans in Item 12 "Security Ownership of Certain Beneficial Owners and Management." 19 ITEM 5.

Securities Authorized for Issuance Under Equity Compensation Plans: See Equity Compensation Plans in Item 12 "Security Ownership of Certain Beneficial Owners and Management." 20 ITEM 5.

ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS. Market Information: The authorized common stock of the Company consists of 70,000,000 shares of Class A Common Stock, $1.00 par value. At September 30, 2022, 30,298,051 shares were outstanding. The Company's Class A Common Stock is traded on the Nasdaq Global Select Market under the symbol "MATW".

ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS. Market Information: The authorized common stock of the Company consists of 70,000,000 shares of Class A Common Stock, $1.00 par value. At September 30, 2023, 30,469,213 shares were outstanding. The Company's Class A Common Stock is traded on the Nasdaq Global Select Market under the symbol "MATW".

Under the current authorization, 1,294,842 shares remain available for repurchase as of September 30, 2022. All purchases of the Company's common stock during fiscal 2022 were part of this repurchase program.

Under the current authorization, 1,195,013 shares remain available for repurchase as of September 30, 2023. All purchases of the Company's common stock during fiscal 2023 were part of this repurchase program.

Item 6. [Reserved]

Selected Financial Data — reserved (removed by SEC in 2021)

39 edited+3 added−40 removed11 unchanged

2022 filing

2023 filing

Biggest changeFiscal 2022 segment adjusted EBITDA reflected the benefits of higher sales and productivity initiatives, which were offset by the impact of higher material, labor, transportation and T&E costs and lower margins on certain cremation and incineration projects. Adjusted EBITDA for the Industrial Technologies segment for fiscal 2022 was $56.8 million, compared to $34.9 million in fiscal 2021.

Biggest changeAdjusted EBITDA for fiscal 2023 was $225.8 million, compared to $210.4 million for fiscal 2022. Memorialization segment adjusted EBITDA for fiscal 2023 was $164.0 million, compared to $151.8 million for fiscal 2022. The increase in segment adjusted EBITDA reflected the impact of higher sales, lower transportation costs, benefits from the acquisition of Eagle Granite Company, and benefits from productivity initiatives.

The Company uses non-GAAP financial measures to assist in comparing its performance on a consistent basis for purposes of business decision-making by removing the impact of certain items that management believes do not directly reflect the Company’s core operations including acquisition costs, ERP integration costs, strategic initiative and other charges (which includes non-recurring charges related to operational initiatives and exit activities), stock-based compensation and the non-service portion of pension and postretirement expense.

The Company uses non-GAAP financial measures to assist in comparing its performance on a consistent basis for purposes of business decision-making by removing the impact of certain items that management believes do not directly reflect the Company’s core operations including acquisition and divestiture costs, ERP integration costs, strategic initiative and other charges (which includes non-recurring charges related to operational initiatives and exit activities), stock-based compensation and the non-service portion of pension and postretirement expense.

Adjusted EBITDA is defined by the Company as earnings before interest, income taxes, depreciation, amortization and certain non-cash and/or non-recurring items that do not contribute directly to management’s evaluation of its operating results. These items include stock-based compensation, the non-service portion of pension and postretirement expense, acquisition costs, ERP integration costs, and strategic initiatives and other charges.

Adjusted EBITDA is defined by the Company as earnings before interest, income taxes, depreciation, amortization and certain non-cash and/or non-recurring items that do not contribute directly to management’s evaluation of its operating results. These items include stock-based compensation, the non-service portion of pension and postretirement expense, acquisition and divestiture costs, ERP integration costs, and strategic initiatives and other charges.

Adjusted EBITDA provides the Company with an understanding of earnings before the impact of investing and financing charges and income taxes, and the effects of certain acquisition and ERP integration costs, and items that do not reflect the ordinary earnings of the Company’s operations. This measure may be useful to an investor in evaluating operating performance.

Adjusted EBITDA provides the Company with an understanding of earnings before the impact of investing and financing charges and income taxes, and the effects of certain acquisition and divestiture costs, and ERP integration costs, and items that do not reflect the ordinary earnings of the Company’s operations. This measure may be useful to an investor in evaluating operating performance.

Management does not allocate non-operating items such as investment income, other income (deductions), net and noncontrolling interest to the segments. 21 ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS, (continued) The following table sets forth sales and adjusted EBITDA for the Company's Memorialization, Industrial Technologies and SGK Brand Solutions segments for each of the last three fiscal years.

Management does not allocate non-operating items such as investment income, other income (deductions), net and noncontrolling interest to the segments. 22 ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS, (continued) The following table sets forth sales and adjusted EBITDA for the Company's Memorialization, Industrial Technologies and SGK Brand Solutions segments for each of the last three fiscal years.

These items include stock-based compensation, the non-service portion of pension and postretirement expense, acquisition costs, ERP integration costs, and strategic initiatives and other charges.

These items include stock-based compensation, the non-service portion of pension and postretirement expense, acquisition and divestiture costs, ERP integration costs, and strategic initiatives and other charges.

ITEM 6. [Reserved]. 20 ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS. The following discussion should be read in conjunction with the consolidated financial statements of Matthews and related notes thereto. In addition, see "Cautionary Statement Regarding Forward-Looking Information" included in Part I of this Annual Report on Form 10-K.

ITEM 6. [Reserved]. 21 ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS. The following discussion should be read in conjunction with the consolidated financial statements of Matthews and related notes thereto. In addition, see "Cautionary Statement Regarding Forward-Looking Information" included in Part I of this Annual Report on Form 10-K.

The Company's definition of adjusted EBITDA may not be comparable to similarly titled measures used by other companies. 26

The Company's definition of adjusted EBITDA may not be comparable to similarly titled measures used by other companies. 25

Fiscal 2022 other income (deductions), net included $1.5 million of currency losses associated with highly inflationary accounting for the Company's subsidiaries in Turkey (see Note 2, "Summary of Significant Accounting Policies" in Item 8 - "Financial Statements and Supplementary Data" for further details).

Other income (deductions), net included currency losses associated with highly inflationary accounting for the Company's subsidiaries in Turkey totaling $1.4 million and $1.5 million in fiscal years 2023 and 2022, respectively (see Note 2, "Summary of Significant Accounting Policies" in Item 8 - "Financial Statements and Supplementary Data" for further details).

The increase in fiscal 2022 sales reflected higher sales in the Memorialization and Industrial Technologies segments, partially offset by lower sales in the SGK Brand Solutions segment. On a consolidated basis, changes in foreign currency exchange rates were estimated to have an unfavorable impact of $56.3 million on fiscal 2022 sales compared to the prior year.

The increase in fiscal 2023 sales reflected higher sales in the Industrial Technologies and Memorialization segments, partially offset by lower sales in the SGK Brand Solutions segment. On a consolidated basis, changes in foreign currency exchange rates were estimated to have an unfavorable impact of $23.6 million on fiscal 2023 sales compared to the prior year.

The Company's consolidated income taxes for the year ended September 30, 2022 were a benefit of $4.4 million, compared to an expense of $6.4 million for fiscal 2021.

The Company's consolidated income taxes for the year ended September 30, 2023 were an expense of $1.8 million, compared to a benefit of $4.4 million for fiscal 2022.

See the "Non-GAAP Financial Measures" section below. Comparison of Fiscal 2022 and Fiscal 2021: Sales for the year ended September 30, 2022 were $1.76 billion, compared to $1.67 billion for the year ended September 30, 2021, representing an increase of $91.4 million.

See the "Non-GAAP Financial Measures" section below. Comparison of Fiscal 2023 and Fiscal 2022: Sales for the year ended September 30, 2023 were $1.88 billion, compared to $1.76 billion for the year ended September 30, 2022, representing an increase of $118.5 million.

Other income (deductions), net for the year ended September 30, 2021 represented a decrease in pre-tax income of $6.8 million, compared to a decrease in pre-tax income of $9.2 million in fiscal 2020. Other income (deductions), net includes the non-service components of pension and postretirement expense, which totaled $5.8 million and $7.8 million in fiscal years 2021 and 2020, respectively.

Other income (deductions), net for the year ended September 30, 2023 represented a decrease in pre-tax income of $2.6 million, compared to a decrease in pre-tax income of $32.6 million in fiscal 2022. Other income (deductions), net includes the non-service components of pension and postretirement expense, which totaled $1.6 million and $31.8 million in fiscal years 2023 and 2022, respectively.

Gross profit for the year ended September 30, 2022 was $522.3 million, compared to $541.8 million for fiscal 2021. Consolidated gross profit as a percent of sales was 29.6% and 32.4% in fiscal 2022 and fiscal 2021, respectively.

Gross profit for the year ended September 30, 2023 was $577.7 million, compared to $522.3 million for fiscal 2022. Consolidated gross profit as a percent of sales was 30.7% and 29.6% in fiscal 2023 and fiscal 2022, respectively.

The Industrial Technologies segment includes the design, manufacturing, service and distribution of high-tech custom energy storage solutions, product identification and warehouse automation technologies and solutions, including order fulfillment systems for identifying, tracking, picking and conveying consumer and industrial products.

The Industrial Technologies segment includes the design, manufacturing, service and distribution of high-tech custom energy storage solutions; product identification and warehouse automation technologies and solutions, including order fulfillment systems for identifying, tracking, picking and conveying consumer and industrial products; and coating and converting lines for the packaging, pharma, foil, décor and tissue industries.

Changes in foreign currency exchange rates had an unfavorable impact of $4.1 million on the segment's adjusted EBITDA compared to the prior year. Adjusted EBITDA for the SGK Brand Solutions segment for fiscal 2022 was $60.1 million, compared to $91.4 million for fiscal 2021.

In the SGK Brand Solutions segment, sales for fiscal 2023 were $532.1 million, compared to $586.8 million in fiscal 2022. Changes in foreign currency exchange rates had an unfavorable impact of $16.1 million on the segment's sales compared to the prior year.

Years Ended September 30, 2022 2021 2020 (Dollar amounts in thousands) Sales to external customers: Memorialization $ 840,124 $ 769,016 $ 656,035 Industrial Technologies 335,523 284,495 228,453 SGK Brand Solutions 586,756 617,519 613,818 Consolidated Sales $ 1,762,403 $ 1,671,030 $ 1,498,306 Adjusted EBITDA: Memorialization $ 151,849 $ 165,653 $ 146,285 Industrial Technologies 56,762 34,889 23,055 SGK Brand Solutions 60,120 91,435 90,342 Corporate and Non-Operating (58,323) (64,227) (56,602) Total Adjusted EBITDA (1) $ 210,408 $ 227,750 $ 203,080 (1) Total Adjusted EBITDA is a non-GAAP financial measure.

Years Ended September 30, 2023 2022 2021 (Dollar amounts in thousands) Sales to external customers: Memorialization $ 842,997 $ 840,124 $ 769,016 Industrial Technologies 505,751 335,523 284,495 SGK Brand Solutions 532,148 586,756 617,519 Consolidated Sales $ 1,880,896 $ 1,762,403 $ 1,671,030 Adjusted EBITDA: Memorialization $ 163,986 $ 151,849 $ 165,653 Industrial Technologies 66,278 56,762 34,889 SGK Brand Solutions 57,128 60,120 91,435 Corporate and Non-Operating (61,583) (58,323) (64,227) Total Adjusted EBITDA (1) $ 225,809 $ 210,408 $ 227,750 (1) Total Adjusted EBITDA is a non-GAAP financial measure.

The fiscal 2022 effective tax rate benefited 23 ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS, (continued) from research and development and foreign tax credits. The fiscal 2022 effective tax rate was negatively impacted by foreign net operating losses that had a full valuation allowance.

The fiscal 2022 effective tax rate also benefited from research and development and foreign tax credits. The fiscal 2022 effective tax rate was negatively impacted by foreign net operating losses requiring a full valuation allowance. 24 ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS, (continued) Net losses attributable to noncontrolling interests were $155,000 in fiscal 2023, compared to $54,000 in fiscal 2022.

Fiscal 2022 gross profit also included $9.7 million of asset write-downs related to the current war between Russia and Ukraine (see Note 23, "Asset Write-downs" in Item 8 - "Financial Statements and Supplementary Data" for further details).

MANAGEMENT'S DISCUSSION AND ANALYSIS, (continued) profit included $9.7 million of asset write-downs related to the war between Russia and Ukraine (see Note 23, "Asset Write-downs" in Item 8 - "Financial Statements and Supplementary Data" for further details). Selling and administrative expenses for the year ended September 30, 2023 were $447.5 million, compared to $426.7 million for fiscal 2022.

Memorialization segment sales for fiscal 2022 were $840.1 million, compared to $769.0 million for fiscal 2021. The increase in sales resulted from improved price realization, increased unit sales of bronze and granite memorial products, higher sales of mausoleums and U.S. cremation equipment, and benefits from the fiscal 2021 acquisition of a small cemetery products business.

Memorialization segment sales for fiscal 2023 were $843.0 million, compared to $840.1 million for fiscal 2022. The sales increase reflected improved price realization, higher sales of mausoleums and cremation equipment in the U.S., and benefits from the acquisition of Eagle Granite Company (see Acquisitions and Divestitures below).

These increases in selling and administrative expenses were partially offset by benefits from ongoing cost-reduction initiatives. Selling and administrative expenses also included acquisition integration and related systems-integration costs, and other charges primarily in connection with cost-reduction initiatives totaling $12.5 million in fiscal 2023, compared to $27.1 million in fiscal 2022.

Changes in foreign currency exchange rates had an unfavorable impact of $5.1 million on the segment's adjusted EBITDA compared to the prior year. Investment income for the fiscal year ended September 30, 2022 was $1.0 million, compared to $2.6 million for the year ended September 30, 2021.

Changes in foreign currency exchange rates had an unfavorable impact of $2.0 million on the segment's adjusted EBITDA compared to the prior year. Interest expense for fiscal 2023 was $44.6 million, compared to $27.7 million in fiscal 2022. The increase in interest expense primarily reflected higher average interest rates in the current fiscal year.

Refer to Note 15, "Pension and Other Postretirement Plans" in Item 8 - "Financial Statements and Supplementary Data" for further details. Other income (deductions), net also includes banking-related fees and the impact of currency gains and losses on certain intercompany debt and foreign denominated cash balances.

Other income (deductions), net also includes investment income, banking-related fees and the impact of currency gains and losses on certain intercompany debt and foreign denominated cash balances.

Industrial Technologies segment adjusted EBITDA primarily reflected the impact of higher sales, improved margins for engineered products, and reduced T&E costs, partially offset by increased performance-based compensation expense and higher product development costs. Changes in foreign currency exchange rates had a favorable impact of $1.2 million on the segment's adjusted EBITDA compared to fiscal 2020.

The increase in segment adjusted EBITDA primarily reflected the impact of higher sales, partially offset by the impact of higher labor and T&E costs, increased performance-based compensation compared to fiscal 2022, and unfavorable contributions from recent acquisitions. Changes in foreign currency exchange rates had an unfavorable impact of $1.3 million on the segment's adjusted EBITDA compared to the prior year.

Other income (deductions), net includes the non-service components of pension and postretirement expense, which totaled $31.8 million and $5.8 million in fiscal years 2022 and 2021, respectively. Fiscal 2022 non-service pension expense included a $30.9 million non-cash charge resulting from the full settlement of the Company's principal defined benefit retirement plan ("DB Plan") obligations.

Fiscal 2022 non-service pension expense included a $30.9 million non-cash charge resulting from the full settlement of the Company's principal defined benefit retirement plan ("DB Plan") obligations. Refer to Note 15, "Pension and Other Postretirement Plans" in Item 8 - "Financial Statements and Supplementary Data" for further details.

These increases were partially offset by the impact of higher material and transportation costs, increased performance-based compensation compared to fiscal 2020, and lower margins on certain cremation and incineration projects. Adjusted EBITDA for the Industrial Technologies segment for fiscal 2021 was $34.9 million, compared to $23.1 million in fiscal 2020.

These increases were partially offset by the impact of higher material, labor and T&E costs, and increased performance-based compensation compared to fiscal 2022. Adjusted EBITDA for the Industrial Technologies segment for fiscal 2023 was $66.3 million, compared to $56.8 million in fiscal 2022.

Adjusted EBITDA for the SGK Brand Solutions segment for fiscal 2021 was $91.4 million, compared to $90.3 million for fiscal 2020. The increase in segment adjusted EBITDA primarily reflected the impact of higher sales, benefits from cost-reduction initiatives, reduced T&E costs, and improved margins for cylinder products.

Adjusted EBITDA for the SGK Brand Solutions segment for fiscal 2023 was $57.1 million, compared to $60.1 million for fiscal 2022. The decrease in segment adjusted EBITDA primarily reflected the impact of lower sales and higher material, labor and T&E costs, partially offset by benefits from cost reduction initiatives.

Gross profit also included acquisition integration costs and other charges primarily in connection with cost-reduction initiatives totaling $12.6 million and $17.3 million in fiscal 2022 and 2021, respectively. Selling and administrative expenses for the year ended September 30, 2022 were $426.7 million, compared to $415.6 million for fiscal 2021.

Gross profit also included acquisition integration costs and other charges primarily in connection with cost-reduction initiatives totaling $12.2 million and $12.6 million in fiscal 2023 and 2022, respectively. Fiscal 2022 gross 23 ITEM 7.

The change in sales also reflected higher retail-based sales (principally merchandising solutions), higher brand sales in the Asia-Pacific market, and increased sales volume for cylinder (primarily packaging) products, partially offset by lower brand sales in the U.S. and Europe. The sales decline in Europe primarily resulted from weakened economic conditions.

The decrease in sales also reflected lower brand sales in the U.S. and Europe (including lower retail-based sales) and a decline in sales of cylinder (packaging) products in Europe. These decreases were partially offset by higher brand sales in the Asia-Pacific market and improved price realization.

These increases were partially offset by lower unit sales of caskets compared to the prior year. Changes in foreign currency exchange rates had an unfavorable impact of $4.6 million on the segment's sales compared to the prior year. Industrial Technologies segment sales for fiscal 2022 were $335.5 million, compared to $284.5 million for fiscal 2021.

These increases were partially offset by lower unit sales of caskets and bronze memorial products, reflecting a decrease in coronavirus disease 2019 ("COVID-19") related deaths in fiscal 2023, and lower sales of cremation and incineration products in Europe. Changes in foreign currency exchange rates had an unfavorable impact of $1.8 million on the segment's sales compared to the prior year.

The sales increase primarily reflected higher sales of purpose-built engineered products (primarily energy storage solutions for the electric vehicle market), higher sales of warehouse automation systems, and increased product identification sales, partially offset by reduced sales of surfaces products in Europe.

The increase in sales also reflected higher sales of purpose-built engineered products (primarily energy storage solutions for the electric vehicle market) and higher product identification sales. These increases were partially offset by lower sales of warehouse automation solutions. Changes in foreign currency exchange rates had an unfavorable impact of $5.7 million on the segment's sales compared to the prior year.

These decreases in gross profit were partially offset by the impact of higher sales, benefits from the realization of productivity improvements and other 22 ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS, (continued) cost-reduction initiatives, and improved margins for engineered products within the Industrial Technologies segment.

The increase in gross profit primarily reflected the impact of higher sales (including benefits from recent acquisitions), lower transportation costs, and benefits from the realization of productivity improvements and other cost-reduction initiatives. These increases in gross profit were partially offset by the impact of higher material and labor costs, and lower margins on purpose-built engineered products.

The difference between the Company's consolidated income taxes for fiscal 2022 compared to fiscal 2021 partially resulted from fiscal 2022 having a consolidated loss before income taxes compared to fiscal 2021 having consolidated income before incomes taxes. The fiscal 2022 consolidated loss reflected a goodwill write-down recorded in the fourth quarter of fiscal 2022 that was primarily non-deductible.

The difference between the Company's consolidated income taxes for fiscal 2023 compared to fiscal 2022 partially resulted from fiscal 2023 having consolidated income before income taxes compared to fiscal 2022 having a consolidated loss before income taxes. The fiscal 2023 tax rate was negatively impacted by share-based compensation.

Net losses attributable to noncontrolling interests were $54,000 in fiscal 2022, compared to $52,000 in fiscal 2021. The net losses attributable to noncontrolling interests primarily reflected losses in less than wholly-owned businesses.

The net losses attributable to noncontrolling interests primarily reflected losses in less than wholly-owned businesses. Comparison of Fiscal 2022 and Fiscal 2021: For a comparison of the Company's results of operations for the fiscal years ended September 30, 2022 and September 30, 2021, see "Part II, Item 7.

RESULTS OF OPERATIONS: The Company manages its businesses under three segments: Memorialization, Industrial Technologies and SGK Brand Solutions. Effective in the first quarter of fiscal 2022, the Company transferred its surfaces and engineered products businesses from the SGK Brand Solutions segment to the Industrial Technologies segment.

RESULTS OF OPERATIONS: The Company manages its businesses under three segments: Memorialization, Industrial Technologies and SGK Brand Solutions. The Memorialization segment consists primarily of bronze and granite memorials and other memorialization products, caskets, cremation-related products, and cremation and incineration equipment primarily for the cemetery and funeral home industries.

Consolidated selling and administrative expenses, as a percent of sales, were 24.2% for fiscal 2022, compared to 24.9% in fiscal 2021. Fiscal 2022 selling and administrative expenses reflected the impacts of higher salaries and wage rates, higher travel and entertainment ("T&E") costs, and additional expenses from the recently completed OLBRICH and R+S Automotive acquisition.

Consolidated selling and administrative expenses, as a percent of sales, were 23.8% for fiscal 2023, compared to 24.2% in fiscal 2022.

Fiscal 2022 intangible amortization included $4.0 million of incremental amortization resulting from the fiscal 2021 reduction in useful lives for certain customer relationships. Intangible amortization also included accelerated amortization related to certain trade names that have been discontinued. Amortization for these trade names totaled $9.5 million and $35.5 million in fiscal 2022 and fiscal 2021, respectively.

Intangible amortization for the year ended September 30, 2023 was $42.1 million, compared to $57.1 million for fiscal 2022. Fiscal 2022 intangible amortization included $9.5 million of amortization related to certain trade names that have been discontinued.

The sales increase primarily reflected higher sales of purpose-built engineered products (primarily energy storage solutions for the electric vehicle market), increased sales of warehouse automation solutions, higher product identification sales, and benefits from the recently completed acquisition of OLBRICH GmbH (“OLBRICH”) and R+S Automotive GmbH (“R+S Automotive”) (see Acquisitions and Divestitures below).

Industrial Technologies segment sales for fiscal 2023 were $505.8 million, compared to $335.5 million for fiscal 2022. The sales increase primarily reflected the impact of the fiscal 2022 acquisitions of OLBRICH GmbH (“OLBRICH”) and R+S Automotive GmbH (“R+S Automotive”) (see Acquisitions and Divestitures below).

The difference between the Company's consolidated income taxes for fiscal 2021 compared to fiscal 2020 primarily resulted from fiscal 2021 having consolidated income before income taxes, compared to fiscal 2020 having a consolidated loss, which reflected the goodwill write-down recorded in the second quarter of fiscal 2020, that was partially non-deductible.

Additionally, the fiscal 2023 tax rate benefited from research and development and foreign tax credits and the utilization of foreign tax net operating losses with a valuation allowance. The fiscal 2022 consolidated loss reflected a goodwill write-down recorded in the fourth quarter of fiscal 2022 that was primarily non-deductible.

Removed

This business segment change is consistent with internal management structure and reporting changes effective for fiscal 2022. Prior periods were revised to reflect retrospective application of this segment realignment. The Memorialization segment consists primarily of bronze and granite memorials and other memorialization products, caskets, cremation-related products, and cremation and incineration equipment primarily for the cemetery and funeral home industries.

Added

Fiscal 2023 selling and administrative expenses reflected the impact of higher salaries and wage rates, higher travel and entertainment ("T&E") costs, increased performance-based compensation compared to fiscal 2022, additional expenses from recently completed acquisitions, and fees associated with a receivables purchase agreement and factoring arrangement (see Liquidity and Capital Resources below).

Removed

These increases were partially offset by reduced sales of surfaces products. Changes in foreign currency exchange rates had an unfavorable impact of $16.9 million on the segment's sales compared to the prior year. In the SGK Brand Solutions segment, sales for fiscal 2022 were $586.8 million, compared to $617.5 million in fiscal 2021, representing a decrease of $30.7 million.

Added

Fiscal 2023 non-service pension expense included a $1.3 million non-cash charge resulting from the settlement of the Company's supplemental retirement plan ("SERP") and defined benefit portion of the officers retirement restoration plan ("ORRP") obligations.

Removed

The decrease primarily resulted from unfavorable changes in foreign currency exchange rates, which had an unfavorable impact of $34.8 million on the segment's sales compared to the prior year.

Added

Management's Discussion and Analysis of Financial Condition and Results of Operation" of the Company's annual report on Form 10-K for the fiscal year ended September 30, 2022 filed with the SEC on November 18, 2022. NON-GAAP FINANCIAL MEASURES: Included in this report are measures of financial performance that are not defined by GAAP.

Removed

The decrease in gross profit primarily reflected the impact of higher material (steel, lumber and bronze ingot), labor and transportation costs, particularly in the Memorialization segment, unfavorable changes in sales mix and lower margins on cylinder products within the SGK Brand Solutions segment, and lower margins on U.K. based cremation and incineration projects.

Removed

These increases were partially offset by lower performance-based compensation compared to fiscal 2021 and benefits from ongoing cost-reduction initiatives. Fiscal 2022 selling and administrative expenses included $364,000 of asset write-downs (net of recoveries) related to the current war between Russia and Ukraine (see Note 23, "Asset Write-downs" in Item 8 - "Financial Statements and Supplementary Data" for further details).

Removed

Selling and administrative expenses also included acquisition integration and related systems-integration costs, and other charges primarily in connection with cost-reduction initiatives totaling $27.1 million in fiscal 2022, compared to $17.5 million in fiscal 2021. Intangible amortization for the year ended September 30, 2022 was $57.1 million, compared to $84.2 million for fiscal 2021.

Removed

Adjusted EBITDA for fiscal 2022 was $210.4 million, compared to $227.8 million for fiscal 2021. Memorialization segment adjusted EBITDA for fiscal 2022 was $151.8 million, compared to $165.7 million for fiscal 2021.

Removed

Industrial Technologies segment adjusted EBITDA primarily reflected the impact of higher sales, improved margins for engineered products, and benefits from cost-reduction initiatives, which were partially offset by the impact of higher T&E costs and increased performance-based compensation compared to fiscal 2021.

Removed

The decrease in segment adjusted EBITDA primarily reflected the impact of lower sales, unfavorable changes in sales mix, lower margins on cylinder products, and higher material, labor and T&E costs. These decreases were partially offset by the impact of lower performance-based compensation compared to fiscal 2021 and benefits from cost-reduction initiatives.

Removed

Investment income for both fiscal years primarily reflected changes in the value of investments (primarily marketable securities) held in trust for certain of the Company's benefit plans. Interest expense for fiscal 2022 was $27.7 million, compared to $28.7 million in fiscal 2021.

Removed

The decrease in interest expense reflected lower average borrowing levels and income recognized from cross currency swaps (see "Liquidity and Capital Resources" below). Other income (deductions), net for the year ended September 30, 2022 represented a decrease in pre-tax income of $33.6 million, compared to a decrease in pre-tax income of $6.8 million in fiscal 2021.

Removed

The fiscal 2021 effective tax rate also benefited from research and development and foreign tax credits as well as the reduction of uncertain tax positions due to the expiration of the statute of limitations in certain jurisdictions, the completion of a state tax audit, and the tax benefit of the NOL carryback.

Removed

The fiscal 2021 tax rate was negatively impacted by the termination of the Company's Supplemental Retirement Plan ("SERP"), which resulted in certain expenses that are nondeductible for tax purposes. Refer to Note 17, “Income Taxes” in Item 8 - “Financial Statements and Supplementary Data” for further details regarding income taxes.

Removed

Comparison of Fiscal 2021 and Fiscal 2020: Sales for the year ended September 30, 2021 were $1.67 billion, compared to $1.50 billion for the year ended September 30, 2020, representing an increase of $172.7 million. The increase in fiscal 2021 sales reflected higher sales in all of the Company's segments.

Removed

Changes in foreign currency exchange rates were estimated to have a favorable impact of $30.2 million on fiscal 2021 consolidated sales compared to fiscal 2020. Fiscal 2021 sales were impacted by the global outbreak of coronavirus disease 2019 ("COVID-19"), which caused some commercial impacts in certain of the Company's segments and geographic locations.

Removed

These impacts included higher sales volumes for memorialization products and services, but also included temporary business disruptions and customer project delays for certain of the Company's businesses. Additionally, increases in the cost of certain raw materials and other inflation-related pressures had an unfavorable impact on the Company's results of operations.

Removed

Memorialization segment sales for fiscal 2021 were $769.0 million, compared to $656.0 million for fiscal 2020. The increase in sales resulted from a significant increase in unit sales of caskets due to COVID-19. The segment also reported higher sales of bronze and granite memorial products, mausoleums, and cremation equipment.

Removed

The increase in sales also reflected improved price realization and benefits from an acquisition of a small cemetery products business. Changes in foreign currency exchange rates had a favorable impact of $4.4 million on the segment's sales compared to fiscal 2020. Industrial Technologies segment sales for fiscal 2021 were $284.5 million, compared to $228.5 million for fiscal 2020.

Removed

Changes in foreign currency exchange rates had a favorable impact of $9.5 million on the segment's sales compared to fiscal 2020. In the SGK Brand Solutions segment, sales for fiscal 2021 were $617.5 million, compared to $613.8 million in fiscal 2020. The increase primarily resulted from increased cylinder (packaging) sales and higher brand sales in the Europe and Asia-Pacific markets.

Removed

These increases were partially offset by lower retail-based sales (principally merchandising solutions and private label brand market sales) and decreased brand sales in the U.S., both of which were unfavorably impacted by COVID-19. Changes in foreign currency exchange rates had a favorable impact of $16.4 million on the segment's sales compared to fiscal 2020.

Removed

Gross profit for the year ended September 30, 2021 was $541.8 million, compared to $497.8 million for fiscal 2020. Consolidated gross profit as a percent of sales was 32.4% and 33.2% in fiscal 2021 and fiscal 2020, respectively.

Removed

The increase in gross profit primarily reflected higher sales, benefits from the realization of productivity improvements and other cost-reduction initiatives, and improved margins for cylinder (packaging) products within the SGK Brand Solutions segment.

Removed

These improvements were partially offset by the impact of higher material and transportation costs, particularly in the Memorialization segment, ongoing price competition in the brand market, and lower margins on certain cremation and incineration projects. Higher material costs in the Memorialization segment reflected a significant increase in commodity costs, particularly steel, lumber and bronze ingot.

Removed

Gross profit also included acquisition integration costs and other charges primarily in connection with cost-reduction initiatives totaling $17.3 million and $12.4 million in fiscal 2021 and 2020, respectively. Selling and administrative expenses for the year ended September 30, 2021 were $415.6 million, compared to $400.0 million for fiscal 2020.

Removed

Consolidated selling and administrative expenses, as a percent of sales, were 24.9% for fiscal 2021, compared to 26.7% in fiscal 2020. The increase in selling and administrative expenses reflected higher performance-based compensation compared to fiscal 2020, partially offset by benefits from ongoing cost-reduction initiatives, and reduced T&E costs reflecting travel limitations resulting from the pandemic.

Removed

Fiscal 2020 selling and administrative expenses also included an $11.2 million gain on the sale of an ownership interest in a Memorialization business and a $10.6 million charge for a legal matter involving a letter of credit for a customer in Saudi Arabia.

Removed

Intangible amortization for the year ended September 30, 2021 was $84.2 million, compared to $71.5 million for fiscal 2020. The increase in intangible amortization reflected $15.2 24 ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS, (continued) million of incremental amortization resulting from a reduction in useful lives for certain customer relationships.

Removed

Intangible amortization also included accelerated amortization resulting from the fiscal 2019 reduction in useful lives for certain trade names that have been discontinued. Amortization for these trade names totaled $35.5 million and $37.5 million in fiscal 2021 and fiscal 2020, respectively.

Removed

During the second quarter of fiscal 2020, the Company recorded a goodwill write-down totaling $90.4 million related to its two reporting units within the SGK Brand Solutions segment. Refer to Note 22, "Goodwill and Other Intangible Assets" in Item 8 - "Financial Statements and Supplementary Data" for further details.

Removed

Adjusted EBITDA for fiscal 2021 was $227.8 million, compared to $203.1 million for fiscal 2020. Memorialization segment adjusted EBITDA for fiscal 2021 was $165.7 million, compared to $146.3 million for fiscal 2020.

Removed

The increase in segment adjusted EBITDA primarily reflected the impact of higher sales, benefits from productivity initiatives, lower T&E costs, and benefits from an acquisition of a small cemetery products business.

Removed

Changes in foreign currency exchange rates had a favorable impact of $1.4 million on the segment's adjusted EBITDA compared to fiscal 2020. These increases were partially offset by increased performance-based compensation compared to fiscal 2020, and the impact of ongoing price competition in the brand market.

Removed

Investment income for the fiscal year ended September 30, 2021 was $2.6 million, compared to $2.0 million for the year ended September 30, 2020. Investment income for both fiscal years primarily reflected changes in the value of investments (primarily marketable securities) held in trust for certain of the Company's benefit plans.

Removed

Interest expense for fiscal 2021 was $28.7 million, compared to $34.9 million in fiscal 2020. The decrease in interest expense reflected a decrease in average borrowing levels and lower average interest rates in fiscal 2021.

Removed

Other income (deductions), net also includes banking-related fees and the impact of currency gains and losses on certain intercompany debt and foreign denominated cash balances. The Company's consolidated income taxes for the year ended September 30, 2021 were an expense of $6.4 million, compared to a benefit of $18.7 million for fiscal 2020.

Removed

Additionally, the fiscal 2021 tax rate was negatively impacted by the termination of the Company's SERP, which resulted in certain expenses that are nondeductible for tax purposes.

Removed

The fiscal 2021 effective tax rate benefited from research and development and foreign tax credits, the reduction of uncertain tax positions due to the expiration of the statute of limitations in certain jurisdictions, and the completion of a state tax audit, and the tax benefit of the NOL carryback.

Removed

The Company’s fiscal 2020 effective tax rate was negatively affected by the non-deductible portion of the goodwill write-down along with certain other non-deductible expenses.

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Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

65 edited+18 added−17 removed28 unchanged

2022 filing

2023 filing

Biggest changeMANAGEMENT'S DISCUSSION AND ANALYSIS, (continued) The reconciliation of net income to adjusted EBITDA is as follows: Years Ended September 30, 2022 2021 2020 (Dollar amounts in thousands) Net (loss) income $ (99,828) $ 2,858 $ (87,652) Income tax (benefit) provision (4,391) 6,375 (18,685) (Loss) income before income taxes (104,219) 9,233 (106,337) Net loss attributable to noncontrolling interests 54 52 497 Interest expense 27,725 28,684 34,885 Depreciation and amortization * 104,056 133,512 119,058 Receivables Purchase Agreement ("RPA") financing fees (1) 1,046 — — Strategic initiatives and other charges (2)** 37,431 29,539 40,686 Legal matter reserve (3) — — 10,566 Non-recurring / incremental COVID-19 costs (4)*** 2,985 5,312 3,908 Defined benefit plan termination related items (5) (429) — — Asset write-downs, net (6) 10,050 — — Goodwill write-downs (7) 82,454 — 90,408 Gain on sale of ownership interests in subsidiaries (8) — — (11,208) Joint Venture depreciation, amortization, interest expense and other charges (9) — — 4,732 Stock-based compensation 17,432 15,581 8,096 Non-service pension and postretirement expense (10) 31,823 5,837 7,789 Total Adjusted EBITDA $ 210,408 $ 227,750 $ 203,080 (1) Represents fees for receivables sold under the Company's RPA agreement (see "Liquidity and Capital Resources”).

Biggest changeMANAGEMENT'S DISCUSSION AND ANALYSIS, (continued) The reconciliation of net income to adjusted EBITDA is as follows: Years Ended September 30, 2023 2022 2021 (Dollar amounts in thousands) Net income (loss) $ 39,136 $ (99,828) $ 2,858 Income tax provision (benefit) 1,774 (4,391) 6,375 Income (loss) before income taxes 40,910 (104,219) 9,233 Net loss attributable to noncontrolling interests 155 54 52 Interest expense, including Receivables Purchase Agreement ("RPA") and factoring financing fees (1) 48,690 28,771 28,684 Depreciation and amortization * 96,530 104,056 133,512 Acquisition and divestiture related items (2) ** 5,293 7,898 541 Strategic initiatives and other charges (3)** 13,923 28,060 28,998 Non-recurring / incremental COVID-19 costs (4)*** — 2,985 5,312 Highly inflationary accounting losses (primarily non-cash) (5) 1,360 1,473 — Defined benefit plan termination related items (6) — (429) — Asset write-downs, net (7) — 10,050 — Goodwill write-downs (8) — 82,454 — Stock-based compensation 17,308 17,432 15,581 Non-service pension and postretirement expense (9) 1,640 31,823 5,837 Total Adjusted EBITDA $ 225,809 $ 210,408 $ 227,750 (1) Includes fees for receivables sold under the RPA and factoring arrangements totaling $4.0 million and $1.0 million for the fiscal years ended September 30, 2023 and 2022, respectively.

Cash used in financing activities for the year ended September 30, 2021 was $122.9 million, and principally reflected repayments, net of proceeds, on long-term debt of $76.8 million, purchases of treasury stock of $11.9 million, payment of dividends to the Company's shareholders of $27.7 million ($0.86 per share), $1.8 million of holdback and contingent consideration payments related to acquisitions from prior years, and $1.8 million of payments for the acquisition of noncontrolling interests.

Operating cash flow for fiscal 2021 principally included net income adjusted for deferred taxes, depreciation and amortization, stock-based compensation expense, net gains related to investments, and non-cash pension expense, and changes in working capital items. Fiscal 2021 operating cash flow also reflected a $15.0 million discretionary contribution to fund the DB Plan.

Operating cash flow for fiscal 2021 principally included net income (loss) adjusted for deferred taxes, depreciation and amortization, stock-based compensation expense, net gains related to investments, and non-cash pension expense, and changes in working capital items. Fiscal 2021 operating cash flow also reflected a $15.0 million discretionary contribution to fund the DB Plan.

Operating cash flow for fiscal 2022 principally included net (loss) income adjusted for deferred taxes, depreciation and amortization, stock-based compensation expense, goodwill and other asset write-downs, non-cash pension expense, gain on sale of assets, and other non-cash adjustments, and changes in working capital items.

Operating cash flow for fiscal 2022 principally included net income (loss) adjusted for deferred taxes, depreciation and amortization, stock-based compensation expense, goodwill and other asset write-downs, non-cash pension expense, gain on divestitures and sale of assets, and other non-cash adjustments, and changes in working capital items.

The Company performed its annual impairment review of goodwill and indefinite-lived intangible assets in the second quarter of fiscal 2022 (January 1, 2022) and determined that the estimated fair values for all goodwill reporting units exceeded their carrying values, therefore no impairment charges were necessary.

The Company performed its annual impairment review of goodwill and indefinite-lived intangible assets in the second quarter of fiscal 2023 (January 1, 2023) and determined that the estimated fair values for all goodwill reporting units exceeded their carrying values, therefore no impairment charges were necessary.

The fair value of the sold receivables approximated book value due to their credit quality and short-term nature, and as a result, no gain or loss on sale of receivables was recorded. As of September 30, 2022, the amount sold to the Purchasers was $96.6 million, which was derecognized from the Consolidated Balance Sheets.

The fair value of the sold receivables approximated book value due to their credit quality and short-term nature, and as a result, no gain or loss on sale of receivables was recorded. As of September 30, 2023, and 2022, the amount sold to the Purchasers was $101.8 million and $96.6 million, respectively which was derecognized from the Consolidated Balance Sheets.

For the Memorialization segment, sales growth will be influenced by North America death rates, and the impact of the increasing trend toward cremation on the segment's product offerings, including caskets, cemetery memorial products and cremation-related products.

For the Memorialization segment, the Company expects that sales growth will be influenced by North America death rates and the impact of the increasing trend toward cremation on the segment's product offerings, including caskets, cemetery memorial products and cremation-related products.

During fiscal 2022, net gains from economic hedges (which largely offset losses from underlying foreign currency exposures) totaled $4.7 million. No such economic hedge contracts were outstanding as of September 30, 2022 and 2021. The Company has a stock repurchase program.

During fiscal 2022, net gains from economic hedges (which largely offset losses from underlying foreign currency exposures) totaled $4.7 million. No such economic hedge contracts were outstanding as of September 30, 2023 or 2022. The Company has a stock repurchase program.

Long-Lived Assets, including Property, Plant and Equipment: Long-lived assets are recorded at their respective cost basis on the date of acquisition. Depreciation on property, plant and equipment is computed primarily on the straight-line method over the estimated useful lives of the assets. Intangible assets with finite useful lives are amortized over their estimated useful lives.

MANAGEMENT'S DISCUSSION AND ANALYSIS, (continued) Long-Lived Assets, including Property, Plant and Equipment: Long-lived assets are recorded at their respective cost basis on the date of acquisition. Depreciation on property, plant and equipment is computed primarily on the straight-line method over the estimated useful lives of the assets. Intangible assets with finite useful lives are amortized over their estimated useful lives.

Management believes that the application of these policies on a consistent basis enables the Company to provide useful and reliable financial information about the Company's operating results and financial condition. The following accounting policies involve significant estimates, which were considered critical to the preparation of the Company's consolidated financial statements for the year ended September 30, 2022.

Capital spending in fiscal 2022 and 2023 reflects additional capital projects to support new production capabilities and increased efficiencies within the Memorialization and Industrial Technologies segments. The Company expects to generate sufficient cash from operations to fund all anticipated capital spending projects.

Capital spending in fiscal years 2022 through 2024 reflects additional capital projects to support new production capabilities and increased efficiencies within the Memorialization and Industrial Technologies segments. The Company expects to generate sufficient cash from operations to fund all anticipated capital spending projects.

Please note that GAAP pension and postretirement expense or the adjustment above are not necessarily indicative of the current or future cash flow requirements related to these employee benefit plans. * Depreciation and amortization was $23.2 million, $23.0 million, and $20.5 million, for the Memorialization segment, $11.4 million, $11.4 million, and $11.9 million for the Industrial Technologies segment, $64.2 million, $93.7 million, and $81.4 million for the SGK Brand Solutions segment, and $5.3 million, $5.4 million, and $5.2 million for Corporate and Non-Operating, for the fiscal years ended September 30, 2022, 2021, and 2020, respectively. ** Acquisition costs, ERP integration costs, and strategic initiatives and other charges were $3.5 million, $1.9 million, and $2.7 million for the Memorialization segment, $5.6 million , $4.0 million, and $2.5 million for the Industrial Technologies segment, $19.4 million , $12.3 million, and $12.5 million for the SGK Brand Solutions segment, and $8.9 million, $11.3 million, and $23.0 million for Corporate and Non-Operating, for the fiscal years ended September 30, 2022, 2021, and 2020, respectively. *** Non-recurring/incremental COVID-19 costs were $1.3 million , $3.6 million. and $1.8 million for the Memorialization segment, $6,000 , $38,000, and $32,000 for the Industrial Technologies segment, $1.2 million , $1.5 million, and $1.4 million for the SGK Brand Solutions segment, and $466,000 , $89,000, and $615,000 for Corporate and Non-Operating, for the fiscal years ended September 30, 2022, 2021, and 2020, respectively. 27 ITEM 7.

Please note that GAAP pension and postretirement expense or the adjustment above are not necessarily indicative of the current or future cash flow requirements related to these employee benefit plans. * Depreciation and amortization was $23.7 million, $23.2 million, and $23.0 million, for the Memorialization segment, $23.2 million, $11.4 million, and $11.4 million for the Industrial Technologies segment, $44.8 million, $64.2 million, and $93.7 million for the SGK Brand Solutions segment, and $4.8 million, $5.3 million, and $5.4 million for Corporate and Non-Operating, for the fiscal years ended September 30, 2023, 2022, and 2021, respectively. ** Acquisition and divestiture costs, ERP integration costs, and strategic initiatives and other charges were $1.0 million, $3.5 million, and $1.9 million for the Memorialization segment, $4.1 million, $5.6 million, and $4.0 million for the Industrial Technologies segment, $10.9 million, $19.4 million, and $12.3 million for the SGK Brand Solutions segment, and $3.2 million, $7.5 million, and $11.3 million for Corporate and Non-Operating, for the fiscal years ended September 30, 2023, 2022, and 2021, respectively. *** Non-recurring/incremental COVID-19 costs were $1.3 million. and $3.6 million for the Memorialization segment, $6,000, and $38,000 for the Industrial Technologies segment, $1.2 million, and $1.5 million for the SGK Brand Solutions segment, $466,000, and $89,000 for Corporate and Non-Operating, for the fiscal years ended September 30, 2022, and 2021, respectively. 26 ITEM 7.

The favorable movements in working capital in fiscal 2022 primarily reflected proceeds from the sale of receivables under a receivables purchase agreement (see below for further discussion), partially offset by higher inventory levels reflecting increased commodity costs, lower performance-based compensation accruals, and changes in other accounts.

The favorable movements in working capital in fiscal 2022 primarily reflected proceeds from the sale of receivables under a receivables purchase agreement, partially offset by higher inventory levels reflecting increased commodity costs, lower performance-based compensation accruals, and changes in other accounts.

Valuation allowances are recorded to reduce deferred tax assets when it is more likely than not that a tax benefit will not be realized.

Valuation allowances are recorded to reduce deferred tax assets when it is more likely than not that a tax benefit will not be realized. Deferred 32 ITEM 7.

The Company has a domestic credit facility with a syndicate of financial institutions that includes a $750.0 million senior secured revolving credit facility, which matures in March 2025. A portion of the revolving credit facility (not to exceed $350.0 million ) can be drawn in foreign currencies.

MANAGEMENT'S DISCUSSION AND ANALYSIS, (continued) The Company has a domestic credit facility with a syndicate of financial institutions that includes a $750.0 million senior secured revolving credit facility, which matures in March 2025. A portion of the revolving credit facility (not to exceed $350.0 million ) can be drawn in foreign currencies.

MANAGEMENT'S DISCUSSION AND ANALYSIS, (continued) LIQUIDITY AND CAPITAL RESOURCES : Net cash provided by operating activities was $126.9 million for the year ended September 30, 2022, compared to $162.8 million and $180.4 million for fiscal years 2021 and 2020, respectively.

MANAGEMENT'S DISCUSSION AND ANALYSIS, (continued) LIQUIDITY AND CAPITAL RESOURCES : Net cash provided by operating activities was $79.5 million for the year ended September 30, 2023, compared to $126.9 million and $162.8 million for fiscal years 2022 and 2021, respectively.

Capital spending for property, plant and equipment has averaged $43.5 million for the last three fiscal years. Capital expenditures for the last three fiscal years were primarily financed through operating cash. Capital spending for fiscal 2023 is currently estimated to be approximately $75 million.

Capital spending for property, plant and equipment has averaged $48.7 million for the last three fiscal years. Capital expenditures for the last three fiscal years were primarily financed through operating cash. Capital spending for fiscal 2024 is currently estimated to be approximately $75 million.

The following table presents information related to interest rate swaps entered into by the Company and designated as cash flow hedges: September 30, 2022 September 30, 2021 (Dollar amounts in thousands) Notional amount $ 125,000 $ 250,000 Weighted-average maturity period (years) 3.1 2.2 Weighted-average received rate 3.14 % 0.08 % Weighted-average pay rate 1.04 % 1.34 % The Company enters into interest rate swaps in order to achieve a mix of fixed and variable rate debt that it deems appropriate.

The following table presents information related to interest rate swaps entered into by the Company and designated as cash flow hedges: September 30, 2023 September 30, 2022 (Dollar amounts in thousands) Notional amount $ 175,000 $ 125,000 Weighted-average maturity period (years) 4.1 3.1 Weighted-average received rate 5.32 % 3.14 % Weighted-average pay rate 3.83 % 1.04 % The Company enters into interest rate swaps in order to achieve a mix of fixed and variable rate debt that it deems appropriate.

The fair values for these reporting units were determined using level 3 inputs (including estimates of revenue growth, EBITDA contribution and the discount rates) and a combination of the income approach using the estimated discounted cash flows and a market-based valuation methodology.

The fair value for the reporting unit was determined using level 3 inputs (including estimates of revenue growth, EBITDA contribution and the discount rates) and a combination of the income approach using the estimated discounted cash flows and a market-based valuation methodology.

Capital expenditures were $61.3 million for the year ended September 30, 2022, compared to $34.3 million and $34.8 million for fiscal years 2021 and 2020, respectively.

Capital expenditures were $50.6 million for the year ended September 30, 2023, compared to $61.3 million and $34.3 million for fiscal years 2022 and 2021, respectively.

The fair value of the interest rate swaps reflected a net unrealized gain of $10.7 million ($7.9 million after tax) and a net unrealized loss of $2.1 million ($1.6 million after tax) at September 30, 2022 and 2021, respectively, that is included in shareholders' equity as part of accumulated other comprehensive income ("AOCI").

The fair value of the interest rate swaps reflected a net unrealized gain of $4.0 million ($3.0 million after tax) and $10.7 million ($7.9 million after tax) at September 30, 2023 and 2022, respectively, that is included in shareholders' equity as part of accumulated other comprehensive income ("AOCI").

Deferred income taxes have not been provided on undistributed earnings of foreign subsidiaries since they have either been previously taxed, or are exempt from tax, and such earnings are considered to be reinvested indefinitely in foreign operations. 33 ITEM 7.

MANAGEMENT'S DISCUSSION AND ANALYSIS, (continued) income taxes have not been provided on undistributed earnings of foreign subsidiaries since they have either been previously taxed, or are exempt from tax, or such earnings are considered to be reinvested indefinitely in foreign operations.

Dollar/Euro cross currency swap with a notional amount of $81.4 million, which was also designated as a net investment hedge of foreign operations. The new swap contract matures in September 2027. The Company assesses hedge effectiveness for the swap contracts based on changes in fair value attributable to changes in spot prices.

Dollar/Euro cross currency swap with a notional amount of $81.4 million as of September 30, 2023 and 2022, which has been designated as a net investment hedge of foreign operations. The swap contract matures in September 2027. The Company assesses hedge effectiveness for this contract based on changes in fair value attributable to changes in spot prices.

The Company's current ratio was 1.5 and 1.8 at September 30, 2022 and 2021, respectively. 30 ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS, (continued) Long-Term Contractual Obligations: The following table summarizes the Company's contractual obligations at September 30, 2022, and the effect such obligations are expected to have on its liquidity and cash flows in future periods.

The Company's current ratio was 1.6 and 1.5 at September 30, 2023 and 2022, respectively. Long-Term Contractual Obligations: The following table summarizes the Company's contractual obligations at September 30, 2023, and the effect such obligations are expected to have on its liquidity and cash flows in future periods.

The settlement of the DB Plan obligations resulted in the recognition of a non-cash charge of $30.9 million, which has been presented as a component of other income (deductions), net for the year ended September 30, 2022. This amount represents the immediate recognition of the remaining portion of the deferred AOCI balances related to the DB Plan.

The settlement of these plan obligations resulted in the recognition of a non-cash charge of $1.3 million, which has been presented as a component of other income (deductions), net for the year ended September 30, 2023. This amount represents the immediate recognition of the deferred AOCI balances related to the SERP and ORRP.

The weighted-average interest rate on these borrowings was 1.85% and 2.19% at September 30, 2022 and 2021, respectively. 29 ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS, (continued) The Company operates internationally and utilizes certain derivative financial instruments to manage its foreign currency, debt and interest rate exposures.

The weighted-average interest rate on these borrowings was 2.95% and 1.85% at September 30, 2023 and 2022, respectively. The Company operates internationally and utilizes certain derivative financial instruments to manage its foreign currency, debt and interest rate exposures.

A gain of $2.8 million (net of income taxes of $0.9 million) and a gain of $29,000 (net of income taxes of $10,000), which represented effective hedges of net investments, were reported as a component of AOCI within currency translation adjustment at September 30, 2022 and September 30, 2021, respectively.

A loss of $2.1 million (net of income taxes of $701,000) and a gain of $2.8 million (net of income taxes of $940,000), which represented effective hedges of net investments, were reported as a component of AOCI within currency translation adjustment at September 30, 2023 and 2022, respectively.

The favorable movements in working capital in fiscal 2020 primarily reflected enhanced accounts receivable collection efforts and effective management of trade accounts payable. Cash used in investing activities was $80.9 million for the year ended September 30, 2022, compared to $13.0 million and $2.7 million for fiscal years 2021 and 2020, respectively.

The favorable movements in working capital in fiscal 2021 primarily reflected increased trade accounts payable. Cash used in investing activities was $58.7 million for the year ended September 30, 2023, compared to $80.9 million and $13.0 million for fiscal years 2022 and 2021, respectively.

Assuming market rates remain constant with the rates at September 30, 2022, a gain (net of tax) of approximately $2.5 million included in AOCI is expected to be recognized in earnings over the next twelve months. During fiscal 2021, the Company entered into a U.S.

Assuming market rates remain constant with the rates at September 30, 2023, a gain (net of tax) of approximately $3.9 million included in AOCI is expected to be recognized in earnings over the next twelve months. The Company has a U.S.

Under the current authorization, 1,294,842 shares remain available for repurchase as of September 30, 2022. Consolidated working capital was $217.2 million at September 30, 2022, compared to $269.9 million at September 30, 2021. Cash and cash equivalents were $69.0 million at September 30, 2022, compared to $49.2 million at September 30, 2021.

Under the current authorization, 1,195,013 shares remain available for repurchase as of September 30, 2023. Consolidated working capital was $253.7 million at September 30, 2023, compared to $217.2 million at September 30, 2022. Cash and cash equivalents were $42.1 million at September 30, 2023, compared to $69.0 million at September 30, 2022.

The Company and certain of its domestic subsidiaries sell, on a continuous basis without recourse, their trade receivables to Matthews Receivables Funding Corporation, LLC (“Matthews RFC”), a wholly-owned bankruptcy-remote subsidiary of the Company.

Unamortized costs were $1.1 million and $1.7 million at September 30, 2023 and 2022, respectively. The Company and certain of its domestic subsidiaries sell, on a continuous basis without recourse, their trade receivables to Matthews Receivables Funding Corporation, LLC (“Matthews RFC”), a wholly-owned bankruptcy-remote subsidiary of the Company.

(7) Represents goodwill write-downs within the SGK Brand Solutions segment (see Note 22, "Goodwill and Other Intangible Assets" in Item 8 - “Financial Statements and Supplementary Data”). (8) Represents the gain on the sale of ownership interests in subsidiaries within the Memorialization segment.

(7) Represents asset write-downs, net of recoveries within the SGK Brand Solutions segment (see Note 23, "Asset Write-Downs" in Item 8 - “Financial Statements and Supplementary Data”). (8) Represents goodwill write-downs within the SGK Brand Solutions segment (see Note 22, "Goodwill and Other Intangible Assets" in Item 8 - “Financial Statements and Supplementary Data”).

Income of $1.6 million and $63,000, which represented the recognized portion of the fair value excluded from the assessment of hedge effectiveness, was included in current period earnings as a component of interest expense for fiscal 2022 and fiscal 2021, respectively.

Income of $1.2 million and $1.6 million, which represented the recognized portion of the fair value of cross currency swaps excluded from the assessment of hedge effectiveness, was included in current period earnings as a component of interest expense for fiscal 2023 and fiscal 2022, respectively. At September 30, 29 ITEM 7.

Outstanding borrowings under the credit facility totaled €8.2 million ($8.1 million) and €704,000 ($817,000) at September 30, 2022 and 2021, respectively. The weighted-average interest rate on outstanding borrowings under this facility was 2.25% at September 30, 2022 and 2021. Other borrowings totaled $13.4 million and $10.2 million at September 30, 2022 and 2021, respectively.

There were no outstanding borrowings under the credit facility at September 30, 2023. Outstanding borrowings under the credit facility totaled €8.2 million ($8,050) at September 30, 2022. The weighted-average interest rate on outstanding borrowings under this facility was 2.25% at September 30, 2022. Other borrowings totaled $19.2 million and $13.4 million at September 30, 2023 and 2022, respectively.

A portion of the facility (not to exceed $55.0 million) is available for the issuance of trade and standby letters of credit. Outstanding U.S. dollar denominated borrowings on the revolving credit facility at September 30, 2022 and 2021 were $472.1 million and $349.8 million, respectively.

The domestic credit facility requires the Company to maintain certain leverage and interest coverage ratios. A portion of the facility (not to exceed $55.0 million) is available for the issuance of trade and standby letters of credit. Outstanding U.S. dollar denominated borrowings on the revolving credit facility at September 30, 2023 and 2022 were $405.0 million and $428.0 million, respectively.

The Company believes that its current liquidity sources, combined with its operating cash flow and borrowing capacity, will be sufficient to meet its capital needs for the foreseeable future. 31 ITEM 7.

The timing of potential future payments related to the unrecognized tax benefits is not presently determinable. The Company believes that its current liquidity sources, combined with its operating cash flow and borrowing capacity, will be sufficient to meet its capital needs for the foreseeable future. 30 ITEM 7.

During the fourth quarter of fiscal 2022, in its assessment of these potential impacts, and in light of the limited excess fair value over carrying value for its SGK Brand Solutions reporting unit (discussed above), management determined a triggering event occurred, resulting in a re-evaluation of goodwill for the reporting unit, as of September 1, 2022.

In light of the limited excess fair value over carrying value and further declines experienced by the SGK Brand Solutions reporting unit, management determined that a triggering event occurred during the fourth quarter of fiscal 2023, resulting in an interim assessment of goodwill for the reporting unit, as of September 1, 2023.

Operating cash flow for fiscal 2020 principally included net (loss) income adjusted for deferred taxes, depreciation and amortization, stock-based compensation expense, net losses related to goodwill and investments, and non-cash pension expense, and changes in working capital items.

Operating cash flow for fiscal 2023 principally included net income (loss) adjusted for deferred taxes, depreciation and amortization, stock-based compensation expense, non-cash pension expense, gain on divestitures and sale of assets, and other non-cash adjustments, and changes in working capital items.

For the SGK Brand Solutions segment, sales growth will be influenced by global economic conditions, brand innovation, the level of marketing spending by the Company's clients, and government regulation. Due to the global footprint of this segment, currency fluctuations can also be a significant factor.

For the SGK Brand Solutions segment, the Company expects that sales growth will be influenced by global economic conditions, brand innovation, the level of marketing spending by the Company's clients, and government regulation.

Cash received from collections of sold receivables may be used to fund additional purchases of receivables on a revolving basis, or to reduce all or any portion of the outstanding capital of the Purchasers. Gross receivables sold and cash collections reinvested under the RPA program were $424.8 million and $328.2 million in fiscal 2022, respectively.

At September 30, 2022 and September 30, 2021, the swaps totaled $3.7 million and $39,000, respectively, and were included in other assets in the Consolidated Balance Sheets. The Company previously used certain foreign currency debt instruments as net investment hedges of foreign operations.

MANAGEMENT'S DISCUSSION AND ANALYSIS, (continued) 2023 and 2022, the swap totaled $2.8 million and $3.7 million, respectively, and was included in other accrued liabilities and other assets in the Consolidated Balance Sheets, respectively. The Company previously used certain foreign currency debt instruments as net investment hedges of foreign operations.

A significant decline in cash flows generated from these assets may result in a write-down of the carrying values of the related assets. For purposes of testing goodwill for impairment, the Company uses a combination of valuation techniques, including discounted cash flows and other market indicators.

For purposes of testing goodwill for impairment, the Company uses a combination of valuation techniques, including discounted cash flows and other market indicators.

Cash used in financing activities for the year ended September 30, 2020 was $172.3 million, and principally reflected repayments, net of proceeds, on long-term debt of $126.3 million, purchases of treasury stock of $4.4 million, payment of dividends to the Company's shareholders of $26.4 million ($0.84 per share), $10.2 million of holdback and contingent consideration payments related to acquisitions from prior years, and payment of deferred financing fees of $2.0 million.

Cash used in financing activities for the year ended September 30, 2023 was $50.2 million, and principally reflected repayments, net of proceeds, on long-term debt of $18.2 million, purchases of treasury stock of $2.9 million, and payment of dividends to the Company's shareholders of $28.2 million ($0.92 per share).

The weighted-average interest rate on outstanding borrowings for the domestic credit facility (including the effects of interest rate swaps and Euro denominated borrowings) at September 30, 2022 and 2021 was 3.13% and 2.03%, respectively. The Company has $299.6 million of 5.25% senior unsecured notes due December 1, 2025.

Outstanding Euro denominated borrowings on the revolving credit facility at September 30, 2023 and 2022 were €55.0 million ($58.2 million) and €45.0 million ($44.1 million), respectively. The weighted-average interest rate on outstanding borrowings for the domestic credit facility (including the effects of interest rate swaps and Euro denominated borrowings) at September 30, 2023 and 2022 was 5.95% and 3.13%, respectively.

The secured leverage ratio is defined as net secured indebtedness divided by EBITDA (earnings before interest, income taxes, depreciation and amortization) as defined within the domestic credit facility agreement. The Company is required to pay an annual commitment fee ranging from 0.15% to 0.30% (based on the Company's leverage ratio) of the unused portion of the revolving credit facility.

Previously, borrowings under the revolving credit facility bore interest at LIBOR plus a factor ranging from 0.75% to 2.00% based on the Company's secured leverage ratio. The secured leverage ratio is defined as net secured indebtedness divided by EBITDA (earnings before interest, income taxes, depreciation and amortization) as defined within the domestic credit facility agreement.

The 2025 Senior Notes bear interest at a rate of 5.25% per annum with interest payable semi-annually in arrears on June 1 and December 1 of each year. The Company's obligations under the 2025 Senior Notes are guaranteed by certain of the Company's direct and indirect wholly-owned domestic subsidiaries.

The Company has $299.6 million of 5.25% senior unsecured notes due December 1, 2025 (the "2025 Senior Notes"). The 2025 Senior Notes bear interest at a rate of 5.25% per annum with interest payable semi-annually in arrears on June 1 and December 1 of each year.

Investing activities for fiscal 2020 primarily reflected capital expenditures of $34.8 million, acquisition payments (net of cash acquired or received from sellers) of $1.0 million, purchases of investments of $9.7 million, and proceeds of $42.2 million from the sale of an ownership interest in a pet cremation business.

Investing activities for fiscal 2023 primarily reflected capital expenditures of $50.6 million, acquisition payments (net of cash acquired or received from sellers) of $15.3 million, purchases of investments of $1.6 million, proceeds from the sale of assets of $2.1 million, and proceeds from divestitures of $6.7 million.

These benefit cost components are excluded from adjusted EBITDA since they are primarily influenced by external market conditions that impact investment returns and interest (discount) rates.

(9) Non-service pension and postretirement expense includes interest cost, expected return on plan assets, amortization of actuarial gains and losses, curtailment gains and losses, and settlement gains and losses. These benefit cost components are excluded from adjusted EBITDA since they are primarily influenced by external market conditions that impact investment returns and interest (discount) rates.

(5) Represents items associated with the termination of the Company's DB Plan, supplemental retirement plan and the defined benefit portion of the officers retirement restoration plan. (6) Represents asset write-downs, net of recoveries within the SGK Brand Solutions segment (see Note 23, "Asset Write-Downs" in Item 8 - “Financial Statements and Supplementary Data”).

(5) Represents exchange losses associated with highly inflationary accounting related to the Company's Turkish subsidiaries (see Note 2, "Summary of Significant Accounting Policies" in Item 8 - “Financial Statements and Supplementary Data”). (6) Represents items associated with the termination of the Company's DB Plan, supplemental retirement plan and the defined benefit portion of the officers retirement restoration plan.

FORWARD-LOOKING INFORMATION: The Company's current strategy to attain annual operating income growth primarily consists of the following: internal growth - which includes organic growth, cost structure and productivity improvements, new product development and the expansion into new markets with existing products - and acquisitions and related integration activities to achieve synergy benefits.

Organic growth primarily reflects the Company’s internal efforts to grow its businesses including commercial activities, cost structure and productivity improvements, new product development, and the expansion into new markets with existing products. Growth through acquisitions reflects the benefits from acquired businesses and also includes related integration activities to achieve commercial and cost synergy benefits.

During fiscal 2022 contributions of $760,000, $416,000, and $615,000 were made under the SERP, other retirement plans, and postretirement plan, respectively. In October 2022, subsequent to the date of the balance sheet, the Company made lump sum payments totaling $24.2 million to fully settle the SERP and defined benefit portion of the Company's Officers Retirement Restoration Plan ("ORRP") obligations.

In the first quarter of fiscal 2023, the Company made lump sum payments totaling $24.2 million to fully settle the Company's non-qualified Supplemental Retirement Plan ("SERP") and defined benefit portion of the Company's Officers Retirement Restoration Plan ("ORRP") obligations.

Borrowings under the revolving credit facility bear interest at LIBOR (Euro LIBOR for balances drawn in Euros) plus a factor ranging from 0.75% to 2.00% (1.25% at September 30, 2022) based on the 28 ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS, (continued) Company's secured leverage ratio.

Borrowings under the revolving credit facility now bear interest at SOFR, plus a 0.10% per annum rate spread adjustment, plus a factor ranging from 0.75% to 2.00% (1.25% at September 30, 2023) based on the Company's secured leverage ratio.

Unrecognized tax benefits are positions taken, or expected to be taken, on an income tax return that may result in additional payments to tax authorities. If a tax authority agrees with the tax position taken, or expected to be taken, or the applicable statute of limitations expires, then additional payments will not be necessary.

If a tax authority agrees with the tax position taken, or expected to be taken, or the applicable statute of limitations expires, then additional payments will not be necessary. As of September 30, 2023, the Company had unrecognized tax benefits, excluding penalties and interest, of approximately $3.8 million.

Although recent economic conditions increase the level of uncertainty in the Company's near-term outlook, inflation is not currently anticipated to have a material impact on a long-term basis. RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS: Refer to Note 3, "Accounting Pronouncements" in Item 8 - "Financial Statements and Supplementary Data," for further details on recently issued accounting pronouncements.

INFLATION: Recent labor cost increases and other inflation-related pressures have had an unfavorable impact on the Company's results of operations (see "Results of Operations"). Although recent economic conditions increase the level of uncertainty in the Company's near-term outlook, inflation is not currently anticipated to have a material impact on a long-term basis.

An impairment loss would be recognized when the carrying amount of the assets exceeds the fair value, which is based on a discounted cash flow analysis. No such charges were recognized during the years presented, except as disclosed in Note 23, “Asset Write-Downs" in Item 8 - "Financial Statements and Supplementary Data." 32 ITEM 7.

An impairment loss would be recognized when the carrying amount of the assets exceeds the fair value, which is based on a discounted cash flow analysis.

The Company is subject to certain covenants and other restrictions in connection with the 2025 Senior Notes. The Company incurred direct financing fees and costs in connection with 2025 Senior Notes. Unamortized costs were $1.7 million and $2.2 million at September 30, 2022 and 2021, respectively.

The Company's obligations under the 2025 Senior Notes are guaranteed by certain of the Company's direct and indirect wholly-owned domestic subsidiaries. The Company is subject to certain covenants and other restrictions in connection with the 2025 Senior Notes. The Company incurred direct financing fees and costs in connection with 2025 Senior Notes.

The Company incurred debt issuance costs in connection with the domestic credit facility. Unamortized costs were $1.5 million and $2.2 million at September 30, 2022 and September 30, 2021, respectively. The domestic credit facility requires the Company to maintain certain leverage and interest coverage ratios.

The Company is required to pay an annual commitment fee ranging from 0.15% to 0.30% (based on the Company's leverage ratio) of the unused portion of the revolving credit facility. The Company incurred debt issuance costs in connection with the domestic credit facility. Unamortized costs were $949,000 and $1.5 million at September 30, 2023 and September 30, 2022, respectively.

MANAGEMENT'S DISCUSSION AND ANALYSIS, (continued) Goodwill and Indefinite-Lived Intangibles: Goodwill and intangible assets with indefinite useful lives are not amortized, but are tested annually for impairment, or when circumstances indicate that a possible impairment may exist. In general, when the carrying value of these assets exceeds the implied fair value, an impairment loss must be recognized.

No such charges were recognized during the years presented, except as disclosed in Note 23, “Asset Write-Downs" in Item 8 - "Financial Statements and Supplementary Data." Goodwill and Indefinite-Lived Intangibles: Goodwill and intangible assets with indefinite useful lives are not amortized, but are tested annually for impairment, or when circumstances indicate that a possible impairment may exist.

In fiscal 2020, in its assessment of the potential impacts of COVID-19 on the estimated future earnings and cash flows for the SGK Brand Solutions segment, and in light of the limited excess fair values over carrying values for the segment's two reporting units, management determined that COVID-19 represented a triggering event, resulting in a re-evaluation of the goodwill for the reporting units within the SGK Brand Solutions segment (Graphics Imaging and Cylinders, Surfaces and Engineered Products), as of March 31, 2020.

In fiscal 2022, in its assessment of the potential impacts of weakened economic conditions (particularly in Europe), increases in the cost of certain materials, labor, and other inflation-related pressures, and unfavorable changes in foreign exchange rates on the estimated future earnings and cash flows for the SGK Brand Solutions reporting unit, and in light of the limited excess fair value over carrying value for this reporting unit, management determined a triggering event occurred, resulting in a re-evaluation of goodwill for the reporting unit, as of September 1, 2022.

As collateral against sold receivables, Matthews RFC maintains a certain level of unsold receivables, which was $44.3 million as of September 30, 2022. Previously, the Company had a $115.0 million accounts receivable securitization facility (the "Securitization Facility") with certain financial institutions which matured in March 2022. The Securitization Facility did not qualify for sale treatment.

As collateral against sold receivables, Matthews RFC maintains a certain level of unsold receivables, which was $57.9 million and $44.3 million as of September 30, 2023 and 2022, respectively.

(2) Includes certain non-recurring items associated with recent acquisition activities, costs associated with global ERP system integration efforts, certain non-recurring costs associated with productivity and cost-reduction initiatives intended to result in improved operating performance, profitability and working capital levels, and exchange losses associated with highly inflationary accounting (see Note 2, "Summary of Significant Accounting Policies" in Item 8 - “Financial Statements and Supplementary Data”).

(3) Includes certain non-recurring costs associated with productivity and cost-reduction initiatives intended to result in improved operating performance, profitability and working capital levels and costs associated with global ERP system integration efforts, net of loss recoveries of $2.2 million in fiscal year 2023 related to a previously disclosed theft of funds by a former employee initially identified in fiscal 2015.

Outstanding borrowings under the Securitization Facility at September 30, 2021 totaled $96.0 million. At September 30, 2021, the interest rate on borrowings under this facility was 0.83%. The Company, through certain of its European subsidiaries, has a credit facility with a European bank, which is guaranteed by Matthews.

The Company, through certain of its European subsidiaries, has a credit facility with a European bank, which is guaranteed by Matthews. The maximum amount of borrowings available under this facility is €10.0 million ($10.6 million). This facility also provides €18.5 million ($19.6 million) for bank guarantees. This facility has no stated maturity date and is available until terminated.

The significant factors (excluding acquisitions) influencing sales growth in the Industrial Technologies segment include economic/industrial market conditions, new product development, and the electric vehicles ("EV") and e-commerce trends. Order rates for the Company's Industrial Technologies businesses remained strong through fiscal 2022 and, as a result, are currently expected to support the segment’s organic growth objectives into next year.

The significant factors influencing organic sales growth in the Industrial Technologies segment include economic/industrial market conditions, new product development, and the electric vehicles ("EV") and e-commerce trends. The Industrial Technologies segment received over $200 million of new orders during the fiscal 2023 first quarter for its energy storage solutions business.

The estimated fair value of the Company's SGK Brand Solutions reporting unit (formerly the Graphics Imaging reporting unit) exceeded the carrying value (expressed as a percentage of carrying value) by approximately 10%. The SGK Brand Solutions reporting unit has experienced recent declines, primarily resulting from weakened economic conditions (particularly in Europe) and unfavorable changes in foreign exchange rates.

The estimated fair value of the Company's SGK Brand Solutions reporting unit exceeded the carrying value (expressed as a percentage of carrying value) by approximately 9% as of January 1, 2023.

Additionally, recent increases in the cost of certain raw materials, labor, supply chain challenges, and other inflation-related impacts are expected to impact the Company's results for the near future. The Company expects to partially mitigate these cost increases through price realization and cost-reduction initiatives.

The Company expects to partially mitigate these cost increases through price realization and cost-reduction initiatives.

Removed

(3) Represents a reserve established for a legal matter involving a letter of credit for a customer in Saudi Arabia within the Memorialization segment (see Note 9, "Debt and Financing Arrangements" in Item 8 - “Financial Statements and Supplementary Data”).

Added

(2) Includes certain non-recurring costs associated with recent acquisition and divestiture activities, and also includes a gain of $1.8 million in fiscal year 2023 related to the divestiture of a business in the Industrial Technologies segment.

Removed

(9) Represents the Company's portion of depreciation, intangible amortization, interest expense, and other non-recurring charges incurred by non-consolidated subsidiaries accounted for as equity-method investments within the Memorialization segment. (10) Non-service pension and postretirement expense includes interest cost, expected return on plan assets, amortization of actuarial gains and losses, curtailment gains and losses, and settlement gains and losses.

Added

Fiscal 2023 operating cash flow also reflected $24.2 million of contributions to fund the settlement of the Company's SERP and ORRP obligations, and $10.5 million of proceeds from the settlement of cash flow hedges.

Removed

The favorable movements in working capital in fiscal 2021 primarily reflected the Company's continued emphasis on working capital management, particularly trade accounts payable.

Added

The change in working capital in fiscal 2023 primarily reflected higher inventory levels, lower trade accounts payable, and changes in contract assets and liabilities related to products and services provided to customers over time, partially offset by proceeds from the sale of receivables under a receivables purchase agreement and a non-recourse factoring arrangement (see below for further discussion).

Removed

Accordingly, the trade receivables and related debt obligations remained on the Company's Consolidated Balance Sheet. Borrowings under the Securitization Facility were based on LIBOR plus 0.75% and the Company was required to pay an annual commitment fee ranging from 0.25% to 0.35% of the unused portion of the Securitization Facility.

Added

In March 2023, an amendment to the domestic credit facility implemented SOFR as the replacement of LIBOR as the benchmark interest rate under the facility. The Company accounted for the change in reference rate as a non-substantial modification.

Removed

The maximum amount of borrowings available under this facility is €25.0 million ($24.5 million), which includes €8.0 million ($7.8 million) for bank guarantees. The credit facility matures in December 2022 and the Company intends to continue to extend this facility.

Added

The following table sets forth a summary of receivables sold as part of the RPA: For the Year Ended September 30, 2023 2022 Gross receivables sold $ 393,493 $ 424,789 Cash collections reinvested (388,283) (328,199) Net cash proceeds received $ 5,210 $ 96,590 28 ITEM 7.

Removed

Dollar/Euro cross currency swap with a notional amount of $94.5 million, which was designated as a net investment hedge of foreign operations. The swap was settled during fiscal 2022, resulting in cash proceeds of $13.1 million. Concurrently, the Company entered into a new U.S.

Added

MANAGEMENT'S DISCUSSION AND ANALYSIS, (continued) In March 2023, the Company, through its U.K. subsidiary, entered into a non-recourse factoring arrangement. In connection with this arrangement, the Company periodically sells trade receivables to a third-party purchaser in exchange for cash. These transfers of financial assets are recorded at the time the Company surrenders control of the assets.

Removed

Payments due in fiscal year: Total 2023 (1) 2024 to 2025 2026 to 2027 After 2027 Contractual Cash Obligations: (Dollar amounts in thousands) Revolving credit facilities $ 480,107 $ 8,050 $ 472,057 $ — $ — 2025 Senior Notes 353,086 15,750 31,500 305,836 — Finance lease obligations (2) 7,722 2,499 2,451 1,510 1,262 Non-cancelable operating leases (2) 77,978 24,378 34,728 15,561 3,311 Other 40,559 28,119 2,070 2,155 8,215 Total contractual cash obligations $ 959,452 $ 78,796 $ 542,806 $ 325,062 $ 12,788 (1) The Company maintains certain debt facilities with current maturity dates of twelve months or less that it intends and has the ability to extend beyond twelve months totaling $8.1 million.

Added

As these transfers qualify as true sales under the applicable accounting guidance, the receivables are de-recognized from the Company's Consolidated Balance Sheets upon transfer. The principal amount of receivables sold under this arrangement was $55.2 million during the fiscal year ended September 30, 2023.

Removed

These balances have been classified as non-current on the Company's Consolidated Balance Sheet. (2) Lease obligations have not been discounted to their present value. Benefit payments under the Company's DB Plan were made from plan assets, while benefit payments under the SERP and postretirement benefit plan are funded from the Company's operating funds.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

9 edited+0 added−0 removed5 unchanged

2022 filing

2023 filing

Biggest changeThe Company does not generally use derivative financial instruments in connection with these market risks, except as noted below. Interest Rates - The Company's most significant long-term instrument is the domestic credit facility, which bears interest at variable rates based on LIBOR (Euro-LIBOR for balances drawn in Euros).

Biggest changeThe Company does not generally use derivative financial instruments in connection with these market risks, except as noted below. Interest Rates - The Company's most significant long-term instrument is the domestic credit facility. U.S. dollar denominated debt under the domestic credit facility bears interest at variable rates based on SOFR (LIBOR for periods prior to March 2023).

Actuarial Assumptions - As of September 30, 2022, all of the Company's defined benefit plans are unfunded. The most significant actuarial assumption affecting pension expense and pension obligations is discount rates. A hypothetical decrease of 1% in discount rates would result in an increase of approximately $2.3 million in the projected benefit obligation.

Actuarial Assumptions - As of September 30, 2023, all of the Company's defined benefit plans are unfunded. The most significant actuarial assumption affecting pension expense and pension obligations is discount rates. A hypothetical decrease of 1% in discount rates would result in an increase of approximately $2.1 million in the projected benefit obligation.

Refer to Note 15, "Pension and Other Postretirement Plans" in Item 8 – "Financial Statements and Supplementary Data" for additional information. 35

Refer to Note 15, "Pension and Other Postretirement Plans" in Item 8 – "Financial Statements and Supplementary Data" for additional information. 34

A hypothetical decrease of 10% in market interest rates (e.g., a decrease from 5.0% to 4.5%) would result in a decrease of approximately $2.5 million in the fair value of the interest rate swaps.

A hypothetical decrease of 10% in market interest rates (e.g., a decrease from 5.0% to 4.5%) would result in a decrease of approximately $502,000 in the fair value of the interest rate swaps.

An adverse change (strengthening U.S. dollar) of 10% in exchange rates would have resulted in a decrease in reported sales of $56.6 million and a decrease in reported operating income of $3.7 million for the year ended September 30, 2022. As of September 30, 2022, the Company had a foreign currency derivative contract (U.S.

An adverse change (strengthening U.S. dollar) of 10% in exchange rates would have resulted in a decrease in reported sales of $69.5 million and a decrease in reported operating income of $3.4 million for the year ended September 30, 2023. As of September 30, 2023, the Company had a foreign currency derivative contract (U.S.

The following table presents information related to interest rate contracts entered into by the Company and designated as cash flow hedges: September 30, 2022 September 30, 2021 (Dollar amounts in thousands) Pay fixed swaps - notional amount $ 125,000 $ 250,000 Weighted-average maturity period (years) 3.1 2.2 Weighted-average received rate 3.14 % 0.08 % Weighted-average pay rate 1.04 % 1.34 % The interest rate swaps have been designated as cash flow hedges of the future variable interest payments which are considered probable of occurring.

The following table presents information related to interest rate contracts entered into by the Company and designated as cash flow hedges: September 30, 2023 September 30, 2022 (Dollar amounts in thousands) Pay fixed swaps - notional amount $ 175,000 $ 125,000 Weighted-average maturity period (years) 4.1 3.1 Weighted-average received rate 5.32 % 3.14 % Weighted-average pay rate 3.83 % 1.04 % The interest rate swaps have been designated as cash flow hedges of the future variable interest payments which are considered probable of occurring.

As of September 30, 2022, the potential gain or loss in the fair value of the swap contract assuming a hypothetical 10% fluctuation in the market rates would be approximately $8.4 million. 34 ITEM 7A.

As of September 30, 2023, the potential gain or loss in the fair value of the swap contract assuming a hypothetical 10% fluctuation in the market rates would be approximately $9.0 million. 33 ITEM 7A.

The fair value of the interest rate swaps reflected a net unrealized gain of $10.7 million ($7.9 million after-tax) at September 30, 2022 that is included in equity as part of AOCI.

The fair value of the interest rate swaps reflected a net unrealized gain of $4.0 million ($3.0 million after-tax) at September 30, 2023 that is included in equity as part of AOCI.

Dollar/Euro cross currency swap) with a notional amount of $81.4 million designated as a net investment hedge of foreign operations. The net unrealized gain for this swap contract at September 30, 2022 was of $2.8 million (net of income taxes of $0.9 million).

Dollar/Euro cross currency swap) with a notional amount of $81.4 million designated as a net investment hedge of foreign operations. The net unrealized loss for this swap contract at September 30, 2023 was of $2.1 million (net of income taxes of $701,000).

Top changes in MATTHEWS INTERNATIONAL CORP's 2023 10-K

Item 1. Business

Item 1A. Risk Factors

Item 2. Properties

Item 4. Mine Safety Disclosures

Item 5. Market for Registrant's Common Equity

Item 6. [Reserved]

Item 7. Management's Discussion & Analysis

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Other MATW 10-K year-over-year comparisons