AAON Reports Second Quarter 2025 Results

Q2 Highlights
(All comparisons are year-over-year, unless otherwise noted)

--  Operations impacted by ERP roll out and supply constraints
--  Net sales down 0.6% to $311.6 million
--  GAAP diluted EPS of $0.19 down 69.4% and Non-GAAP adjusted diluted EPS of $0.22 down 64.5%
--  Non-GAAP Adjusted EBITDA margin down 1,120 basis points to 14.9%
--  Strong bookings trends of both AAON- and BASX-branded equipment points to share gains continuing
--  Adjusted backlog up year-over-year 71.9% to $1.12 billion
--  Reducing full-year 2025 outlook

TULSA, Okla., Aug. 11, 2025 /PRNewswire/ -- AAON, INC. (NASDAQ-AAON), a leader in high-performing, energy-efficient HVAC solutions that bring long-term value to customers and owners, today announced its results for the second quarter of 2025.

Second Quarter 2025 Results

Net sales for the second quarter of 2025 decreased 0.6% to $311.6 million, from $313.6 million in the second quarter of 2024. The year-over-year decline was driven by the AAON Oklahoma segment, which realized an 18.0% decrease in net sales. Although backlog at the segment was strong entering the quarter, supply chain constraints limited our ability to ramp production to the desired levels. The BASX and AAON Coil Products segments realized sales growth of 20.4% and 86.4%, respectively. Both segments benefited from strong year-over-year demand for BASX-branded data center equipment. However, sales growth at the AAON Coil Products segment was limited due to the impact that the Enterprise Resource Planning "ERP" system implementation had on production.

Gross profit margin in the quarter was 26.6%, down from 36.1% in the comparable quarter in 2024. The year-over-year contraction in gross profit margin was primarily a result of lower production volumes at the AAON Oklahoma segment, and operational inefficiencies caused by the ERP implementation at the AAON Coil Products segment.

SG&A expenses in the quarter increased to $59.1 million or 19.0% of sales compared to $45.9 million or 14.6% of sales in the second quarter of 2024. We have made investments in both people and technology to help build out our organizational capacity for future growth. This is seen in our increases for salaries and benefits, depreciation and amortization and consulting fees related to our ERP implementation. We also incurred one-time expenses totaling $3.4 million, related to a incentive fee associated with our Memphis, Tenn. facility.

Earnings per diluted share were $0.19, down year-over-year 69.4%. Non-GAAP adjusted diluted earnings per share were $0.22, down year-over-year 64.5%.

"Our second quarter results fell short of our expectations and do not reflect the high standards we set for ourselves as an organization," said CEO Matt Tobolski. "We strive to be a best-in-class operator and these results do not reflect that. The underperformance was primarily driven by poor operational execution, mainly associated with the implementation of our new ERP system at our Longview, Tex. facility. The April go-live of the new system directly impacted production of both finished products and coils at Longview. Since Longview supplies coils to our Tulsa, Okla. facility, this also limited Tulsa's expected production ramp. We are taking immediate and targeted actions to address these issues, strengthen execution, and ensure we are better positioned to deliver consistent results in the future. I want to emphasize that our investment in the ERP system is critical to the company's long-term success and future growth. While the implementation has presented short-term challenges, we remain fully committed to this investment and confident in the long-term value it will bring to our operations. We are equally committed to transparency and intend to provide clear, timely updates--especially in the near term--as we communicate our expectations and track our progress."

Tobolski continued, "We have begun to make significant improvements at both Tulsa and Longview. Despite the challenges at Tulsa, we have seen steady month-to-month improvement since April, culminating in July--our strongest production month of the year. Production rates for our Tulsa facility are nearing pre-Q4 2024 levels. With production improving and a strong backlog in hand, we anticipate a strong second half of the year for the AAON Oklahoma segment. At Longview, while the challenges have been more pronounced, we have also made significant improvement. By the end of July, production rates for AAON-branded equipment--the division most impacted at the facility--had risen approximately 30% from earl April, with further gains into early August. Production of BASX-branded equipment at Longview has been minimally impacted, supported by the consistency of a large, uniform order on hand. Similar to Tulsa, given the large backlog for both AAON- and BASX-branded equipment, we anticipate sequential improvement throughout the second half of the year."

Tobolski concluded, "While the ERP implementation has led to temporary disruptions, the core fundamentals of the business remain sound. Bookings and backlog trends for both AAON-branded and BASX-branded equipment continued to grow throughout the second quarter, reinforcing our confidence in the brands and the custom engineered solutions we deliver. Demand from the data center market remains exceptionally strong, fueling BASX-branded orders, and despite a soft traditional nonresidential market, AAON-branded orders grew by double digits in the second quarter. Notably, our national accounts strategy has gained significant traction, with growth from these customers leading all AAON-branded order activity. To sustain this momentum and best serve our customers, our top priority is increasing production across our Tulsa, Longview, and Memphis facilities by enhancing operational execution and mitigating the impact of any remaining inefficiencies related to the ERP implementation. We are already on the right path and expect production to increase significantly from second-quarter levels at all three of these sites over the second half of the year. That said, while we are encouraged by recent improvements, we are revising our previous expectations downward for the second half of the year, as reflected in our updated full-year 2025 outlook. This adjustment is largely due to ongoing, though improving, inefficiencies at our Longview facility, as well as moderated--but accelerating--production levels in Tulsa, following slower-than-expected run rates at the start of the third quarter. In closing, while recent performance has not met our standards, these challenges are temporary. Backed by strong fundamentals, a defined path to operational excellence, and accelerating demand for our differentiated solutions, we are firmly confident in the business's sustained long-term growth."

Segment Results

AAON Oklahoma

                                                   Three Months Ended


                      (in thousands) June 30, 2025                    June 30, 2024



 Net sales                               $185,120                          $225,727





 Gross profit                             $50,883                           $83,870


  Gross profit margin                       27.5 %                           37.2 %

AAON Oklahoma had net sales of $185.1 million, a decrease of 18.0% compared to the same period in the prior year. This decrease was driven by lingering supply chain issues from the refrigerant transition at the beginning of the quarter and coil supply shortages in the end of the quarter due to our ERP implementation at our Longview, Texas facility which slowed production of coils made for our Tulsa plant. Despite these challenges, production has steadily improved month-over-month since March, demonstrated by the sequential increase in this segments's gross profit margin.

Gross margin contracted 970 basis points to 27.5%, from 37.2% in the second quarter of 2024. AAON Oklahoma's decrease in gross profit is primarily driven by the lower volumes discussed above that resulted in sub optimal overhead absorption. Additionally, our new plant in Memphis contributed $3.0 million in cost of sales with minimal net sales to offset this cost.

AAON Coil Products

                                                   Three Months Ended


                      (in thousands) June 30, 2025                    June 30, 2024



 Net sales                                $58,465                           $31,373





 Gross profit                             $12,863                           $13,159


  Gross profit margin                       22.0 %                           41.9 %

AAON Coil Products had a challenging quarter. While sales grew year-over-year 86.4%, this was primarily driven by growth in BASX branded products of $40.1 million for a large liquid cooling data center. AAON branded products declined $13.0 million due to disruptions caused by the change in ERP systems.

Gross margin contracted 1,990 basis points year-over-year to 22.0%. The margin contraction is a result of production inefficiencies from implementing our ERP system at the beginning of the second quarter of 2025.

BASX

                                                   Three Months Ended


                      (in thousands) June 30, 2025                    June 30, 2024



 Net sales                                $67,982                           $56,466





 Gross profit                             $18,983                           $16,065


  Gross profit margin                       27.9 %                           28.5 %

Net sales for the second quarter of 2025 increased 20.4% to $68.0 million, from $56.5 million in the second quarter of 2024. Stronger demand for data center equipment was the primary driver of the year-over-year increase, as the data center market continues to demonstrate exceptional strength.

BASX gross profit margin of 27.9% is slightly down year over year due to higher indirect costs for warehouse personnel offset by slightly lower cost of materials. However, this quarter marked the second straight quarter of sequential improvement in gross profit margin, reflecting continued operational improvements since we initiated targeted efforts late last year.

Balance Sheet & Cash Flow

As of June 30, 2025, the company had cash, cash equivalents and restricted cash of $1.3 million and a balance on its revolving credit facility of $317.3 million. Rebecca Thompson, CFO and Treasurer, commented, "During the quarter, we closed on our new $500.0 million credit facility, giving us the liquidity needed for continued investments in our growth. We remain unchanged in our capital expenditure plans to invest $220.0 million in 2025."

Backlog

                                                                                   June 30, 2025*          March 31, 2025  June 30, 2024


                                                                                                   
 
 (in thousands)



 AAON-branded products                                                                  $494,214                 $403,863        $255,485



 BASX-branded products*                                                                  623,423                  623,006         394,520


                                                                                       $1,117,637               $1,026,869        $650,005



 *Adjusted for replacement purchase orders received in July related to administrative processing.

Total backlog increased year-over-year 71.9% to $1,117.6 million, and 8.8% quarter-over-quarter. AAON-branded equipment backlog rose 93.4% compared to the same quarter last year and 22.4% quarter-over-quarter, indicating sustained growth in order activity. Despite weakness in the nonresidential construction market, the significant growth in our AAON-branded equipment backlog indicates we are gaining substantial market share. The adjusted BASX-branded backlog grew 58.0% from a year ago and was flat quarter-over-quarter. Demand from data center customers remains exceptionally strong. Our continued backlog growth and order activity of this equipment indicate we are capturing meaningful market share as customers prioritize performance, efficiency, and reliability in their infrastructure expansions.

Full-Year 2025 Outlook

 
       
            Metric                  Q3           Q4          FY25




                 YoY Sales Growth   Low Single      High
                                      Digits      Twenties    Low Teens




                Gross Profit Margin  28.5%-29.5% 30.0%-31.0%      28%-29%




                 Non-GAAP adjusted   17.0%-17.5% 16.5%-17.0%  16.5%-17.0%
   SG&A as a % of sales

Conference Call

The company will host a conference call and webcast this morning at 9:00 a.m. EDT to discuss the second quarter of 2025 results and outlook. The conference call will be accessible via dial-in for those who wish to participate in Q&A as well as a listen-only webcast. The dial-in is accessible at 1-800-836-8184. To access the listen-only webcast, please register at https://app.webinar.net/QbZGYL16oqm. On the next business day following the call, a replay of the call will be available on the company's website at https://aaon.com/investors.

About AAON

Founded in 1988, AAON is a global leader in HVAC solutions for commercial, industrial and data center indoor environments. The company's industry-leading approach to designing and manufacturing highly configurable and custom-made equipment to meet exact needs creates a premier ownership experience with greater efficiency, performance and long-term value. Its highly engineered equipment is sold under the AAON and BASX brands. AAON is headquartered in Tulsa, Oklahoma, where its world-class innovation center and testing lab allows AAON engineers to continuously push boundaries and advance the industry. For more information, please visit www.aaon.com.

Forward-Looking Statements

This press release includes "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as "expects", "anticipates", "intends", "plans", "believes", "seeks", "estimates", "should", "will", and variations of such words and similar expressions are intended to identify such forward-looking statements. These statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions, which are difficult to predict. Therefore, actual outcomes and results may differ materially from what is expressed or forecasted in such forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date on which they are made. We undertake no obligations to update publicly any forward-looking statements, whether as a result of new information, future events or otherwise. Important factors that could cause results to differ materially from those in the forward-looking statements include (1) the timing and extent of changes in raw material and component prices, (2) the effects of fluctuations in the commercial/industrial new construction market, (3) the timing and extent of changes in interest rates, as well as other competitive factors during the year, and (4) general economic, market or business conditions. For a discussion of such risks and uncertainties, which could cause actual results to differ from those contained in any forward-looking statements, see "Risk Factors" and "Forward Looking Statements" in AAON's Annual Report on Form 10-K for the most recent fiscal year, as may be revised and updated by AAON's Quarterly Reports on Form 10-Q, and AAON's Current Reports on Form 8-K.

Contact Information

Joseph Mondillo
Director of Investor Relations & Corporate Strategy
Phone: (617) 877-6346
Email: joseph.mondillo@aaon.com

                                            
    
      AAON, Inc. and Subsidiaries


                                         
     
     Consolidated Statements of Income


                                               
   
            (Unaudited)




                                                                                              Three Months Ended                               Six Months Ended
                                                                                  
         June 30,                    
             June 30,


                                                                                       2025                 2024                   2025                   2024


                                                                                               (in thousands, except share and per share data)



 Net sales                                                                        $311,567             $313,566               $633,621               $575,665



 Cost of sales                                                                     228,838              200,472                464,528                370,329



 Gross profit                                                                       82,729              113,094                169,093                205,336



 Selling, general and administrative expenses                                       59,147               45,895                110,440                 91,183



 Gain on disposal of assets                                                              -                                      (40)                  (16)



 Income from operations                                                             23,582               67,199                 58,693                114,169



 Interest expense, net                                                             (4,009)               (367)               (6,811)                 (606)



 Other income, net                                                                    (68)                 175                    106                    252



 Income before taxes                                                                19,505               67,007                 51,988                113,815



 Income tax provision                                                                4,018               14,779                  7,209                 22,571



 Net income                                                                        $15,487              $52,228                $44,779                $91,244



 Earnings per share:



 Basic                                                                               $0.19                $0.64                  $0.55                  $1.12



 Diluted                                                                             $0.19                $0.62                  $0.54                  $1.09



 Cash dividends declared per common share:                                           $0.10                $0.08                  $0.20                  $0.16



 Weighted average shares outstanding:



 Basic                                                                          81,441,511           81,791,792             81,456,845             81,339,153



 Diluted                                                                        82,956,213           83,786,222             83,153,788             83,527,717

                                                                       
          
            AAON, Inc. and Subsidiaries


                                                                       
          
            Segment Net Sales and Profit


                                                                               
          
            (Unaudited)




                                                                                                                                     Three Months Ended                     Six Months Ended


                                                                                                                            June 30,                    June 30,  June 30,                   June 30,
                                                                                                                                2025                         2024       2025                        2024


                                                                                                                                       (in thousands)                        (in thousands)



 
            AAON Oklahoma



 External sales                                                                                                            $185,120                     $225,727   $346,958                    $435,867



 Inter-segment sales                                                                                                          5,318                        1,311      9,157                       2,982



 Eliminations                                                                                                               (5,318)                     (1,311)   (9,157)                    (2,982)



      Net sales                                                                                                             185,120                      225,727    346,958                     435,867



      Cost of sales(1)                                                                                                      134,237                      141,857    258,102                     273,586



      Gross profit                                                                                                           50,883                       83,870     88,856                     162,281



 
            AAON Coil Products



 External sales                                                                                                             $58,465                      $31,373   $152,488                     $55,620



 Inter-segment sales                                                                                                          6,073                        8,942     12,279                      18,273



 Eliminations                                                                                                               (6,073)                     (8,942)  (12,279)                   (18,273)



      Net sales                                                                                                              58,465                       31,373    152,488                      55,620



      Cost of sales(1)                                                                                                       45,602                       18,214    107,140                      34,322



      Gross profit                                                                                                           12,863                       13,159     45,348                      21,298



 
            BASX



 External sales                                                                                                             $67,982                      $56,466   $134,175                     $84,178



 Inter-segment sales                                                                                                            507                          220        550                         222



 Eliminations                                                                                                                 (507)                       (220)     (550)                      (222)



      Net sales                                                                                                              67,982                       56,466    134,175                      84,178



      Cost of sales(1)                                                                                                       48,999                       40,401     99,286                      62,421



      Gross profit                                                                                                           18,983                       16,065     34,889                      21,757



 Consolidated gross profit                                                                                                  $82,729                     $113,094   $169,093                    $205,336



 
            1 Presented after intercompany eliminations.





 The reconciliation between consolidated gross profit to consolidated income from operations is as follows:



 Consolidated gross profit                                                                                                  $82,729                     $113,094   $169,093                    $205,336



 Less: Selling, general and administrative expenses                                                                          59,147                       45,895    110,440                      91,183



 Add: Gain on disposal of assets                                                                                                  -                                    40                          16



 Consolidated income from operations                                                                                        $23,582                      $67,199    $58,613                    $114,137

                                                                                                                                                
          
          AAON, Inc. and Subsidiaries


                                                                                                                                                
          
          Consolidated Balance Sheets


                                                                                                                                                        
          
          (Unaudited)


                                                                                                                                                                                                      June 30, 2025                                 December 31, 2024



 
            Assets                                                                                                                                                                                            (in thousands, except share and per
                                                                                                                                                                                                                             share data)



 Current assets:



 Cash and cash equivalents                                                                                                                                                                                       $14                                              $14



 Restricted cash                                                                                                                                                                                               1,307                                            6,500



 Accounts receivable, net                                                                                                                                                                                    170,573                                          147,434



 Income tax receivable                                                                                                                                                                                         7,302                                            4,115



 Inventories, net                                                                                                                                                                                            234,980                                          187,420



 Contract assets, net                                                                                                                                                                                        233,184                                          135,421



 Prepaid expenses and other                                                                                                                                                                                    6,791                                            7,308



 Total current assets                                                                                                                                                                                        654,151                                          488,212



 Property, plant and equipment, net                                                                                                                                                                          559,479                                          510,356



 Intangible assets, net and goodwill                                                                                                                                                                         162,307                                          160,152



 Right of use assets                                                                                                                                                                                          17,795                                           15,436



 Deferred tax assets                                                                                                                                                                                           3,259                                              836



 Other long-term assets                                                                                                                                                                                        2,422                                              242



 Total assets                                                                                                                                                                                             $1,399,413                                       $1,175,234





 
            Liabilities and Stockholders' Equity



 Current liabilities:



 Debt, short-term                                                                                                                                                                                
 $               -                                         $16,000



 Accounts payable                                                                                                                                                                                             81,642                                           44,645



 Accrued liabilities                                                                                                                                                                                          95,332                                           99,347



 Contract liabilities                                                                                                                                                                                         33,752                                           14,913



 Total current liabilities                                                                                                                                                                                   210,726                                          174,905



 Debt, long-term                                                                                                                                                                                             317,277                                          138,891



 Other long-term liabilities                                                                                                                                                                                  22,471                                           20,743



 New market tax credit obligation                                                                                                                                                                             16,193                                           16,113



 Commitments and contingencies



 Stockholders' equity:



 Preferred stock, $.001 par value, 5,000,000 shares authorized, no shares issued                                                                                                                                   -



 Common stock, $.004 par value, 200,000,000 shares authorized, 81,509,387 and 81,436,594 issued and outstanding at June 30, 2025 and December 31, 2024, respectively                                             326                                              326



 Additional paid-in capital                                                                                                                                                                                   48,607                                           68,946



 Retained earnings                                                                                                                                                                                           783,813                                          755,310



 Total stockholders' equity                                                                                                                                                                                  832,746                                          824,582



 Total liabilities and stockholders' equity                                                                                                                                                               $1,399,413                                       $1,175,234

                                                                    
          
            AAON, Inc. and Subsidiaries


                                                               
          
            Consolidated Statements of Cash Flows


                                                                            
          
            (Unaudited)


                                                                                                                                         Six Months Ended
                                                                                                                             
         June 30,


                                                                                                                                  2025                 2024



 
            Operating Activities                                                                                                      (in thousands)



 Net income                                                                                                                   $44,779              $91,244



 Adjustments to reconcile net income to net cash (used in) provided by operating activities:



 Depreciation and amortization                                                                                                 38,879               27,923



 Amortization of debt issuance costs                                                                                              128                   71



 Amortization of right of use assets                                                                                               69                   73



 Provision for credit losses on accounts receivable, net of adjustments                                                           270                1,169



 Provision for credit losses on contract assets, net of adjustments                                                               200



 Provision for excess and obsolete inventories, net of write-offs                                                                 288                  641



 Share-based compensation                                                                                                       8,795                8,451



 Other                                                                                                                           (71)                (10)



 Deferred income taxes                                                                                                        (2,423)                  41



 Changes in assets and liabilities:



 Accounts receivable                                                                                                         (23,409)            (12,210)



 Income taxes                                                                                                                 (3,187)             (6,139)



 Inventories                                                                                                                 (47,848)              29,903



 Contract assets                                                                                                             (97,963)            (22,977)



 Prepaid expenses and other long-term assets                                                                                     (68)             (2,708)



 Accounts payable                                                                                                              36,397              (1,804)



 Contract liabilities                                                                                                          18,839               13,105



 Extended warranties                                                                                                            (148)               1,195



 Accrued liabilities and other long-term liabilities                                                                          (4,567)                (56)



 Net cash (used in) provided by operating activities                                                                         (31,040)             127,912



 
            Investing Activities



 Capital expenditures                                                                                                        (82,515)            (65,381)



 Proceeds from sale of property, plant and equipment                                                                               40                   16



 Acquisition of intangible assets                                                                                             (7,042)            (10,058)



 Principal payments from note receivable                                                                                           25                   26



 Net cash used in investing activities                                                                                       (89,492)            (75,397)



 
            Financing Activities



 Borrowings of debt                                                                                                           415,126              272,526



 Payments of debt                                                                                                           (252,982)           (224,970)



 Proceeds from financing obligation, net of issuance costs                                                                          -               4,186



 Payment related to financing costs                                                                                           (1,395)               (417)



 Stock options exercised                                                                                                       10,025               15,821



 Repurchases of stock - open market                                                                                          (29,992)           (100,034)



 Repurchases of stock - LTIP plans                                                                                            (9,167)             (3,493)



 Cash dividends paid to stockholders                                                                                         (16,276)            (13,079)



 Net cash provided by (used in) financing activities                                                                          115,339             (49,460)



 
            Net (decrease) increase in cash, cash equivalents and restricted cash                                           (5,193)               3,055



 
            Cash, cash equivalents and restricted cash, beginning of period                                                   6,514                9,023



 
            Cash, cash equivalents and restricted cash, end of period                                                        $1,321              $12,078

Use of Non-GAAP Financial Measures

To supplement the company's consolidated financial statements presented in accordance with generally accepted accounting principles ("GAAP"), additional non-GAAP financial measures are provided and reconciled in the following tables. The company believes that these non-GAAP financial measures, when considered together with the GAAP financial measures, provide information that is useful to investors in understanding period-over-period operating results. The company believes that this non-GAAP financial measure enhances the ability of investors to analyze the company's business trends and operating performance as they are used by management to better understand operating performance. Since adjusted net income, adjusted net income per diluted share, EBITDA, adjusted EBITDA, and adjusted EBITDA margin are non-GAAP measures and are susceptible to varying calculations, adjusted net income, adjusted net income per diluted share, EBITDA, adjusted EBITDA, and adjusted EBITDA margin, as presented, may not be directly comparable with other similarly titled measures used by other companies.

Non-GAAP Adjusted Net Income

The company defines non-GAAP adjusted net income as net income adjusted for any infrequent events, such as litigation settlements, net of profit sharing and tax effect, in the periods presented.

The following table provides a reconciliation of net income (GAAP) to non-GAAP adjusted net income for the periods indicated:

                                                                                                                                            
          
            Three Months Ended                    
          
        Six Months Ended
                                                                                                                                                      
             June 30,                                       
         June 30,


                                                                                                                                                         2025                              2024                         2025                     2024


                                                                                                                                    
          
            (in thousands)



 Net income, a GAAP measure                                                                                                                          $15,487                           $52,228                      $44,779                  $91,244



 Memphis incentive fee(1)                                                                                                                              3,405                                                         6,105



 Profit sharing effect(2)                                                                                                                              (289)                                                        (519)



 Tax effect                                                                                                                                            (742)                                                      (1,369)



 Non-GAAP adjusted net income                                                                                                                        $17,861                           $52,228                      $48,996                  $91,244



 Non-GAAP adjusted earnings per diluted share                                                                                                          $0.22                             $0.62                        $0.59                    $1.09



 
            (1)The incentive fee relates to fees payable to our real estate broker associated with the acquisition of our Memphis, Tenn. plant for a percentage of the incentives awarded to us by various entities.





 
            (2)Profit sharing effect of the Memphis incentive fee in the respective period.

EBITDA

EBITDA (as defined below) is presented herein and reconciled from the GAAP measure of net income because of its wide acceptance by the investment community as a financial indicator of a company's ability to internally fund operations. The company defines EBITDA as net income, plus (1) depreciation and amortization, (2) interest expense (income), net and (3) income tax expense. EBITDA is not a measure of net income or cash flows as determined by GAAP. EBITDA margin is defined as EBITDA as a percentage of net sales.

The company's EBITDA measure provides additional information which may be used to better understand the company's operations. EBITDA is one of several metrics that the company uses as a supplemental financial measurement in the evaluation of its business and should not be considered as an alternative to, or more meaningful than, net income, as an indicator of operating performance. Certain items excluded from EBITDA are significant components in understanding and assessing a company's financial performance. EBITDA, as used by the company, may not be comparable to similarly titled measures reported by other companies. The company believes that EBITDA is a widely followed measure of operating performance and is one of many metrics used by the company's management team and by other users of the company's consolidated financial statements.

Adjusted EBITDA is calculated as EBITDA adjusted by items in non-GAAP adjusted net income, above, except for taxes, as taxes are already excluded from EBITDA.

The following table provides a reconciliation of net income (GAAP) to EBITDA (non-GAAP) and Adjusted EBITDA (non-GAAP) for the periods indicated:

                                                                                                                                   
          
            Three Months Ended                        
          
        Six Months Ended
                                                                                                                                             
             June 30,                                           
         June 30,


                                                                                                                                               2025                                2024                           2025                      2024


                                                                                                                                                                 
          
            (in thousands)



 Net income, a GAAP measure                                                                                                                $15,487                             $52,228                        $44,779                   $91,244



 Depreciation and amortization                                                                                                              19,936                              14,486                         38,879                    27,923



 Interest expense, net                                                                                                                       4,009                                 367                          6,811                       606



 Income tax expense                                                                                                                          4,018                              14,779                          7,209                    22,571



 EBITDA, a non-GAAP measure                                                                                                                $43,450                             $81,860                        $97,678                  $142,344



 Memphis incentive fee(1)                                                                                                                    3,405                                                             6,105



 Profit sharing effect(2)                                                                                                                    (289)                                                            (519)



 Adjusted EBITDA, a non-GAAP measure                                                                                                       $46,566                             $81,860                       $103,264                  $142,344



 Adjusted EBITDA margin                                                                                                                     14.9 %                             26.1 %                        16.3 %                   24.7 %



 
            (1)The incentive fee relates to fees payable to our real estate broker associated with the acquisition of our Memphis, Tenn. plant for a percentage of the incentives awarded to us by various entities.





 
            (2)Profit sharing effect of the Memphis incentive fee in the respective period.

Non-GAAP Adjusted Selling, General and Administrative Expenses

The following table provides a reconciliation of selling, general and administrative expenses (GAAP) to adjusted selling, general and administrative expenses (non-GAAP) for the periods indicated:

                                                                              Q1 2024                  Q2 2024                 Q3 2024   Q4 2024      2024


                                                                                                     
       
  (in thousands)



 
            Non-GAAP Adjusted Selling, General and Administrative Expenses



 SG&A, a GAAP measure                                                        $45,288                   $45,895                  $48,637    $48,194   $188,014



 Memphis Incentive Fee                                                             -



 Profit Sharing effect                                                             -



 Non-GAAP adjusted SG&A expenses                                             $45,288                   $45,895                  $48,637    $48,194   $188,014



 As a percent of sales                                                        17.3 %                   14.6 %                  14.9 %    16.2 %    15.7 %




                                                                              Q1 2025                  Q2 2025


                                                                                      (in thousands)



 SG&A, a GAAP measure                                                        $51,293                   $59,147



 Memphis Incentive Fee                                                         2,700                     3,405



 Profit Sharing effect                                                         (230)                    (289)



 Non-GAAP adjusted SG&A expenses                                             $48,823                   $56,031



 As a percent of sales                                                        15.2 %                   18.0 %

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SOURCE AAON