JBT Marel Corporation, a leading global technology solutions provider to high-value segments of the food & beverage industry, reported JBT standalone results for the fourth quarter and full year 2024, provided highlights for Marel's standalone full year 2024 results, and established 2025 guidance for JBT Marel. JBT standalone results and Marel standalone results are as of December 31, 2024, and are prior to the combination, which was completed on January 2, 2025.
"JBT delivered another strong performance for the fourth quarter and full year, achieving record quarterly orders, revenue, margins, and adjusted earnings per share from our continuing operations," said Brian Deck, Chief Executive Officer of JBT Marel Corporation. "Additionally, we are incredibly pleased to have completed the combination with Marel, uniting two leading and complementary food and beverage technology companies. JBT Marel's holistic solutions offering, deep application knowledge, and global service network allow us to be a better partner to our customers and deliver long-term value creation to our stakeholders. We have increasing confidence in our ability to realize benefits of JBT Marel’s combined operations, and as a result, are raising our cost synergy expectations from $125 million to $150 million within three years."
Comparisons in this news release are to the comparable period of the prior year, unless otherwise noted. An earnings presentation with supplemental information is available on the Company's Investor Relations website at https://ir.jbtc.com/events-and-presentations/.
JBT Standalone Full Year 2024 Results
Full year 2024 revenue of $1,716 million increased 3 percent year over year. Organic revenue growth of approximately 3.5 percent was partially offset by 0.5 percent foreign exchange impact. Income from continuing operations of $85 million decreased $45 million as operational performance was partially offset by M&A related costs and pension settlement expense. M&A related costs totaled $86 million and included $42 million in mark-to-market losses from a deal contingent foreign exchange hedge that was put in place to hedge a portion of the euro-denominated cash portion of the Marel transaction. JBT also incurred $27 million in non-cash pension expense due to the previously announced voluntary lump sum settlements related to the fully funded U.S. pension plan. Adjusted EBITDA of $295 million increased 8 percent, and adjusted EBITDA margin of 17.2 percent increased 80 basis points.
Diluted EPS was $2.63 versus $4.02 in the prior year period. Adjusted EPS of $5.10 increased 24 percent. Orders of $1,788 million increased 7 percent, and year-end backlog of $721 million increased 6 percent. JBT generated full year 2024 operating cash flow from continuing operations of $233 million. Free cash flow of $199 million increased 20 percent.
Marel Standalone Full Year 2024 Results (IFRS)
For the full year 2024, Marel standalone orders of €1,663 million, which included record fourth quarter orders of €474 million, increased 2 percent. For the fourth quarter of 2024, Marel generated revenue of €428 million, including record aftermarket revenue of €216 million. Full year 2024 revenue of €1,643 million declined 5 percent. Full year 2024 aftermarket revenue of €821 million, an increase 5 percent, was more than offset by lower equipment revenue.
Full year 2024 net loss was €25 million, and adjusted EBITDA was €200 million. Net loss and adjusted EBITDA were impacted by unfavorable year-end net adjustments of €17 million, resulting from initial efforts to align policies related to balance sheet reserves as part of the combination with JBT. Absent these adjustments, adjusted EBITDA margin improved year over year and was in line with Marel's outlook of 13 - 14 percent.
Converted Marel Results and Combined JBT and Marel Results
The below summary table converts Marel standalone full year 2024 financial results from Euros to U.S. dollars and includes IFRS to U.S. GAAP impacts for Marel's adjusted EBITDA.
|
Marel Standalone Full Year 2024 |
|||||||
|
In millions |
EUR Results |
USD Results |
|||||
|
Orders |
€ |
1,663 |
$ |
1,800 |
|||
|
Revenue |
1,643 |
1,778 |
|||||
|
Adjusted EBITDA IFRS(1) |
200 |
216 |
|||||
|
IFRS to U.S. GAAP Impacts to Adjusted EBITDA |
(30 |
) |
(32 |
) |
|||
|
Adjusted EBITDA U.S. GAAP(1) |
170 |
184 |
|||||
|
(1) Non-IFRS and Non-GAAP figures, respectively. Please see supplemental schedules for adjustments and reconciliations. |
The below table provides a summary of certain 2024 financial results that combine JBT and Marel standalone results. The information contained in this table is not intended to represent pro forma financial information for JBT Marel as defined in Regulation S-X, Article 11.
|
Full Year 2024 |
||||||||
|
In millions except margin |
JBT Standalone |
Marel Standalone Converted (USD) |
Combined JBT and Marel |
|||||
|
Orders |
$ |
1,788 |
$ |
1,800 |
$ |
3,588 |
||
|
Revenue |
1,716 |
1,778 |
3,494 |
|||||
|
Adjusted EBITDA |
295 |
184 |
479 |
|||||
|
Adjusted EBITDA margin |
17.2% |
10.4% |
13.7% |
|||||
Capital Structure Update
On January 2, 2025, in connection with the settlement of the Marel voluntary takeover offer, JBT Marel entered into a financing structure, consisting of a five-year, amended and restated $1.8 billion revolving credit facility and a seven-year, $900 million Senior Secured Term Loan B. As a result of the transaction financing, JBT Marel terminated the bridge credit agreement.
JBT Marel utilized certain borrowings from the transaction financing as well as existing cash on hand to fund the cash consideration paid to Marel shareholders, repay Marel's outstanding debt, and pay transaction related expenses and debt issuance costs. As of January 2, 2025, JBT Marel's net debt was approximately $1.9 billion, and the leverage ratio was just below 4.0x, which excludes the benefit of any projected synergies. The Company continues to forecast its leverage ratio to be below 3.0x by year-end 2025, which is supported by the expectations for strong free cash flow generation and improving adjusted EBITDA, including realized synergies.
Additionally, on January 3, 2025, JBT Marel entered into cross-currency swaps related to the $700 million U.S. dollar denominated debt drawn down by JBT Marel's European entity. As a result of the cross-currency swaps, JBT Marel was also able to synthetically swap $700 million of the Term Loan B's SOFR interest for EURIBOR, taking advantage of tighter credit spreads and lower overall EURIBOR base rate.
JBT Marel Full Year 2025 Outlook
Beginning in 2025, JBT Marel will revise its adjusted income from continuing operations and adjusted EPS calculations to exclude acquisition related items, including intangible amortization expense. The Company believes this change will better reflect its core operating earnings and improve comparability versus peers.
JBT's standalone full year 2024 adjusted income from continuing operations and adjusted EPS were $164 million and $5.10, respectively. When further adjusted for $34 million of acquisition related intangible amortization expense, which is net of tax, JBT's standalone full year 2024 adjusted income from continuing operations and adjusted EPS were $198 million and $6.15, respectively.
The below table reflects JBT Marel's guidance for full year 2025.
|
Guidance |
|
|
$ millions except EPS |
FY 2025 |
|
Revenue |
$3,575 - $3,650 |
|
Income from continuing operations |
$(70) - $(35) |
|
Adjusted EBITDA(1) margin |
15.75% - 16.50% |
|
GAAP EPS |
$(1.30) - $(0.70) |
|
Adjusted EPS(1) |
$5.50 - $6.10 |
|
(1) Non-GAAP figure. Please see supplemental schedules for adjustments and reconciliations. |
JBT Marel's 2025 guidance for income from continuing operations and GAAP EPS includes preliminary estimates for asset step up and acquisition related intangible amortization expense for the Marel transaction and are subject to change based on opening balance sheet valuation, which remains ongoing.
For the full year 2025, JBT Marel's revenue guidance includes $1,800 - $1,840 million in JBT revenue, $1,850 - $1,885 million in Marel revenue, and approximately $75 million in negative impact from foreign exchange translation when compared to the combined JBT and Marel 2024 revenue. On a constant currency basis, this translates to year-over-year revenue growth of approximately 5.5 percent at the mid-point versus the combined JBT and Marel 2024 revenue.
JBT Marel is forecasting full year 2025 realized cost synergies of $35 - $40 million. Exiting 2025, JBT Marel expects to achieve annual run rate cost synergies of $80 - $90 million.
For the full year 2025, JBT Marel expects to incur certain one-time and acquisition costs, which are included in income from continuing operations and GAAP EPS guidance and excluded from adjusted EPS and adjusted EBITDA calculations. These include $30 million restructuring costs; $120 million in M&A related costs, which include transaction costs, integration costs, and inventory step up; $155 million in acquired asset depreciation and amortization, which includes historical JBT standalone acquisition related intangible amortization expense; $147 million in non-cash, pre-tax charges related to the final settlement of the U.S. pension plan, which occurred on February 4, 2024; and $15 million in interest from bridge financing fees and related costs.
Full year 2025 interest expense is anticipated to be $110 million, which includes $15 million in bridge financing fees and related costs. Total depreciation and amortization is estimated to be approximately $240 million. The operating tax rate is expected to be approximately 25 percent.
Earnings Conference Call
A conference call is scheduled for 10:00 a.m. ET on Tuesday, February 25, 2025, to discuss fourth quarter and full year 2024 results and provide updates on the combined company, including JBT Marel's 2025 outlook. A simultaneous webcast and audio replay of the call will be available on the Company’s Investor Relations website at https://ir.jbtc.com/events-and-presentations/.