BRUNSWICK CORP
10-Ks and 10-Qs
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
10-Q
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | ||||
For the quarterly period ended
September 27, 2025
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | ||||
Commission file number
001-01043
____________
(Exact name of registrant as specified in its charter)
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| (State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) | |||||||
(Address of principal executive offices) (Zip code)
(
847
)
735-4700
(Registrant’s telephone number, including area code)
N/A
(Former name, former address and former fiscal year, if changed since last report)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes
☒
No
☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Yes
☒
No
☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.
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Accelerated Filer | ☐ | ||||||||
| Non-accelerated Filer | ☐ | Smaller reporting company |
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| Emerging growth company |
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes
☐
No
☒
Securities registered pursuant to Section 12(b) of the Act:
| Title of Each Class | Trading Symbol(s) | Name of Each Exchange on Which Registered | ||||||||||||
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| NYSE Texas, Inc. | ||||||||||||||
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The number of shares of Common Stock ($0.75 par value) of the registrant outstanding as of October 27, 2025 was
65,036,590
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BRUNSWICK CORPORATION
INDEX TO QUARTERLY REPORT ON FORM 10-Q
September 27, 2025
TABLE OF CONTENTS
| PART I – FINANCIAL INFORMATION | Page | |||||||
| PART II – OTHER INFORMATION | ||||||||
PART I - FINANCIAL INFORMATION
Item 1. Condensed Consolidated Financial Statements
BRUNSWICK CORPORATION
Condensed Consolidated Statements of Comprehensive Income
(Unaudited)
| Three Months Ended | Nine Months Ended | ||||||||||||||||||||||
| (in millions, except per share data) |
September 27,
2025 |
September 28,
2024 |
September 27,
2025 |
September 28, 2024 | |||||||||||||||||||
| Net sales | $ |
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$ |
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| Cost of sales |
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| Selling, general and administrative expense |
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| Research and development expense |
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| Restructuring, exit and impairment charges |
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| Operating (loss) earnings |
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| Equity earnings |
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| Other expense, net |
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| (Loss) earnings before interest and income taxes |
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| Interest expense |
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| Interest income |
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| Loss on early extinguishment of debt |
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| (Loss) earnings before income taxes |
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| Income tax (benefit) provision |
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| Net (loss) earnings from continuing operations |
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| Net loss from discontinued operations, net of tax |
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| Net (loss) earnings | $ |
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$ |
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| Earnings per common share: | |||||||||||||||||||||||
| Basic | |||||||||||||||||||||||
| (Loss) earnings from continuing operations | $ |
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| Loss from discontinued operations |
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| Net (loss) earnings | $ |
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| Diluted | |||||||||||||||||||||||
| (Loss) earnings from continuing operations | $ |
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| Loss from discontinued operations |
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| Net (loss) earnings | $ |
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| Weighted average shares used for computation of: | |||||||||||||||||||||||
| Basic earnings per common share |
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| Diluted earnings per common share |
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| Comprehensive (loss) income | $ |
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| The Notes to Condensed Consolidated Financial Statements are an integral part of these condensed consolidated statements. | |||||||||||||||||||||||
3
BRUNSWICK CORPORATION
Condensed Consolidated Balance Sheets
(Unaudited)
| (in millions) |
September 27,
2025 |
December 31,
2024 |
September 28,
2024 |
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| Assets | |||||||||||||||||
| Current assets | |||||||||||||||||
| Cash and cash equivalents, at cost, which approximates fair value | $ |
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$ |
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| Restricted cash |
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| Short-term investments in marketable securities |
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| Total cash and short-term investments in marketable securities |
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Accounts and notes receivable, less allowances of $
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| Inventories | |||||||||||||||||
| Finished goods |
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| Work-in-process |
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| Raw materials |
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| Net inventories |
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| Prepaid expenses and other |
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| Current assets |
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| Property | |||||||||||||||||
| Land |
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| Buildings and improvements |
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| Equipment |
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| Total land, buildings and improvements and equipment |
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| Accumulated depreciation |
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| Net land, buildings and improvements and equipment |
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| Unamortized product tooling costs |
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| Net property |
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| Other assets | |||||||||||||||||
| Goodwill |
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| Other intangibles, net |
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| Deferred income tax asset |
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| Operating lease assets |
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| Equity investments |
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| Other long-term assets |
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| Other assets |
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| Total assets | $ |
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$ |
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| The Notes to Condensed Consolidated Financial Statements are an integral part of these condensed consolidated statements. | |||||||||||||||||
4
| (in millions) |
September 27,
2025 |
December 31,
2024 |
September 28,
2024 |
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| Liabilities and shareholders' equity | |||||||||||||||||
| Current liabilities | |||||||||||||||||
| Short-term debt and current maturities of long-term debt | $ |
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$ |
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| Accounts payable |
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| Accrued expenses |
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| Current liabilities |
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| Long-term liabilities | |||||||||||||||||
| Debt |
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| Operating lease liabilities |
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| Postretirement benefits |
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| Deferred income tax liability |
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| Other long-term liabilities |
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| Long-term liabilities |
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| Shareholders' equity | |||||||||||||||||
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Common stock; authorized:
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| Additional paid-in capital |
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| Retained earnings |
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Treasury stock, at cost:
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| Accumulated other comprehensive loss, net of tax |
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| Shareholders' equity |
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| Total liabilities and shareholders' equity | $ |
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$ |
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$ |
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| The Notes to Condensed Consolidated Financial Statements are an integral part of these condensed consolidated statements. | |||||||||||||||||
5
BRUNSWICK CORPORATION
Condensed Consolidated Statements of Cash Flows
(Unaudited)
| Nine Months Ended | |||||||||||
| (in millions) |
September 27,
2025 |
September 28,
2024 |
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| Cash flows from operating activities | |||||||||||
| Net (loss) earnings | $ |
(
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$ |
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| Less: net loss from discontinued operations, net of tax |
(
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| Net (loss) earnings from continuing operations |
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| Depreciation and amortization |
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| Stock compensation expense |
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| Pension funding, net of expense |
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| Asset impairment charges |
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| Deferred income taxes |
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| Changes in certain current assets and current liabilities |
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| Extended warranty contracts and other deferred revenue |
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| Income taxes |
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| Other, net |
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| Net cash provided by operating activities of continuing operations |
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| Net cash used for operating activities of discontinued operations |
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| Net cash provided by operating activities |
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| Cash flows from investing activities | |||||||||||
| Capital expenditures |
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| Purchases of marketable securities |
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| Sales or maturities of marketable securities |
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| Investments |
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| Acquisition of businesses, net of cash acquired |
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| Proceeds from the sale of property, plant and equipment |
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| Other, net |
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| Net cash used for investing activities |
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| Cash flows from financing activities | |||||||||||
| Net proceeds from issuances of short-term debt |
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| Payments of short-term debt |
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| Net proceeds from issuances of long-term debt |
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| Payments of long-term debt including current maturities |
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| Common stock repurchases |
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| Cash dividends paid |
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| Tax withholding associated with shares issued for share-based compensation |
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| Other, net |
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| Net cash used for financing activities |
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| Effect of exchange rate changes |
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| Net increase (decrease) in Cash and cash equivalents and Restricted cash |
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| Cash and cash equivalents and Restricted cash at beginning of period |
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| Cash and cash equivalents and Restricted cash at end of period |
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| Less: Restricted cash |
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| Cash and cash equivalents at the end of period | $ |
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$ |
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The Notes to Condensed Consolidated Financial Statements are an integral part of these condensed consolidated statements.
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6
Brunswick Corporation
Condensed Consolidated Statements of Shareholders' Equity
(Unaudited)
| (in millions, except per share data) | Common Stock | Additional Paid-in Capital | Retained Earnings | Treasury Stock | Accumulated other comprehensive loss, net of tax | Total | |||||||||||||||||||||||||||||
| Balance at December 31, 2024 | $ |
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| Net earnings |
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| Other comprehensive income |
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Dividends (
$
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| Compensation plans and other |
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| Common stock repurchases |
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| Balance at March 29, 2025 |
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| Net earnings |
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| Other comprehensive income |
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Dividends ($0.43 per common share)
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| Compensation plans and other |
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| Common stock repurchases |
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| Balance at June 28, 2025 |
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| Net loss |
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| Other comprehensive income |
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Dividends ($0.43 per common share)
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| Common stock repurchases |
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| Balance at September 27, 2025 | $ |
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| (in millions, except per share data) | Common Stock | Additional Paid-in Capital | Retained Earnings | Treasury Stock | Accumulated other comprehensive loss, net of tax | Total | |||||||||||||||||||||||||||||
| Balance at December 31, 2023 | $ |
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$ |
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| Other comprehensive loss |
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Dividends ($
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| Common stock repurchases |
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| Balance at March 30, 2024 |
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| Net earnings |
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| Other comprehensive loss |
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Dividends ($0.42 per common share)
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| Common stock repurchases |
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| Balance at June 29, 2024 |
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| Net earnings |
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| Other comprehensive loss |
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Dividends ($0.42 per common share)
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| Compensation plans and other |
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| Common stock repurchases |
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| Balance at September 28, 2024 | $ |
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$ |
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The Notes to Condensed Consolidated Financial Statements are an integral part of these condensed consolidated statements.
7
BRUNSWICK CORPORATION
Notes to Condensed Consolidated Financial Statements
(unaudited)
Note 1 – Significant Accounting Policies
Interim Financial Statements
Brunswick's unaudited interim condensed consolidated financial statements have been prepared pursuant to SEC rules and regulations. Therefore, certain information and disclosures normally included in financial statements and related notes prepared in accordance with accounting principles generally accepted in the United States of America (GAAP) have been condensed or omitted.
These financial statements should be read in conjunction with, and have been prepared in conformity with, the accounting principles reflected in the consolidated financial statements and related notes included in Brunswick's Annual Report on Form 10-K for the year ended December 31, 2024 (the 2024 Form 10-K). These results include, in management's opinion, all normal and recurring adjustments necessary to present fairly Brunswick's financial position, results of operations, and cash flows. Due to the seasonality of Brunswick's businesses, the interim results are not necessarily indicative of the results that may be expected for the remainder of the year.
The Company maintains its financial records on the basis of a fiscal year ending on December 31, with the fiscal quarters spanning approximately thirteen weeks. The first quarter ends on the Saturday closest to the end of the first thirteen-week period. The second and third quarters are thirteen weeks in duration and the fourth quarter is the remainder of the year. The third quarter of fiscal year 2025 ended on September 27, 2025 and the third quarter of fiscal year 2024 ended on September 28, 2024.
Recently Issued Accounting Standards
Income Statement
: In November 2024, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2024-03,
Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40)
. This guidance requires disclosures about significant expense categories, including, but not limited to, inventory purchases, employee compensation, depreciation, amortization, and selling expenses. ASU 2024-03 is effective for financial statements for annual periods beginning after December 15, 2026. We are currently evaluating the impact of adopting this guidance on the consolidated financial statements.
8
BRUNSWICK CORPORATION
Notes to Condensed Consolidated Financial Statements
(unaudited)
Note 2 –
Revenue Recognition
The following tables present the Company's revenue in categories that depict how the nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factors:
| Three Months Ended | |||||||||||||||||||||||||||||
| September 27, 2025 | |||||||||||||||||||||||||||||
| (in millions) | Propulsion | Engine P&A | Navico Group | Boat | Total | ||||||||||||||||||||||||
| Geographic Markets | |||||||||||||||||||||||||||||
| United States | $ |
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$ |
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$ |
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$ |
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$ |
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| Europe |
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| Asia-Pacific |
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| Canada |
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| Rest-of-World |
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| Segment Eliminations |
(
|
(
|
(
|
(
|
(
|
||||||||||||||||||||||||
| Total | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||||||
| Three Months Ended | |||||||||||||||||||||||||||||
| September 28, 2024 | |||||||||||||||||||||||||||||
| (in millions) | Propulsion | Engine P&A | Navico Group | Boat | Total | ||||||||||||||||||||||||
| Geographic Markets | |||||||||||||||||||||||||||||
| United States | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||||||
| Europe |
|
|
|
|
|
||||||||||||||||||||||||
| Asia-Pacific |
|
|
|
|
|
||||||||||||||||||||||||
| Canada |
|
|
|
|
|
||||||||||||||||||||||||
| Rest-of-World |
|
|
|
|
|
||||||||||||||||||||||||
| Segment Eliminations |
(
|
(
|
(
|
|
(
|
||||||||||||||||||||||||
| Total | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||||||
| Nine Months Ended | |||||||||||||||||||||||||||||
| September 27, 2025 | |||||||||||||||||||||||||||||
| (in millions) | Propulsion | Engine P&A | Navico Group | Boat | Total | ||||||||||||||||||||||||
| Geographic Markets | |||||||||||||||||||||||||||||
| United States | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||||||
| Europe |
|
|
|
|
|
||||||||||||||||||||||||
| Asia-Pacific |
|
|
|
|
|
||||||||||||||||||||||||
| Canada |
|
|
|
|
|
||||||||||||||||||||||||
| Rest-of-World |
|
|
|
|
|
||||||||||||||||||||||||
| Segment Eliminations |
(
|
(
|
(
|
(
|
(
|
||||||||||||||||||||||||
| Total | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||||||
| Nine Months Ended | |||||||||||||||||||||||||||||
| September 28, 2024 | |||||||||||||||||||||||||||||
| (in millions) | Propulsion | Engine P&A | Navico Group | Boat | Total | ||||||||||||||||||||||||
| Geographic Markets | |||||||||||||||||||||||||||||
| United States | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||||||
| Europe |
|
|
|
|
|
||||||||||||||||||||||||
| Asia-Pacific |
|
|
|
|
|
||||||||||||||||||||||||
| Canada |
|
|
|
|
|
||||||||||||||||||||||||
| Rest-of-World |
|
|
|
|
|
||||||||||||||||||||||||
| Segment Eliminations |
(
|
(
|
(
|
|
(
|
||||||||||||||||||||||||
| Total | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||||||
9
BRUNSWICK CORPORATION
Notes to Condensed Consolidated Financial Statements
(unaudited)
| Three Months Ended | |||||||||||||||||||||||||||||
| September 27, 2025 | |||||||||||||||||||||||||||||
| (in millions) | Propulsion | Engine P&A | Navico Group | Boat | Total | ||||||||||||||||||||||||
| Major Product Lines | |||||||||||||||||||||||||||||
| Outboard Engines | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||||||
| Controls, Rigging, and Propellers |
|
|
|
|
|
||||||||||||||||||||||||
| Sterndrive Engines |
|
|
|
|
|
||||||||||||||||||||||||
| Distribution |
|
|
|
|
|
||||||||||||||||||||||||
| Products |
|
|
|
|
|
||||||||||||||||||||||||
| Electronic Solutions |
|
|
|
|
|
||||||||||||||||||||||||
| Power Solutions |
|
|
|
|
|
||||||||||||||||||||||||
| Performance Solutions |
|
|
|
|
|
||||||||||||||||||||||||
| Aluminum Freshwater Boats |
|
|
|
|
|
||||||||||||||||||||||||
| Recreational Fiberglass Boats |
|
|
|
|
|
||||||||||||||||||||||||
| Saltwater Fishing Boats |
|
|
|
|
|
||||||||||||||||||||||||
| Business Acceleration |
|
|
|
|
|
||||||||||||||||||||||||
| Boat Eliminations/Other |
|
|
|
(
|
(
|
||||||||||||||||||||||||
| Segment Eliminations |
(
|
(
|
(
|
(
|
(
|
||||||||||||||||||||||||
| Total | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||||||
| Three Months Ended | |||||||||||||||||||||||||||||
| September 28, 2024 | |||||||||||||||||||||||||||||
| (in millions) | Propulsion | Engine P&A | Navico Group | Boat | Total | ||||||||||||||||||||||||
| Major Product Lines | |||||||||||||||||||||||||||||
| Outboard Engines | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||||||
| Controls, Rigging, and Propellers |
|
|
|
|
|
||||||||||||||||||||||||
| Sterndrive Engines |
|
|
|
|
|
||||||||||||||||||||||||
| Distribution |
|
|
|
|
|
||||||||||||||||||||||||
| Products |
|
|
|
|
|
||||||||||||||||||||||||
| Electronic Solutions |
|
|
|
|
|
||||||||||||||||||||||||
| Power Solutions |
|
|
|
|
|
||||||||||||||||||||||||
| Performance Solutions |
|
|
|
|
|
||||||||||||||||||||||||
| Aluminum Freshwater Boats |
|
|
|
|
|
||||||||||||||||||||||||
| Recreational Fiberglass Boats |
|
|
|
|
|
||||||||||||||||||||||||
| Saltwater Fishing Boats |
|
|
|
|
|
||||||||||||||||||||||||
| Business Acceleration |
|
|
|
|
|
||||||||||||||||||||||||
| Boat Eliminations/Other |
|
|
|
(
|
(
|
||||||||||||||||||||||||
| Segment Eliminations |
(
|
(
|
(
|
|
(
|
||||||||||||||||||||||||
| Total | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||||||
10
BRUNSWICK CORPORATION
Notes to Condensed Consolidated Financial Statements
(unaudited)
| Nine Months Ended | |||||||||||||||||||||||||||||
| September 27, 2025 | |||||||||||||||||||||||||||||
| (in millions) | Propulsion | Engine P&A | Navico Group | Boat | Total | ||||||||||||||||||||||||
| Major Product Lines | |||||||||||||||||||||||||||||
| Outboard Engines | $ |
|
|
|
$ |
|
$ |
|
|||||||||||||||||||||
| Controls, Rigging, and Propellers |
|
|
|
|
|
||||||||||||||||||||||||
| Sterndrive Engines |
|
|
|
|
|
||||||||||||||||||||||||
| Distribution |
|
|
|
|
|
||||||||||||||||||||||||
| Products |
|
|
|
|
|
||||||||||||||||||||||||
| Electronic Solutions |
|
|
|
|
|
||||||||||||||||||||||||
| Power Solutions |
|
|
|
|
|
||||||||||||||||||||||||
| Performance Solutions |
|
|
|
|
|
||||||||||||||||||||||||
| Aluminum Freshwater Boats |
|
|
|
|
|
||||||||||||||||||||||||
| Recreational Fiberglass Boats |
|
|
|
|
|
||||||||||||||||||||||||
| Saltwater Fishing Boats |
|
|
|
|
|
||||||||||||||||||||||||
| Business Acceleration |
|
|
|
|
|
||||||||||||||||||||||||
| Boat Eliminations/Other |
|
|
|
(
|
(
|
||||||||||||||||||||||||
| Segment Eliminations |
(
|
(
|
(
|
(
|
(
|
||||||||||||||||||||||||
| Total | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||||||
| Nine Months Ended | |||||||||||||||||||||||||||||
| September 28, 2024 | |||||||||||||||||||||||||||||
| (in millions) | Propulsion | Engine P&A | Navico Group | Boat | Total | ||||||||||||||||||||||||
| Major Product Lines | |||||||||||||||||||||||||||||
| Outboard Engines | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||||||
| Controls, Rigging, and Propellers |
|
|
|
|
|
||||||||||||||||||||||||
| Sterndrive Engines |
|
|
|
|
|
||||||||||||||||||||||||
| Distribution |
|
|
|
|
|
||||||||||||||||||||||||
| Products |
|
|
|
|
|
||||||||||||||||||||||||
| Electronic Solutions |
|
|
|
|
|
||||||||||||||||||||||||
| Power Solutions |
|
|
|
|
|
||||||||||||||||||||||||
| Performance Solutions |
|
|
|
|
|
||||||||||||||||||||||||
| Aluminum Freshwater Boats |
|
|
|
|
|
||||||||||||||||||||||||
| Recreational Fiberglass Boats |
|
|
|
|
|
||||||||||||||||||||||||
| Saltwater Fishing Boats |
|
|
|
|
|
||||||||||||||||||||||||
| Business Acceleration |
|
|
|
|
|
||||||||||||||||||||||||
| Boat Eliminations/Other |
|
|
|
(
|
(
|
||||||||||||||||||||||||
| Segment Eliminations |
(
|
(
|
(
|
|
(
|
||||||||||||||||||||||||
| Total | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||||||
During the third quarter of 2025, the Company changed the presentation of major product lines for the Navico Group segment to disaggregate the previous Navico Group product line into Electronic Solutions, Power Solutions, and Performance Solutions to conform to Navico Group's new organizational structure. Prior period amounts have been reclassified to conform to the current period presentation.
As of
December 31, 2024,
$
191.2
million
of contract liabilities associated with extended warranties, deferred revenue and customer deposits were reported in
Accrued expenses and Other long-term liabilities, of which $
51.7
million were recognized as revenue during the nine months ended September 27, 2025. As of September 27, 2025, total contract liabilities were $
199.4
million. The total amount of the transaction price allocated to unsatisfied performance obligations as of September 27, 2025 was $
197.5
million for contracts greater than one year, which primarily relates to extended warranties. The Company expects to recognize $
20.4
million of this amount in 2025, $
60.8
million in 2026, and $
116.3
million thereafter.
11
BRUNSWICK CORPORATION
Notes to Condensed Consolidated Financial Statements
(unaudited)
Note 3 –
Restructuring, Exit, and Impairment Activities
During the three and nine months ended September 27, 2025 and September 28, 2024, the Company recorded restructuring charges related to headcount reductions and related costs associated with streamlining the enterprise-wide cost structure and improving operating efficiencies. The Company also incurred charges related to the rationalization of its manufacturing footprint, including the decision in the third quarter of 2025 to rationalize our fiberglass boat manufacturing footprint and exit our facilities in Reynosa, Mexico and Flagler Beach, Florida and consolidate production from those facilities into existing U.S. facilities.
The following table is a summary of these expenses for the three months ended September 27, 2025:
| (in millions) | Propulsion | Engine P&A | Navico Group | Boat | Corporate | Total | |||||||||||||||||||||||||||||
| Restructuring, exit, and impairment activities: | |||||||||||||||||||||||||||||||||||
|
Employee termination and other benefits
(A)
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||||||||||
|
Asset-related
(B)
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||
| Professional fees |
|
|
|
|
|
|
|||||||||||||||||||||||||||||
| Total restructuring, exit, and impairment charges | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||||||||||
|
Total cash payments for restructuring, exit and impairment charges
(C)
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||||||||||
|
Accrued charges at end of the period
(D)
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||||||||||
(A) Includes $0.9 million of benefit associated with pension plan adjustments included within Other expense, net in the Condensed Consolidated Statements of Comprehensive Income during the three months ended September 27, 2025.
(B) Includes impairment charges of $
322.8
million associated with an impairment of the Navico Group reporting unit's goodwill and trade names during the three months ended September 27, 2025.
(C) Cash payments for the three months ended September 27, 2025 may include payments related to prior period charges.
(D) Restructuring, exit, and impairment charges accrued as of September 27, 2025 are expected to be paid in the next twelve months.
The following table is a summary of these expenses for the three months ended September 28, 2024:
| (in millions) | Propulsion | Engine P&A | Navico Group | Boat | Corporate | Total | |||||||||||||||||||||||||||||
| Restructuring, exit, and impairment activities: | |||||||||||||||||||||||||||||||||||
| Employee termination and other benefits | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||||||||||
| Asset-related |
|
|
|
|
|
|
|||||||||||||||||||||||||||||
| Total restructuring, exit, and impairment charges | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||||||||||
|
Total cash payments for restructuring, exit and impairment charges
(A)
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||||||||||
| Accrued charges at end of the period | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||||||||||
(A) Cash payments for the three months ended September 28, 2024 may include payments related to prior period charges.
12
BRUNSWICK CORPORATION
Notes to Condensed Consolidated Financial Statements
(unaudited)
The following table is a summary of these expenses for the nine months ended September 27, 2025:
| (in millions) | Propulsion | Engine P&A | Navico Group | Boat | Corporate | Total | |||||||||||||||||||||||||||||
| Restructuring, exit, and impairment activities: | |||||||||||||||||||||||||||||||||||
|
Employee termination and other benefits
(A)
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||||||||||
|
Asset-related
(B)
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||
| Professional fees |
|
|
|
|
|
|
|||||||||||||||||||||||||||||
| Total restructuring, exit, and impairment charges | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||||||||||
|
Total cash payments for restructuring, exit, and impairment charges
(C)
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||||||||||
|
Accrued charges at end of the period
(D)
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||||||||||
(A) Includes $0.9 million of benefit associated with pension plan adjustments included within Other expense, net in the Condensed Consolidated Statements of Comprehensive Income during the nine months ended September 27, 2025.
(B) Includes impairment charges of $
322.8
million associated with an impairment of the Navico Group reporting unit's goodwill and trade names during the nine months ended September 27, 2025.
(C) Cash payments for the nine months ended September 27, 2025 may include payments related to prior period charges.
(D) Restructuring, exit, and impairment charges accrued as of September 27, 2025 are expected to be paid in the next twelve months.
The following table is a summary of these expenses for the nine months ended September 28, 2024:
| (in millions) | Propulsion | Engine P&A | Navico Group | Boat | Corporate | Total | |||||||||||||||||||||||||||||
| Restructuring, exit, and impairment activities: | |||||||||||||||||||||||||||||||||||
| Employee termination and other benefits | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||||||||||
| Asset-related |
|
|
|
|
|
|
|||||||||||||||||||||||||||||
| Total restructuring, exit, and impairment charges | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||||||||||
|
Total cash payments for restructuring, exit, and impairment charges
(A)
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||||||||||
| Accrued charges at end of the period | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||||||||||
(A) Cash payments for the nine months ended September 28, 2024 may include payments related to prior period charges.
Note 4 –
Acquisitions
2024 Acquisition
On September 12, 2024, the Company acquired additional Freedom Boat Club franchise operations and territories in Southeast Florida. The acquisition enhances Freedom Boat Club's presence in Florida and provides an opportunity to leverage synergies across Brunswick's portfolio of brands. The acquisition is included as part of the Company's Boat segment.
The Company paid net cash consideration of $
31.3
million for the acquisition. The opening balance sheet includes $
26.9
million of goodwill and $
5.2
million of customer relationships. The amount assigned to customer relationships will be amortized over the estimated useful life of 10 years. Transaction costs associated with the acquisition were not material to the Company's consolidated results of operations. The acquisition is not material to the Company's net sales, results of operations, or total assets during any period presented. Accordingly, the Company's consolidated results of operations do not differ materially from historical performance as a result of the acquisition, and pro forma results for prior periods are not presented. Purchase accounting is final for this acquisition.
Note 5 –
Financial Instruments
The Company operates globally with manufacturing and sales facilities around the world. Due to the Company’s global operations, the Company engages in activities involving both financial and market risks. The Company utilizes normal operating and financing activities, along with derivative financial instruments, to minimize these risks. See Note 12 in the Notes to Consolidated Financial Statements in the 2024 Form 10-K for further details regarding the Company's financial instruments and hedging policies.
13
BRUNSWICK CORPORATION
Notes to Condensed Consolidated Financial Statements
(unaudited)
The Company regularly enters into cross-currency swaps to hedge Euro and Yuan currency exposures of the net investment in certain foreign subsidiaries. During the first half of 2025, the Company entered into $
500.0
million of cross-currency swap contracts and settled $
400.0
million of cross-currency swap contracts previously entered into, resulting in a deferred gain of $
4.9
million within Accumulated other comprehensive loss, net of tax.
The following table summarizes the notional values of the Company's derivative instruments as of September 27, 2025, December 31, 2024, and September 28, 2024:
| (in millions) | Notional Value | |||||||||||||||||||
| Instruments | September 27, 2025 | December 31, 2024 | September 28, 2024 | |||||||||||||||||
| Cross-currency swaps | $ |
|
$ |
|
$ |
|
||||||||||||||
|
Commodity contracts
(A)(B)
|
|
|
|
|||||||||||||||||
|
Foreign exchange contracts
(B)(C)
|
|
|
|
|||||||||||||||||
(A) Commodity contracts outstanding as of September 27, 2025
mature through 2027.
(B) The amount of gain or loss that is expected to be reclassified from Accumulated other comprehensive loss to earnings in the next twelve months is immaterial.
(C) Forward contracts outstanding as of September 27, 2025 mature through 2027 and mainly relate to the Euro, Australian dollar, Mexican peso, and Norwegian krone.
As of September 27, 2025, December 31, 2024, and September 28, 2024, the fair values of the Company’s derivative instruments were:
| (in millions) | Fair Value | |||||||||||||||||||
| Asset Derivatives | September 27, 2025 | December 31, 2024 | September 28, 2024 | |||||||||||||||||
| Derivatives Designated as Cash Flow Hedges | ||||||||||||||||||||
| Foreign exchange contracts | $ |
|
$ |
|
$ |
|
||||||||||||||
| Commodity contracts |
|
|
|
|||||||||||||||||
| Total | $ |
|
$ |
|
$ |
|
||||||||||||||
| Derivatives Designated as Net Investment Hedges | ||||||||||||||||||||
| Cross-currency swaps | $ |
|
$ |
|
$ |
|
||||||||||||||
| Other Hedging Activity | ||||||||||||||||||||
| Foreign exchange contracts | $ |
|
$ |
|
$ |
|
||||||||||||||
| Liability Derivatives | ||||||||||||||||||||
| Derivatives Designated as Cash Flow Hedges | ||||||||||||||||||||
| Foreign exchange contracts | $ |
|
$ |
|
$ |
|
||||||||||||||
| Commodity contracts |
|
|
|
|||||||||||||||||
| Total | $ |
|
$ |
|
$ |
|
||||||||||||||
| Derivatives Designated as Net Investment Hedges | ||||||||||||||||||||
| Cross-currency swaps | $ |
|
$ |
|
$ |
|
||||||||||||||
| Other Hedging Activity | ||||||||||||||||||||
| Foreign exchange contracts | $ |
|
$ |
|
$ |
|
||||||||||||||
As of September 27, 2025, December 31, 2024, and September 28, 2024, asset derivatives are included within Prepaid expenses and other and Other long-term assets, and liability derivatives are included within Accrued expenses and Other long-term liabilities in the Condensed Consolidated Balance Sheets.
14
BRUNSWICK CORPORATION
Notes to Condensed Consolidated Financial Statements
(unaudited)
The effect of derivative instruments on the Condensed Consolidated Statements of Comprehensive Income for the three and nine months ended September 27, 2025 and September 28, 2024 is shown in the tables below.
The amount of gain (loss) on derivatives recognized in
Accumulated other comprehensive loss
was as follows:
| (in millions) | Three Months Ended | Nine Months Ended | ||||||||||||||||||||||||
| Derivatives Designated as Cash Flow Hedging Instruments | September 27, 2025 | September 28, 2024 | September 27, 2025 | September 28, 2024 | ||||||||||||||||||||||
| Foreign exchange contracts | $ |
|
$ |
(
|
$ |
(
|
$ |
(
|
||||||||||||||||||
| Commodity contracts |
|
|
|
|
||||||||||||||||||||||
| Total | $ |
|
$ |
(
|
$ |
(
|
$ |
(
|
||||||||||||||||||
| Derivatives Designated as Net Investment Hedging Instruments | ||||||||||||||||||||||||||
| Cross-currency swaps | $ |
|
$ |
(
|
$ |
(
|
$ |
(
|
||||||||||||||||||
The amount of gain (loss) reclassified from
Accumulated other comprehensive loss
into earnings was as follows:
| (in millions) | Three Months Ended | Nine Months Ended | ||||||||||||||||||||||||||||||
| Derivatives Designated as Cash Flow Hedging Instruments | Location of Gain (Loss) | September 27, 2025 | September 28, 2024 | September 27, 2025 | September 28, 2024 | |||||||||||||||||||||||||||
| Interest-rate contracts | Interest expense | $ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||||||||||
| Foreign exchange contracts | Cost of sales |
(
|
(
|
|
|
|||||||||||||||||||||||||||
| Commodity contracts | Cost of sales |
|
(
|
|
(
|
|||||||||||||||||||||||||||
| Total | $ |
(
|
$ |
(
|
$ |
|
$ |
|
||||||||||||||||||||||||
The amount of gain (loss) on derivatives recognized directly into earnings was as follows:
| (in millions) | Three Months Ended | Nine Months Ended | ||||||||||||||||||||||||||||||
| Other Hedging Activity | Location of Gain (Loss) | September 27, 2025 | September 28, 2024 | September 27, 2025 | September 28, 2024 | |||||||||||||||||||||||||||
| Foreign exchange contracts | Cost of sales | $ |
(
|
$ |
(
|
$ |
(
|
$ |
|
|||||||||||||||||||||||
| Foreign exchange contracts | Other expense, net |
|
(
|
|
(
|
|||||||||||||||||||||||||||
| Total | $ |
(
|
$ |
(
|
$ |
(
|
$ |
(
|
||||||||||||||||||||||||
Note 6 –
Fair Value Measurements
The following table summarizes the Company's financial assets and liabilities measured at fair value on a recurring basis:
| Fair Value | ||||||||||||||||||||||||||
| (in millions) | Fair Value Level | September 27, 2025 | December 31, 2024 | September 28, 2024 | ||||||||||||||||||||||
| Cash equivalents | 1 | $ |
|
$ |
|
$ |
|
|||||||||||||||||||
| Short-term investments in marketable securities | 1 |
|
|
|
||||||||||||||||||||||
| Restricted cash | 1 |
|
|
|
||||||||||||||||||||||
| Derivative assets | 2 |
|
|
|
||||||||||||||||||||||
| Derivative liabilities | 2 |
|
|
|
||||||||||||||||||||||
| Deferred compensation | 1 |
|
|
|
||||||||||||||||||||||
| Deferred compensation | 2 |
|
|
|
||||||||||||||||||||||
| Liabilities measured at net asset value |
|
|
|
|||||||||||||||||||||||
15
BRUNSWICK CORPORATION
Notes to Condensed Consolidated Financial Statements
(unaudited)
Fair Value of Other Financial Instruments.
The carrying values of the Company's short-term financial instruments, including cash and cash equivalents and accounts and notes receivable, approximate their fair values because of the short maturity of these instruments. The fair value of the Company's long-term debt, including current maturities, and short-term debt is determined using Level 1 and Level 2 inputs described in Note 6 to Notes to Consolidated Financial Statements in the 2024 Form 10-K. The fair value and carrying value of long-term debt, including current maturities, and short term debt as of September 27, 2025, December 31, 2024, and September 28, 2024 was as follows:
| (in millions) | September 27, 2025 | December 31, 2024 | September 28, 2024 | |||||||||||||||||
| Carrying Value | $ |
|
$ |
|
$ |
|
||||||||||||||
| Fair Value | $ |
|
$ |
|
$ |
|
||||||||||||||
Note 7 –
Commitments and Contingencies
Product Warranties
The following activity related to product warranty liabilities was recorded in Accrued expenses during the nine months ended September 27, 2025 and September 28, 2024:
| (in millions) | September 27, 2025 | September 28, 2024 | |||||||||
| Balance at beginning of period | $ |
|
$ |
|
|||||||
| Payments |
(
|
(
|
|||||||||
| Provisions/additions for contracts issued/sold |
|
|
|||||||||
| Aggregate changes for preexisting warranties |
(
|
|
|||||||||
| Foreign currency translation |
|
|
|||||||||
| Other |
(
|
(
|
|||||||||
| Balance at end of period | $ |
|
$ |
|
|||||||
Extended Product Warranties
The following activity related to deferred revenue for extended product warranty contracts was recorded in Accrued expenses and Other long-term liabilities during the nine months ended September 27, 2025 and September 28, 2024:
| (in millions) | September 27, 2025 | September 28, 2024 | |||||||||
| Balance at beginning of period | $ |
|
$ |
|
|||||||
| Extended warranty contracts sold |
|
|
|||||||||
| Revenue recognized on existing extended warranty contracts |
(
|
(
|
|||||||||
| Foreign currency translation |
|
(
|
|||||||||
| Other |
(
|
(
|
|||||||||
| Balance at end of period | $ |
|
$ |
|
|||||||
16
BRUNSWICK CORPORATION
Notes to Condensed Consolidated Financial Statements
(unaudited)
Note 8 –
Goodwill and Other Intangibles
Changes in the Company's goodwill during the nine months ended September 27, 2025 and September 28, 2024, by segment, are summarized below:
| (in millions) | Propulsion | Engine P&A | Navico Group | Boat | Total | ||||||||||||||||||||||||
| December 31, 2024 | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||||||
| Impairments |
|
|
(
|
|
(
|
||||||||||||||||||||||||
| Adjustments |
|
|
|
|
|
||||||||||||||||||||||||
| September 27, 2025 | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||||||
| December 31, 2023 | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||||||
| Acquisitions |
|
|
|
|
|
||||||||||||||||||||||||
| Adjustments |
(
|
|
|
(
|
|
||||||||||||||||||||||||
| September 28, 2024 | $ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||||||
Adjustments in both periods include the effect of foreign currency translation on goodwill denominated in currencies other than the U.S. dollar. Adjustments during the nine months ended September 28, 2024 also include $
1.6
million of purchase accounting adjustments related to the 2023 Fliteboard and Freedom Boat Club acquisitions.
The Company's intangible assets, included within Other intangibles, net on the Condensed Consolidated Balance Sheets as of September 27, 2025, December 31, 2024, and September 28, 2024, are summarized by intangible asset type below:
| September 27, 2025 | December 31, 2024 | September 28, 2024 | |||||||||||||||||||||||||||||||||
| (in millions) | Gross Amount | Accumulated Amortization | Gross Amount | Accumulated Amortization | Gross Amount | Accumulated Amortization | |||||||||||||||||||||||||||||
| Intangible assets: | |||||||||||||||||||||||||||||||||||
| Customer relationships | $ |
|
$ |
(
|
$ |
|
$ |
(
|
$ |
|
$ |
(
|
|||||||||||||||||||||||
| Trade names |
|
|
|
|
|
|
|||||||||||||||||||||||||||||
| Developed technology |
|
(
|
|
(
|
|
(
|
|||||||||||||||||||||||||||||
| Other |
|
(
|
|
(
|
|
(
|
|||||||||||||||||||||||||||||
| Total | $ |
|
$ |
(
|
$ |
|
$ |
(
|
$ |
|
$ |
(
|
|||||||||||||||||||||||
The Company tests its intangible assets for impairment during the fourth quarter of each year, or whenever a change in events and circumstances (triggering event) occurs that indicates the fair value of intangible assets may be below their carrying values. With the 2025 marine selling season substantially complete, and a new organizational structure in place for Navico Group during the third quarter of 2025, the Company performed a third quarter impairment assessment of the legacy Navico trade name and determined the carrying value exceeded its fair value. The Company recorded a total impairment charge of $
17.0
million during the three months ended
17
BRUNSWICK CORPORATION
Notes to Condensed Consolidated Financial Statements
(unaudited)
September 27, 2025, related to various Navico Group trade names, which is included as a component of Restructuring, exit and impairment charges on the Condensed Consolidated Statement of Comprehensive Income. The Company did not record any impairment charges on its intangible assets during the nine months ended September 28, 2024
.
Other intangible assets primarily consist of software, patents, and franchise agreements. Gross amounts and related accumulated amortization amounts include adjustments related to the impact of foreign currency translation. Aggregate amortization expense for intangibles was $
19.7
million and $
59.0
million for the three and nine months ended September 27, 2025, respectively. Aggregate amortization expense for intangibles was $
18.2
million and $
54.0
million for the three and nine months ended September 28, 2024, respectively.
Note 9 –
Segment Information
Information about the operations of Brunswick's reportable and geographic segments is set forth below:
| Three Months Ended September 27, 2025 | |||||||||||||||||||||||||||||||||||
| (in millions) | Propulsion | Engine P&A | Navico Group | Boat | Corporate/Other | Total | |||||||||||||||||||||||||||||
|
Net sales
(A)
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||||||||||
|
Cost of sales
(B)
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||
|
Operating expenses
(C)
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||
| Operating earnings | $ |
|
$ |
|
$ |
(
|
$ |
(
|
$ |
(
|
$ |
(
|
|||||||||||||||||||||||
(A) Net sales include $
63.4
million, $
1.8
million, $
20.6
million, and $
0.2
million of segment eliminations for the Propulsion, Engine P&A, Navico Group and Boat reportable segments, respectively.
(B) Includes $
8.6
million of Cost of sales related Restructuring, exit, and impairment charges.
(C) Includes $
215.8
million of Selling, general, and administrative expense, $
43.4
million of Research and development expense and $
325.2
million of Restructuring, exit, and impairment charges.
| Three Months Ended September 28, 2024 | |||||||||||||||||||||||||||||||||||
| (in millions) | Propulsion | Engine P&A | Navico Group | Boat | Corporate/Other | Total | |||||||||||||||||||||||||||||
|
Net sales
(A)
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||||||||||
|
Cost of sales
(B)
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||
|
Operating expenses
(C)
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||
| Operating earnings | $ |
|
$ |
|
$ |
(
|
$ |
(
|
$ |
(
|
$ |
|
|||||||||||||||||||||||
(A) Net sales include $
58.8
million, $
1.4
million, and $
17.9
million of segment eliminations for the Propulsion, Engine P&A, and Navico Group reportable segments, respectively.
(B) Includes $
4.8
million of Cost of sales related Restructuring, exit, and impairment charges.
(C) Includes $
180.7
million of Selling, general, and administrative expense, $
41.7
million of Research and development expense and $
7.4
million of Restructuring, exit, and impairment charges.
| Nine Months Ended September 27, 2025 | |||||||||||||||||||||||||||||||||||
| (in millions) | Propulsion | Engine P&A | Navico Group | Boat | Corporate/Other | Total | |||||||||||||||||||||||||||||
|
Net sales
(A)
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||||||||||
|
Cost of sales
(B)
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||
|
Operating expenses
(C)
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||
| Operating earnings | $ |
|
$ |
|
$ |
(
|
$ |
|
$ |
(
|
$ |
(
|
|||||||||||||||||||||||
(A) Net sales include $
209.9
million, $
6.1
million, $
66.9
million, and $
0.8
million of segment eliminations for the Propulsion, Engine P&A, Navico Group, and Boat reportable segments, respectively.
(B) Includes $
11.4
million of Cost of sales related Restructuring, exit, and impairment charges.
(C) Includes $
640.4
million of Selling, general, and administrative expense, $
123.7
million of Research and development expense and $
331.5
million of Restructuring, exit, and impairment charges.
18
BRUNSWICK CORPORATION
Notes to Condensed Consolidated Financial Statements
(unaudited)
| Nine Months Ended September 28, 2024 | |||||||||||||||||||||||||||||||||||
| (in millions) | Propulsion | Engine P&A | Navico Group | Boat | Corporate/Other | Total | |||||||||||||||||||||||||||||
|
Net sales
(A)
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||||||||||
|
Cost of sales
(B)
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||
|
Operating expenses
(C)
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||
| Operating earnings | $ |
|
$ |
|
$ |
(
|
$ |
|
$ |
(
|
$ |
|
|||||||||||||||||||||||
(A) Net sales include $
212.7
million, $
5.1
million, and $
67.0
million of segment eliminations for the Propulsion, Engine P&A, and Navico Group reportable segments, respectively.
(B) Includes $
14.7
million of Cost of sales related Restructuring, exit, and impairment charges.
(C) Includes $
566.2
million of Selling, general, and administrative expense, $
130.5
million of Research and development expense and $
18.9
million of Restructuring, exit, and impairment charges.
| Depreciation | |||||||||||||||||||||||
| Three Months Ended | Nine Months Ended | ||||||||||||||||||||||
| (in millions) | September 27, 2025 | September 28, 2024 | September 27, 2025 | September 28, 2024 | |||||||||||||||||||
| Propulsion | $ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||
| Engine P&A |
|
|
|
|
|||||||||||||||||||
| Navico Group |
|
|
|
|
|||||||||||||||||||
| Boat |
|
|
|
|
|||||||||||||||||||
| Corporate/Other |
|
|
|
|
|||||||||||||||||||
| Total | $ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||
| Amortization | |||||||||||||||||||||||
| Three Months Ended | Nine Months Ended | ||||||||||||||||||||||
| (in millions) | September 27, 2025 | September 28, 2024 | September 27, 2025 | September 28, 2024 | |||||||||||||||||||
| Propulsion | $ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||
| Engine P&A |
|
|
|
|
|||||||||||||||||||
| Navico Group |
|
|
|
|
|||||||||||||||||||
| Boat |
|
|
|
|
|||||||||||||||||||
| Corporate/Other |
|
|
|
|
|||||||||||||||||||
| Total | $ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||
| Total Assets | |||||||||||||||||
| (in millions) | September 27, 2025 | December 31, 2024 | September 28, 2024 | ||||||||||||||
| Propulsion | $ |
|
$ |
|
$ |
|
|||||||||||
| Engine P&A |
|
|
|
||||||||||||||
| Navico Group |
|
|
|
||||||||||||||
| Boat |
|
|
|
||||||||||||||
| Corporate/Other |
|
|
|
||||||||||||||
| Total | $ |
|
$ |
|
$ |
|
|||||||||||
| Capital Expenditures | |||||||||||||||||||||||
| Three Months Ended | Nine Months Ended | ||||||||||||||||||||||
| (in millions) | September 27, 2025 | September 28, 2024 | September 27, 2025 | September 28, 2024 | |||||||||||||||||||
| Propulsion | $ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||
| Engine P&A |
|
|
|
|
|||||||||||||||||||
| Navico Group |
|
|
|
|
|||||||||||||||||||
| Boat |
|
|
|
|
|||||||||||||||||||
| Corporate/Other |
|
|
|
|
|||||||||||||||||||
| Total | $ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||
19
BRUNSWICK CORPORATION
Notes to Condensed Consolidated Financial Statements
(unaudited)
| Research & Development Expense | |||||||||||||||||||||||
| Three Months Ended | Nine Months Ended | ||||||||||||||||||||||
| (in millions) | September 27, 2025 | September 28, 2024 | September 27, 2025 | September 28, 2024 | |||||||||||||||||||
| Propulsion | $ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||
| Engine P&A |
|
|
|
|
|||||||||||||||||||
| Navico Group |
|
|
|
|
|||||||||||||||||||
| Boat |
|
|
|
|
|||||||||||||||||||
| Corporate/Other |
|
|
|
|
|||||||||||||||||||
| Total | $ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||
| Net Sales | |||||||||||||||||||||||
| Three Months Ended | Nine Months Ended | ||||||||||||||||||||||
| (in millions) | September 27, 2025 | September 28, 2024 | September 27, 2025 | September 28, 2024 | |||||||||||||||||||
| United States | $ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||
| International |
|
|
|
|
|||||||||||||||||||
| Total | $ |
|
$ |
|
$ |
|
$ |
|
|||||||||||||||
| Net Property | |||||||||||||||||
| (in millions) | September 27, 2025 | December 31, 2024 | September 28, 2024 | ||||||||||||||
| United States | $ |
|
$ |
|
$ |
|
|||||||||||
| International |
|
|
|
||||||||||||||
| Corporate/Other |
|
|
|
||||||||||||||
| Total | $ |
|
$ |
|
$ |
|
|||||||||||
Note 10 – Comprehensive Income
Accumulated other comprehensive loss, net of tax, in the Condensed Consolidated Balance Sheets includes foreign currency cumulative translation adjustments; prior service costs and credits and net actuarial gains and losses for defined benefit plans; and unrealized derivative gains and losses. Changes in the components of Accumulated other comprehensive loss, net of tax, for the three and nine months ended September 27, 2025 and September 28, 2024 are as follows:
| Three Months Ended | Nine Months Ended | ||||||||||||||||||||||
| (in millions) | September 27, 2025 | September 28, 2024 | September 27, 2025 | September 28, 2024 | |||||||||||||||||||
| Net (loss) earnings | $ |
(
|
$ |
|
$ |
(
|
$ |
|
|||||||||||||||
| Other comprehensive income (loss): | |||||||||||||||||||||||
| Foreign currency cumulative translation adjustments |
(
|
|
|
|
|||||||||||||||||||
| Net change in unamortized prior service credits |
(
|
(
|
(
|
(
|
|||||||||||||||||||
| Net change in unamortized actuarial losses |
|
(
|
|
(
|
|||||||||||||||||||
| Net change in unrealized derivative gains (losses) |
|
(
|
(
|
(
|
|||||||||||||||||||
| Total other comprehensive income (loss) |
|
|
|
(
|
|||||||||||||||||||
| Comprehensive (loss) income | $ |
(
|
$ |
|
$ |
(
|
$ |
|
|||||||||||||||
20
BRUNSWICK CORPORATION
Notes to Condensed Consolidated Financial Statements
(unaudited)
The following table presents the changes in Accumulated other comprehensive loss, net of tax, by component for the three months ended September 27, 2025:
| (in millions) | Foreign currency translation | Prior service credits | Net actuarial gains | Unrealized investment gains | Net derivative gains (losses) | Total | |||||||||||||||||||||||||||||
| Beginning balance | $ |
(
|
$ |
(
|
$ |
|
$ |
|
$ |
(
|
$ |
(
|
|||||||||||||||||||||||
|
Other comprehensive income (loss) before reclassifications
(A)
|
(
|
|
|
|
|
|
|||||||||||||||||||||||||||||
|
Amounts reclassified from Accumulated other comprehensive loss, net of tax
(B)(C)
|
|
(
|
|
|
|
|
|||||||||||||||||||||||||||||
| Net other comprehensive income (loss) |
(
|
(
|
|
|
|
|
|||||||||||||||||||||||||||||
| Ending balance | $ |
(
|
$ |
(
|
$ |
|
$ |
|
$ |
(
|
$ |
(
|
|||||||||||||||||||||||
(A) The tax effects for the three months ended September 27, 2025 were $
1.3
million for foreign currency translation and $(
2.0
) million for derivatives.
(B) The tax effects for the three months ended September 27, 2025 were $
0.0
million for derivatives.
(C) The reclassification adjustments from Accumulated other comprehensive loss and associated tax effects related to defined benefit items were not material for the three months ended September 27, 2025. Refer to
Note 5 – Financial Instruments
for the reclassification adjustments from Accumulated other comprehensive loss, net of tax related to derivatives.
The following table presents the changes in Accumulated other comprehensive loss, net of tax, by component for the nine months ended September 27, 2025:
| (in millions) | Foreign currency translation | Prior service credits | Net actuarial gains | Unrealized investment gains | Net derivative gains (losses) | Total | |||||||||||||||||||||||||||||
| Beginning balance | $ |
(
|
$ |
(
|
$ |
|
$ |
|
$ |
|
$ |
(
|
|||||||||||||||||||||||
|
Other comprehensive income (loss) before reclassifications
(A)
|
|
|
|
|
(
|
|
|||||||||||||||||||||||||||||
|
Amounts reclassified from Accumulated other comprehensive loss, net of tax
(B)(C)
|
|
(
|
|
|
(
|
(
|
|||||||||||||||||||||||||||||
| Net other comprehensive income (loss) |
|
(
|
|
|
(
|
|
|||||||||||||||||||||||||||||
| Ending balance | $ |
(
|
$ |
(
|
$ |
|
$ |
|
$ |
(
|
$ |
(
|
|||||||||||||||||||||||
(A) The tax effects for the nine months ended September 27, 2025 were $(
10.5
) million for foreign currency translation and $
12.9
million for derivatives.
(B) The tax effects for the nine months ended September 27, 2025 were $
0.9
million for derivatives.
(C) The reclassification adjustments from Accumulated other comprehensive loss and associated tax effects related to defined benefit items were not material for the nine months ended September 27, 2025. Refer to
Note 5 – Financial Instruments
for the reclassification adjustments from Accumulated other comprehensive loss, net of tax related to derivatives.
The following table presents the changes in Accumulated other comprehensive loss, net of tax, by component for the three months ended September 28, 2024:
| (in millions) | Foreign currency translation | Prior service credits | Net actuarial gains | Unrealized investment gains | Net derivative gains | Total | |||||||||||||||||||||||||||||
| Beginning balance | $ |
(
|
$ |
(
|
$ |
|
$ |
|
$ |
|
$ |
(
|
|||||||||||||||||||||||
|
Other comprehensive loss before reclassifications
(A)
|
|
|
|
|
(
|
|
|||||||||||||||||||||||||||||
|
Amounts reclassified from Accumulated other comprehensive loss, net of tax
(B)(C)
|
|
(
|
(
|
|
|
|
|||||||||||||||||||||||||||||
| Net other comprehensive income (loss) |
|
(
|
(
|
|
(
|
|
|||||||||||||||||||||||||||||
| Ending balance | $ |
(
|
$ |
(
|
$ |
|
$ |
|
$ |
|
$ |
(
|
|||||||||||||||||||||||
(A) The tax effects for the three months ended September 28, 2024 were $(
3.3
) million for foreign currency translation and $
4.2
million for derivatives.
(B) The tax effects for the three months ended September 28, 2024 were $(
0.2
) million for derivatives.
(C) The reclassification adjustments from Accumulated other comprehensive loss and associated tax effects related to defined benefit items were not material for the three months ended
September 28, 2024
. Refer to
Note 5 – Financial Instruments
for the reclassification adjustments from Accumulated other comprehensive loss, net of tax related to derivatives.
21
BRUNSWICK CORPORATION
Notes to Condensed Consolidated Financial Statements
(unaudited)
The following table presents the changes in Accumulated other comprehensive loss, net of tax, by component for the nine months ended September 28, 2024:
| (in millions) | Foreign currency translation | Prior service credits | Net actuarial gains | Unrealized investment gains | Net derivative gains | Total | |||||||||||||||||||||||||||||
| Beginning balance | $ |
(
|
$ |
(
|
$ |
|
$ |
|
$ |
|
$ |
(
|
|||||||||||||||||||||||
|
Other comprehensive (loss) income before reclassifications
(A)
|
|
|
|
|
(
|
|
|||||||||||||||||||||||||||||
|
Amounts reclassified from Accumulated other comprehensive loss, net of tax
(B)(C)
|
|
(
|
(
|
|
(
|
(
|
|||||||||||||||||||||||||||||
| Net other comprehensive (loss) income |
|
(
|
(
|
|
(
|
(
|
|||||||||||||||||||||||||||||
| Ending balance | $ |
(
|
$ |
(
|
$ |
|
$ |
|
$ |
|
$ |
(
|
|||||||||||||||||||||||
(A) The tax effects for the nine months ended September 28, 2024 were $
1.0
million for foreign currency translation and $
1.1
million for derivatives.
(B) The tax effects for the nine months ended September 28, 2024 were $
0.9
million for derivatives.
(C) The reclassification adjustments from Accumulated other comprehensive loss and associated tax effects related to defined benefit items were not material for the nine months ended
September 28, 2024
. Refer to
Note 5 – Financial Instruments
for the reclassification adjustments from Accumulated other comprehensive loss, net of tax related to derivatives.
Note 11 –
Income Taxes
Th
e effective tax rate, which is calculated as the Income tax (benefit) provision as a percentage of (Loss) earnings before income taxes, for the three months ended September 27, 2025 and September 28, 2024 was
12.0
% and
32.3
%, respectively.
Th
e effective tax rate for the three months ended September 27, 2025 was lower than the same period in the prior year, primarily due to lower pretax income and the discrete income tax benefit recorded for the impairment of goodwill and trademark intangible assets related to our Navico Group segment.
The effective tax rate for the nine months ended September 27, 2025 and September 28, 2024 was
5.2
% and
23.8
%, respectively.
Th
e effective tax rate for the nine months ended September 27, 2025 was lower than the same period in the prior year, primarily due to lower pretax income and the discrete income tax benefit recorded for the impairment of goodwill and trademark intangible assets related to our Navico Group segment.
On July 4, 2025, H.R.1, commonly referred to as the One Big Beautiful Bill Act (the Act), was signed into law. The Act includes tax reform provisions affecting business. Key tax-related provisions include an elective deduction for domestic research and development expenses and a reinstatement of elective 100% first-year bonus depreciation. Certain changes adopted in the act will not take effect until 2026, such as the modifications to the international tax framework. We continue to monitor the impact of the Act and to evaluate the different elections that are available with respect to the timing of deductions. The Act did not have a material impact on the Company's financial statements for the three months ended September 27, 2025.
Note 12 –
Debt
The following table provides the changes in the Company's debt for the nine months ended September 27, 2025:
| (in millions) | Short-term debt and current maturities of long-term debt | Long-term debt | Total | |||||||||||||||||
|
Balance as of December 31, 2024
|
$ |
|
$ |
|
$ |
|
||||||||||||||
|
Proceeds from issuances of debt
(A)
|
|
|
|
|||||||||||||||||
|
Repayments of debt
(B)
|
(
|
(
|
(
|
|||||||||||||||||
| Reclassification of long-term debt |
|
(
|
|
|||||||||||||||||
| Other |
|
|
|
|||||||||||||||||
|
Balance as of September 27, 2025
|
$ |
|
$ |
|
$ |
|
||||||||||||||
(A) During 2025, the Company had short-term borrowings and repayments under its unsecured commercial paper program and borrowings outstanding of $
90.0
million as of September 27, 2025.
(B) During 2025, the Company made the remaining principal repayments, totaling $
125.0
million of its 6.625% Senior Notes due 2049.
As of September 27, 2025, Brunswick was in compliance with the financial covenants associated with its debt.
22
BRUNSWICK CORPORATION
Notes to Condensed Consolidated Financial Statements
(unaudited)
2049 Notes
During the fourth quarter of 2024, the Company issued an irrevocable notice of redemption to the holders of its 6.625% Senior Notes due 2049 (2049 Notes). The 2049 Notes were redeemed in the first quarter of 2025 at a redemption price equal to 100 percent of the outstanding principal amount of $
125.0
million plus accrued interest of $
2.1
million in accordance with the redemption provision of the 2049 Notes. The Company recognized a loss on early extinguishment of debt of $
3.7
million related to unamortized issuance costs. The Company financed the retirement of the 2049 Notes using commercial paper borrowings.
Credit Facility
The Company maintains a Revolving Credit Agreement (Credit Facility). During the nine months ended September 27, 2025, and September 28, 2024, there were no borrowings under the Credit Facility. As of September 27, 2025, available borrowing capacity totaled $
997.0
million, net of $
3.0
million of letters of credit outstanding under the Credit Facility. As of September 28, 2024, available borrowing capacity totaled $
747.0
million, net of $
3.0
million of letters of credit outstanding under the Credit Facility. Refer to Note 14 in the Notes to Consolidated Financial Statements in the 2024 Form 10-K for details regarding Brunswick's Credit Facility.
Commercial Paper
The Company maintains an unsecured commercial paper program (CP Program) pursuant to which the Company may issue short-term, unsecured commercial paper notes (CP Notes). During the nine months ended September 27, 2025, borrowings under the CP Program totaled $
704.4
million. As of September 27, 2025, the Company had $
90.0
million of borrowings outstanding under the CP Program with a weighted average interest rate of 4.75%. During the nine months ended September 27, 2025, the maximum amount utilized under the CP Program was $
445.5
million. During the nine months ended September 28, 2024, borrowings under the CP Program totaled $
720.0
million. As of September 28, 2024, the Company had $
195.0
million of borrowings outstanding under the CP Program. During the nine months ended September 28, 2024, the maximum amount utilized under the CP Program was $
245.0
million. Refer to Note 14 in the Notes to Consolidate Financial Statements in the 2024 Form 10-K for details regarding Brunswick's CP Program.
Note 13 –
Supplier Finance Program Obligations
As of September 27, 2025, December 31, 2024, and September 28, 2024, the Company had $
8.1
million, $
8.2
million, and $
7.2
million confirmed invoices under the supplier finance program, respectively, which were included in Accounts payable on the Condensed Consolidated Balance Sheets.
23
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
Certain statements in Management's Discussion and Analysis of Financial Condition and Results of Operations of Brunswick Corporation (the Company, we, us, our) are forward-looking statements. Forward-looking statements are based on current expectations, estimates, and projections about our business and by their nature address matters that are, to different degrees, uncertain. Actual results may differ materially from expectations and projections as of the date of this filing due to various risks and uncertainties. For additional information regarding forward-looking statements, refer to
Forward-Looking Statements
below.
Certain statements in Management's Discussion and Analysis are based on non-GAAP financial measures. GAAP refers to generally accepted accounting principles in the United States. A "non-GAAP financial measure" is a numerical measure of a registrant’s historical or future financial performance, financial position or cash flows that excludes amounts, or is subject to adjustments that have the effect of excluding amounts, that are included in the most directly comparable measure calculated and presented in accordance with GAAP in the consolidated statements of operations, balance sheets or statements of cash flows of the issuer; or includes amounts, or is subject to adjustments that have the effect of including amounts, that are excluded from the most directly comparable measure so calculated and presented. For example, the discussion of our cash flows includes an analysis of free cash flows and total liquidity; the discussion of our net sales includes net sales on a constant currency basis; the discussion of our net sales includes net sales excluding acquisitions; and the discussion of our earnings
includes a presentation of operating earnings and operating margin excluding restructuring, exit and impairment charges, purchase accounting amortization, acquisition, integration, and IT related costs, IT security incident costs and other applicable charges and of diluted earnings per common share, as adjusted. Non-GAAP financial measures do not include
operating and statistical measures.
We include non-GAAP financial measures in Management's Discussion and Analysis as management believes these measures and the information they provide are useful to investors because they permit investors to view our performance using the same tools that management uses to evaluate our ongoing business performance. In order to better align our reported results with the internal metrics management uses to evaluate business performance as well as to provide better comparisons to prior periods and peer data, non-GAAP measures exclude the impact of purchase accounting amortization related to acquisitions, among other adjustments.
We do not provide forward-looking guidance for certain financial measures on a GAAP basis because we are unable to predict certain items contained in the GAAP measures without unreasonable efforts. These items may include restructuring, exit and impairment costs, special tax items, acquisition-related costs, and certain other unusual adjustments.
Known Trends or Uncertainties
We continue to monitor macroeconomic trends and uncertainties such as recently implemented tariffs along with the potential for new or modified tariffs, and related impacts to consumers, any or all of which could have a material impact on our business, financial condition and results of operations.
Acquisitions
On September 12, 2024, we acquired additional Freedom Boat Club franchise operations and territories in Southeast Florida for net cash consideration of $31.3 million. Refer to
Note 4 – Acquisitions
in the Notes to Condensed Consolidated Financial Statements for further information.
24
Overview
Net sales increased 7% during the third quarter of 2025 when compared with the third quarter of 2024, reflecting strong orders from OEMs and dealers, steady boating participation driving Engine Parts and Accessories (Engine P&A) and other aftermarket business strength and pricing action taken in recent periods. The Propulsion segment delivered significant sales growth, with revenues in each of its three business lines: outboard; sterndrive; and controls, rigging, and propellers up over the prior year as OEM order strength continued to later into the boating season. Our Engine P&A segment had another strong quarter, as healthy boater participation led to sales improvement compared to the prior year. Navico Group reported modest sales growth over the prior year quarter and operating margin was negatively affected by impairment charges. Refer to
Note 8 - Goodwill and Other Intangibles
in the Notes to Condensed Consolidated Financial Statements for further information on impairments. Growth was led by strong performance in the marine electronics portfolio as we start to see the benefits of investments in new products and technology. Finally, our Boat segment revenue grew over prior year and operating margin was consistent with prior year as our premium brands continued to perform well, and our aluminum boat businesses delivered a very strong quarter. In September, we announced a strategic rationalization of our fiberglass boat manufacturing footprint, exiting our facilities in Reynosa, Mexico and Flagler Beach, Florida by the middle of 2026 and consolidating production from those facilities into existing U.S. facilities
. Our international net sales increased 7 percent on a GAAP basis and increased 5 percent on a constant currency basis in the third quarter when compared with the prior year.
Net sales decreased 1 percent during the nine months ended September 27, 2025, when compared with the prior year. Our international sales decreased 1 percent on both a GAAP and constant currency basis during the nine months ended September 27, 2025, when compared with the prior year.
Operating (loss) earnings in the third quarter of 2025 were $(242.2) million and $106.4 million on a GAAP and As Adjusted basis, respectively. This compares to operating earnings during the third quarter of 2024 of $98.4 million and $125.9 million on a GAAP and As Adjusted basis, respectively. Operating earnings were down versus prior year due to the impact of restructuring and impairment charges, tariffs, and reinstatement of variable compensation, which were only partially offset by the impacts of sales increases.
Operating (loss) earnings in the nine months ended September 27, 2025 were $(82.6) million and $304.5 million on a GAAP and As Adjusted basis, respectively. This compares to operating earnings during the nine months ended September 28, 2024 of $367.3 million and $448.2 million on a GAAP and As Adjusted basis, respectively. Operating earnings were down versus prior year due to the impact of restructuring and impairment charges, tariffs, and reinstatement of variable compensation.
Matters Affecting Comparability
Changes in Foreign Currency Rates.
Percentage changes in net sales expressed in constant currency reflect the impact that changes in currency exchange rates had on comparisons of net sales. To determine this information, net sales transacted in currencies other than the U.S. dollar have been translated to U.S. dollars using the average exchange rates that were in effect during the comparative period. The percentage change in net sales expressed on a constant currency basis better reflects the changes in the underlying business trends, excluding the impact of translation arising from foreign currency exchange rate fluctuations. Approximately 25 percent of our annual net sales are transacted in a currency other than the U.S. dollar. Our most material exposures include sales in Euros, Canadian dollars, Australian dollars, and Brazilian real.
25
The table below summarizes the impact of changes in currency exchange rates and the impact of acquisitions on our net sales:
| Three Months Ended | Nine Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Net Sales | 2025 vs. 2024 | Net Sales | 2025 vs. 2024 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| (in millions) |
Sep 27,
2025 |
Sep 28,
2024 |
GAAP | Currency Impact | Acquisition Impact |
Sep 27,
2025 |
Sep 28,
2024 |
GAAP | Currency Impact | Acquisition Impact | |||||||||||||||||||||||||||||||||||||||||||||||||
| Propulsion | $ | 535.4 | $ | 485.9 | 10.2 | % | 0.9 | % | — | % | $ | 1,620.6 | $ | 1,622.1 | (0.1) | % | (0.3) | % | — | % | |||||||||||||||||||||||||||||||||||||||
| Engine P&A | 363.7 | 336.1 | 8.2 | % | 0.5 | % | — | % | 956.8 | 934.6 | 2.4 | % | (0.1) | % | — | % | |||||||||||||||||||||||||||||||||||||||||||
| Navico Group | 186.9 | 184.1 | 1.5 | % | 1.4 | % | — | % | 597.4 | 605.1 | (1.3) | % | 0.5 | % | — | % | |||||||||||||||||||||||||||||||||||||||||||
| Boat | 360.2 | 345.3 | 4.3 | % | 0.4 | % | 0.4 | % | 1,137.9 | 1,205.2 | (5.6) | % | — | % | 0.7 | % | |||||||||||||||||||||||||||||||||||||||||||
| Segment Eliminations | (86.0) | (78.1) | 10.1 | % | 0.2 | % | — | % | (283.7) | (284.8) | (0.4) | % | (0.1) | % | — | % | |||||||||||||||||||||||||||||||||||||||||||
| Total | $ | 1,360.2 | $ | 1,273.3 | 6.8 | % | 0.7 | % | 0.2 | % | $ | 4,029.0 | $ | 4,082.2 | (1.3) | % | — | % | 0.2 | % | |||||||||||||||||||||||||||||||||||||||
Results of Operations
Consolidated
The following table sets forth certain amounts, ratios, and relationships calculated from the Condensed Consolidated Statements of Comprehensive Income for the three and nine months ended:
| Three Months Ended | 2025 vs. 2024 | Nine Months Ended | 2025 vs. 2024 | ||||||||||||||||||||||||||||||||||||||||||||
| (in millions, except per share data) |
Sep 27,
2025 |
Sep 28,
2024 |
$
Change |
%
Change |
Sep 27,
2025 |
Sep 28,
2024 |
$
Change |
%
Change |
|||||||||||||||||||||||||||||||||||||||
| Net sales | $ | 1,360.2 | $ | 1,273.3 | $ | 86.9 | 6.8% | $ | 4,029.0 | $ | 4,082.2 | $ | (53.2) | (1.3)% | |||||||||||||||||||||||||||||||||
|
Gross margin
(A)
|
350.8 | 333.0 | 17.8 | 5.3% | 1,024.4 | 1,097.6 | (73.2) | (6.7)% | |||||||||||||||||||||||||||||||||||||||
| Restructuring, exit, and impairment charges | 333.8 | 12.2 | 321.6 | NM | 342.9 | 33.6 | 309.3 | NM | |||||||||||||||||||||||||||||||||||||||
| Operating (loss) earnings | (242.2) | 98.4 | (340.6) | NM | (82.6) | 367.3 | (449.9) | NM | |||||||||||||||||||||||||||||||||||||||
| Net (loss) earnings from continuing operations | (234.3) | 47.3 | (281.6) | NM | (154.5) | 220.5 | (375.0) | NM | |||||||||||||||||||||||||||||||||||||||
| Diluted (loss) earnings per common share from continuing operations | $ | (3.57) | $ | 0.71 | $ | (4.28) | NM | $ | (2.34) | $ | 3.26 | $ | (5.60) | NM | |||||||||||||||||||||||||||||||||
| Expressed as a percentage of Net sales: | |||||||||||||||||||||||||||||||||||||||||||||||
|
Gross margin
(A)
|
25.8 | % | 26.2 | % | (40) bps | 25.4 | % | 26.9 | % | (150) bps | |||||||||||||||||||||||||||||||||||||
| Selling, general, and administrative expense | 15.9 | % | 14.2 | % | 170 bps | 15.9 | % | 13.9 | % | 200 bps | |||||||||||||||||||||||||||||||||||||
| Research and development expense | 3.2 | % | 3.3 | % | (10) bps | 3.1 | % | 3.2 | % | (10) bps | |||||||||||||||||||||||||||||||||||||
| Restructuring, exit, and impairment charges | 24.5 | % | 1.0 | % | NM | 8.5 | % | 0.8 | % | 770 bps | |||||||||||||||||||||||||||||||||||||
| Operating margin | (17.8) | % | 7.7 | % | NM | (2.1) | % | 9.0 | % | NM | |||||||||||||||||||||||||||||||||||||
bps = basis points
(A)
Gross margin is defined as Net sales less Cost of sales as presented in the Condensed Consolidated Statements of Comprehensive Income.
26
The following is a reconciliation of our non-GAAP measures, adjusted operating earnings and adjusted diluted earnings per common share from continuing operations for the three and nine months ended September 27, 2025 when compared with the same prior year comparative period:
| Three Months Ended | Nine Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||
| Operating Earnings | Diluted Earnings Per Share | Operating Earnings | Diluted Earnings Per Share | ||||||||||||||||||||||||||||||||||||||||||||
| (in millions, except per share data) |
Sep 27,
2025 |
Sep 28,
2024 |
Sep 27,
2025 |
Sep 28,
2024 |
Sep 27,
2025 |
Sep 28,
2024 |
Sep 27,
2025 |
Sep 28,
2024 |
|||||||||||||||||||||||||||||||||||||||
| GAAP | $ | (242.2) | $ | 98.4 | $ | (3.57) | $ | 0.71 | $ | (82.6) | $ | 367.3 | $ | (2.34) | $ | 3.26 | |||||||||||||||||||||||||||||||
| Restructuring, exit, and impairment charges | 333.8 | 12.2 | 4.88 | 0.13 | 342.9 | 33.6 | 4.96 | 0.37 | |||||||||||||||||||||||||||||||||||||||
| Purchase accounting amortization | 14.8 | 14.5 | 0.31 | 0.17 | 44.1 | 43.8 | 0.64 | 0.49 | |||||||||||||||||||||||||||||||||||||||
| Acquisition, integration, and IT related costs | — | 0.9 | — | 0.01 | 0.1 | 3.3 | — | 0.04 | |||||||||||||||||||||||||||||||||||||||
|
IT security incident costs
(A)
|
— | (0.1) | — | — | — | 0.2 | — | — | |||||||||||||||||||||||||||||||||||||||
| Loss on early extinguishment of debt | — | — | 0.01 | — | — | — | 0.05 | — | |||||||||||||||||||||||||||||||||||||||
| Special tax items | — | — | (0.66) | 0.14 | — | — | (0.62) | 0.14 | |||||||||||||||||||||||||||||||||||||||
| Release of dissolved entity foreign currency translation | — | — | — | 0.01 | — | — | — | 0.01 | |||||||||||||||||||||||||||||||||||||||
| As Adjusted | $ | 106.4 | $ | 125.9 | $ | 0.97 | $ | 1.17 | $ | 304.5 | $ | 448.2 | $ | 2.69 | $ | 4.31 | |||||||||||||||||||||||||||||||
| GAAP operating margin | (17.8) | % | 7.7 | % | (2.1) | % | 9.0 | % | |||||||||||||||||||||||||||||||||||||||
| Adjusted operating margin | 7.8 | % | 9.9 | % | 7.6 | % | 11.0 | % | |||||||||||||||||||||||||||||||||||||||
(A) We incurred non-recurring costs related to the 2023 IT security incident during the nine months ended September 28, 2024.
Net sales increased 7 percent during the third quarter of 2025 and decreased slightly during the nine months ended September 27, 2025 when compared with the same prior year periods. The components of the consolidated net sales change were as follows:
| Percent change in net sales compared to the prior comparative period | ||||||||
| September 27, 2025 | ||||||||
| Three Months Ended | Nine Months Ended | |||||||
| Volume | 4.0 | % | (3.8) | % | ||||
| Product Mix and Price | 1.9 | % | 2.3 | % | ||||
| Currency | 0.7 | % | — | % | ||||
| Acquisitions | 0.2 | % | 0.2 | % | ||||
| 6.8 | % | (1.3) | % | |||||
Gross margin decreased 40 basis points in the third quarter of 2025 when compared to the same prior year period, driven by increased labor costs (98 bps), material inflation (263 bps), and foreign currency exchange-rate fluctuations (20 bps), partially offset by favorable absorption (158 bps) and increased sales (183 bps).
Gross margin decreased 150 basis points in the nine months ended September 27, 2025 when compared to the same prior year period, driven by lower absorption from decreased production levels (59 bps) and material inflation (142 bps), partially offset by favorable foreign currency exchange-rate fluctuations (30 bps) and labor costs (21 bps).
Selling, general and administrative expense as a percentage of net sales increased 170 basis points during the third quarter of 2025 when compared with the same prior year period due to reinstatement of variable compensation. Research and development expense slightly increased in the third quarter of 2025 versus the same period in 2024.
Selling, general and administrative expense as a percentage of net sales increased 200 basis points during the nine months ended September 27, 2025 when compared with the same prior year period due to lower sales (18 bps) and reinstatement of variable compensation (182 bps). Research and development expense decreased in nine months ended September 27, 2025 versus the nine months ended September 28, 2024.
27
We recorded Restructuring, exit and impairment charges of $333.8 million and $342.9 million during the three and nine months ended September 27, 2025, respectively. We recorded Restructuring, exit and impairment charges of $12.2 million and $33.6 million during the three and nine months ended September 28, 2024, respectively. We estimate 2025 actions to date will result in approximately $14.0 million of annualized cost savings. Refer to
Note 3 –Restructuring, Exit, and Impairment Activities
in the Notes to Condensed Consolidated Financial Statements for further information.
We recorded Equity earnings of $1.5 million and $5.4 million in the three and nine months ended September 27, 2025, respectively, which were primarily related to our marine and technology-related joint ventures. This compares with Equity earnings of $1.6 million and $7.0 million in the three and nine months ended September 28, 2024, respectively.
We recognized $(0.4) million and $(0.5) million of Other expense, net in the three and nine months ended September 27, 2025, respectively. This compares with $(1.1) million and $(1.9) million
of Other expense, net in the three and nine months ended September 28, 2024, respectively. Other expense, net primarily includes remeasurement gains and losses resulting from changes in foreign currency rates and other post-retirement benefit costs.
N
et interest expense decreased for the three and nine months ended September 27, 2025 when compared with the same prior year period. We also recognized a loss on early extinguishment of debt during the nine months ended September 27, 2025, related to the redemption of our 2049 Notes. Refer to
Note 12 – Debt
in the Notes to Condensed Consolidated Financial Statements and Note 14 – Debt in the Notes to Consolidated Financial Statements in the 2024 Form 10-K.
We recognized an Income tax (benefit) provision for the three and nine months ended September 27, 2025 of $(32.0) million and $(8.4) million compared to $22.6 million and $68.9 million for the three and nine months ended September 28, 2024, respectively. The decrease in the Income tax (benefit) provision for the three and nine months ended September 27, 2025 is due to lower pretax income, including the impact of impairments. We have also evaluated the effects of Pillar Two legislation and concluded that the tax effects are not material to the financial statements.
The effective tax rate, which is calculated as the Income tax (benefit) provision as a percentage of (Loss) earnings before income taxes, was 12.0 percent and 5.2 percent for the three and nine months ended September 27, 2025, respectively. The effective tax rate for the three and nine months ended September 28, 2024, was 32.3 percent and 23.8 percent, respectively. Refer to
Note 11 – Income Taxes
in the Notes to Condensed Consolidated Financial Statements for further information.
Due to the factors described in the preceding paragraphs, Operating (loss) earnings, Net (loss) earnings from continuing operations, and Diluted earnings per common share from continuing operations decreased during both the three and nine months ended September 27, 2025 when compared with the same prior year period.
28
Propulsion Segment
The following table sets forth Propulsion segment results and a reconciliation to our non-GAAP measure of adjusted operating earnings for the three and nine months ended:
| Three Months Ended | 2025 vs. 2024 | Nine Months Ended | 2025 vs. 2024 | ||||||||||||||||||||||||||||||||||||||||||||
| (in millions) |
Sep 27,
2025 |
Sep 28,
2024 |
$
Change |
%
Change |
Sep 27,
2025 |
Sep 28,
2024 |
$
Change |
%
Change |
|||||||||||||||||||||||||||||||||||||||
| Net sales | $ | 535.4 | $ | 485.9 | $ | 49.5 | 10.2% | $ | 1,620.6 | $ | 1,622.1 | $ | (1.5) | (0.1)% | |||||||||||||||||||||||||||||||||
| GAAP operating earnings | $ | 45.1 | $ | 50.1 | $ | (5.0) | (10.0)% | $ | 157.0 | $ | 218.5 | $ | (61.5) | (28.1)% | |||||||||||||||||||||||||||||||||
| Restructuring, exit and impairment charges | — | 2.9 | (2.9) | NM | 1.2 | 8.9 | (7.7) | (86.5)% | |||||||||||||||||||||||||||||||||||||||
| Purchase accounting amortization | 0.3 | 0.3 | — | NM | 0.9 | 1.2 | (0.3) | (25.0)% | |||||||||||||||||||||||||||||||||||||||
| Acquisition, integration, and IT related costs | — | 0.3 | (0.3) | NM | 0.1 | 1.2 | (1.1) | (91.7)% | |||||||||||||||||||||||||||||||||||||||
| Adjusted operating earnings | $ | 45.4 | $ | 53.6 | $ | (8.2) | (15.3)% | $ | 159.2 | $ | 229.8 | $ | (70.6) | (30.7)% | |||||||||||||||||||||||||||||||||
| GAAP operating margin | 8.4 | % | 10.3 | % | (190) bps | 9.7 | % | 13.5 | % | (380) bps | |||||||||||||||||||||||||||||||||||||
| Adjusted operating margin | 8.5 | % | 11.0 | % | (250) bps | 9.8 | % | 14.2 | % | (440) bps | |||||||||||||||||||||||||||||||||||||
NM = not meaningful
bps = basis points
Propulsion segment's net sales increased in the third quarter of 2025 compared to the third quarter of 2024, primarily resulting from strong OEM orders in a low field inventory environment, together with continued robust market share.
Propulsion segment's net sales slightly decreased in the nine months ended September 27, 2025 versus the nine months ended September 28, 2024 as the third quarter increase only partially offset first half impacts from pipeline management and lower wholesale shipments to OEM boat builder customers.
The components of the Propulsion segment's net sales change were as follows:
| Percent change in net sales compared to the prior comparative period | |||||||||||
| September 27, 2025 | |||||||||||
| Three Months Ended | Nine Months Ended | ||||||||||
| Volume | 7.4 | % | (3.3) | % | |||||||
| Product Mix and Price | 1.9 | % | 3.5 | % | |||||||
| Currency | 0.9 | % | (0.3) | % | |||||||
| 10.2 | % | (0.1) | % | ||||||||
International sales were 36 percent of the Propulsion segment's net sales in the third quarter of 2025 and increased 8 percent from the prior year on a GAAP basis. On a constant currency basis, international sales increased 6 percent.
International sales were 37 percent of Propulsion segment's net sales in the nine months ended September 27, 2025 and increased 3 percent from the prior year on a GAAP basis. On a constant currency basis, international sales increased 4 percent.
Propulsion segment's operating earnings in the third quarter of 2025 decreased when compared to the third quarter of 2024 due to the impact of the reinstatement of variable compensation, and unfavorable tariffs partially offset by improved absorption driven by higher production during the quarter.
Operating earnings for the nine month ended September 27, 2025 decreased when compared to the nine months ended September 28, 2024 due to the impact of reinstatement of variable compensation and unfavorable tariffs.
29
Engine P&A Segment
The following table sets forth Engine P&A segment results and a reconciliation to our non-GAAP measure of adjusted operating earnings for the three and nine months ended:
| Three Months Ended | 2025 vs. 2024 | Nine Months Ended | 2025 vs. 2024 | ||||||||||||||||||||||||||||||||||||||||||||
| (in millions) |
Sep 27,
2025 |
Sep 28,
2024 |
$
Change |
%
Change |
Sep 27,
2025 |
Sep 28,
2024 |
$
Change |
%
Change |
|||||||||||||||||||||||||||||||||||||||
| Net sales | $ | 363.7 | $ | 336.1 | $ | 27.6 | 8.2% | $ | 956.8 | $ | 934.6 | $ | 22.2 | 2.4% | |||||||||||||||||||||||||||||||||
| GAAP operating earnings | $ | 82.4 | $ | 86.3 | $ | (3.9) | (4.5)% | $ | 193.2 | $ | 195.1 | $ | (1.9) | (1.0)% | |||||||||||||||||||||||||||||||||
| Restructuring, exit, and impairment charges | — | 0.8 | (0.8) | NM | 0.4 | 4.3 | (3.9) | (90.7)% | |||||||||||||||||||||||||||||||||||||||
| Adjusted operating earnings | $ | 82.4 | $ | 87.1 | $ | (4.7) | (5.4)% | $ | 193.6 | $ | 199.4 | $ | (5.8) | (2.9)% | |||||||||||||||||||||||||||||||||
| GAAP operating margin | 22.7 | % | 25.7 | % | (300) bps | 20.2 | % | 20.9 | % | (70) bps | |||||||||||||||||||||||||||||||||||||
| Adjusted operating margin | 22.7 | % | 25.9 | % | (320) bps | 20.2 | % | 21.3 | % | (110) bps | |||||||||||||||||||||||||||||||||||||
NM = not meaningful
bps = basis points
Engine P&A segment's net sales increased in the third quarter of 2025 compared to the third quarter of 2024, due to benefits from late-season weather in many regions and market share gains in our distribution business.
Engine P&A segment's net sales increased during the nine months ended September 27, 2025 versus the nine months ended September 28, 2024 due to the same factors listed above.
The components of the Engine P&A segment's net sales change were as follows:
| Percent change in net sales compared to the prior comparative period | |||||||||||
| September 27, 2025 | |||||||||||
| Three Months Ended | Nine Months Ended | ||||||||||
| Volume | 6.4 | % | 2.1 | % | |||||||
| Product Mix and Price | 1.3 | % | 0.4 | % | |||||||
| Currency | 0.5 | % | (0.1) | % | |||||||
| 8.2 | % | 2.4 | % | ||||||||
International sales were 29 percent of the Engine P&A segment's net sales in the third quarter of 2025 and increased 6 percent from the prior year on a GAAP basis. On a constant currency basis, international sales increased 4 percent from the prior year.
International sales were 28 percent of Engine P&A segment's net sales in the nine months ended September 27, 2025 and decreased 1 percent from the prior year on a GAAP basis. On a constant currency basis, international sales were flat.
Engine P&A segment's operating earnings in the third quarter of 2025
decreased co
mpared to the third quarter of
2024, due to the impact of reinstated variable compensation and tariffs.
Operating earnings for the nine months ended September 27, 2025 decreased due to the same factors listed above.
30
Navico Group Segment
The following table sets forth Navico Group segment results and a reconciliation to our non-GAAP measure of adjusted operating earnings for the three and nine months ended:
| Three Months Ended | 2025 vs. 2024 | Nine Months Ended | 2025 vs. 2024 | ||||||||||||||||||||||||||||||||||||||||||||
| (in millions) |
Sep 27,
2025 |
Sep 28,
2024 |
$
Change |
%
Change |
Sep 27,
2025 |
Sep 28,
2024 |
$
Change |
%
Change |
|||||||||||||||||||||||||||||||||||||||
| Net sales | $ | 186.9 | $ | 184.1 | $ | 2.8 | 1.5% | $ | 597.4 | $ | 605.1 | $ | (7.7) | (1.3)% | |||||||||||||||||||||||||||||||||
| GAAP operating loss | $ | (328.9) | $ | (8.7) | $ | (320.2) | NM | $ | (339.3) | $ | (14.1) | $ | (325.2) | NM | |||||||||||||||||||||||||||||||||
| Restructuring, exit, and impairment charges | 324.3 | 4.5 | 319.8 | NM | 330.2 | 12.5 | 317.7 | NM | |||||||||||||||||||||||||||||||||||||||
| Purchase accounting amortization | 13.4 | 13.3 | 0.1 | 0.8% | 39.9 | 39.7 | 0.2 | 0.5% | |||||||||||||||||||||||||||||||||||||||
| Acquisition, integration, and IT related costs | — | — | — | —% | — | 1.7 | (1.7) | NM | |||||||||||||||||||||||||||||||||||||||
| Adjusted operating earnings | $ | 8.8 | $ | 9.1 | $ | (0.3) | (3.3)% | $ | 30.8 | $ | 39.8 | $ | (9.0) | (22.6)% | |||||||||||||||||||||||||||||||||
| GAAP operating margin | NM | (4.7) | % | NM | (56.8) | % | (2.3) | % | NM | ||||||||||||||||||||||||||||||||||||||
| Adjusted operating margin | 4.7 | % | 4.9 | % | (20) bps | 5.2 | % | 6.6 | % | (140) bps | |||||||||||||||||||||||||||||||||||||
NM = not meaningful
bps = basis points
Navico Group segment's net sales increased in the third quarter of 2025 compared to the third quarter of 2024, led by growth in its electronics portfolio.
Navico Group segment's net sales decreased for the nine months ended September 27, 2025 versus prior year as third quarter results only partially offset the first half impact of lower sales to marine OEMs.
The components of the Navico Group segment's net sales change were as follows:
| Percent change in net sales compared to the prior comparative period | ||||||||
| September 27, 2025 | ||||||||
| Three Months Ended | Nine Months Ended | |||||||
| Volume | (3.4) | % | (3.3) | % | ||||
| Product Mix and Price | 3.5 | % | 1.5 | % | ||||
| Currency | 1.4 | % | 0.5 | % | ||||
| 1.5 | % | (1.3) | % | |||||
International sales were 42 percent of the Navico Group segment's net sales in the third quarter of 2025 and were flat from the prior year on a GAAP basis. On a constant currency basis, international sales decreased 3 percent.
International sales were 42 percent of the Navico Group segment's net sales in the nine months ended September 27, 2025 and were flat on a GAAP basis. On constant currency basis, international sales decreased 1 percent.
Navico Group segment's operating (loss) earnings in the third quarter of 2025 decreased when compared to the third quarter of 2024 due to non-cash, intangible asset impairment charges along with the impact from tariffs and the variable compensation reset, partially offset by growth in sales and improved gross margins.
Operating earnings for the nine months ended September 27, 2025 decreased due to the same factors listed above.
31
Boat Segment
The following table sets forth Boat segment results and a reconciliation to our non-GAAP measure of adjusted operating earnings for the three and nine months ended:
| Three Months Ended | 2025 vs. 2024 | Nine Months Ended | 2025 vs. 2024 | ||||||||||||||||||||||||||||||||||||||||||||
| (in millions) |
Sep 27,
2025 |
Sep 28,
2024 |
$
Change |
%
Change |
Sep 27,
2025 |
Sep 28,
2024 |
$
Change |
%
Change |
|||||||||||||||||||||||||||||||||||||||
| Net sales | $ | 360.2 | $ | 345.3 | $ | 14.9 | 4.3% | $ | 1,137.9 | $ | 1,205.2 | $ | (67.3) | (5.6)% | |||||||||||||||||||||||||||||||||
| GAAP operating earnings | $ | (3.3) | $ | (0.1) | $ | (3.2) | NM | $ | 15.5 | $ | 54.1 | $ | (38.6) | (71.3)% | |||||||||||||||||||||||||||||||||
| Restructuring, exit, and impairment charges | 9.3 | 2.9 | 6.4 | NM | 10.6 | 5.6 | 5.0 | 89.3% | |||||||||||||||||||||||||||||||||||||||
| Purchase accounting amortization | 1.1 | 0.9 | 0.2 | 22.2% | 3.3 | 2.9 | 0.4 | 13.8% | |||||||||||||||||||||||||||||||||||||||
| Acquisition, integration, and IT related costs | — | 0.6 | (0.6) | NM | — | 0.4 | (0.4) | NM | |||||||||||||||||||||||||||||||||||||||
| Adjusted operating earnings | $ | 7.1 | $ | 4.3 | $ | 2.8 | 65.1% | $ | 29.4 | $ | 63.0 | $ | (33.6) | (53.3)% | |||||||||||||||||||||||||||||||||
| GAAP operating margin | -0.9 | % | (0.0) | % | (90) bps | 1.4 | % | 4.5 | % | (310) bps | |||||||||||||||||||||||||||||||||||||
| Adjusted operating margin | 2.0 | % | 1.2 | % | 80 bps | 2.6 | % | 5.2 | % | (260) bps | |||||||||||||||||||||||||||||||||||||
NM = not meaningful
bps = basis points
Boat segment's net sales increased in the third quarter of 2025 compared to the third quarter of 2024
,
resulting from improved retail sales in the quarter pulling through steady wholesale orders.
Boat segment's net sales decreased in the nine months ended September 27, 2025 versus the nine months ended September 28, 2024 as third quarter results only partially offset first half cautious wholesale ordering patterns.
The components of the Boat segment's net sales change were as follows:
| Percent change in net sales compared to the prior comparative period | ||||||||
| September 27, 2025 | ||||||||
| Three Months Ended | Nine Months Ended | |||||||
| Volume | — | % | (8.0) | % | ||||
| Product Mix and Price | 3.5 | % | 1.7 | % | ||||
| Currency | 0.4 | % | — | % | ||||
| Acquisitions | 0.4 | % | 0.7 | % | ||||
| 4.3 | % | (5.6) | % | |||||
International sales were 19 percent of the Boat segment's net sales in the third quarter of 2025 and increased 23 percent from the prior year on a GAAP basis. On a constant currency basis, international sales increased by 21 percent.
International sales were 19 percent of the Boat segment's net sales in the nine months ended September 27, 2025 and decreased 10 percent from the prior year on both a GAAP basis and constant currency basis.
Boat segment's operating earnings in the third quarter of 2025 decreased when compared to the third quarter of 2024, as the impact of the tariffs and the variable compensation reset were only partially offset by increased net sales.
Boat segment's operating earnings for the nine months ended September 27, 2025 decreased due to the same factors listed above.
32
Corporate/Other
The following table sets forth Corporate/Other results and a reconciliation to our non-GAAP measure of adjusted operating loss for the three and nine months ended:
| Three Months Ended | 2025 vs. 2024 | Nine Months Ended | 2025 vs. 2024 | ||||||||||||||||||||||||||||||||||||||||||||
| (in millions) |
Sep 27,
2025 |
Sep 28,
2024 |
$
Change |
%
Change |
Sep 27,
2025 |
Sep 28,
2024 |
$
Change |
%
Change |
|||||||||||||||||||||||||||||||||||||||
| GAAP operating loss | $ | (37.5) | $ | (29.2) | $ | (8.3) | 28.4% | $ | (109.0) | $ | (86.3) | $ | (22.7) | 26.3% | |||||||||||||||||||||||||||||||||
| Restructuring, exit, and impairment charges | 0.2 | 1.1 | (0.9) | (81.8)% | 0.5 | 2.3 | (1.8) | (78.3)% | |||||||||||||||||||||||||||||||||||||||
| IT security incident costs | — | (0.1) | 0.1 | NM | — | 0.2 | (0.2) | NM | |||||||||||||||||||||||||||||||||||||||
| Adjusted operating loss | $ | (37.3) | $ | (28.2) | $ | (9.1) | 32.3% | $ | (108.5) | $ | (83.8) | $ | (24.7) | 29.5% | |||||||||||||||||||||||||||||||||
NM = not meaningful
Corporate operating loss in the third quarter of 2025 increased compared to the third quarter of 2024 due to the impact of reinstated variable compensation.
Corporate operating loss for the nine months ended September 27, 2025 increased due to the same factors listed above.
Cash Flow, Liquidity and Capital Resources
The following table sets forth an analysis of free cash flow for the nine months ended:
| (in millions) |
Sep 27,
2025 |
Sep 28,
2024 |
|||||||||
| Net cash provided by operating activities of continuing operations | $ | 451.1 | $ | 137.5 | |||||||
| Net cash (used for) provided by: | |||||||||||
| Plus: Capital expenditures | (116.5) | (137.1) | |||||||||
| Plus: Proceeds from the sale of property, plant, and equipment | 8.8 | 8.2 | |||||||||
| Plus: Effect of exchange rate changes on cash and cash equivalents | 11.2 | (2.0) | |||||||||
|
Total free cash flow
(A)
|
$ | 354.6 | $ | 6.6 | |||||||
(A) We define "Free cash flow" as cash flow from operating and investing activities of continuing operations (excluding cash provided by or used for acquisitions, investments, purchases or sales/maturities of marketable securities and other investing activities, net of tax) and the effect of exchange rate changes on cash and cash equivalents. Free cash flow is not intended as an alternative measure of cash flow from operations, as determined in accordance with GAAP in the United States. We use this financial measure both in presenting our results to shareholders and the investment community and in our internal evaluation and management of our businesses. We believe that this financial measure and the information it provides are useful to investors because it permits investors to view our performance using the same tool that we use to gauge progress in achieving our goals. We believe that the non-GAAP financial measure "Free cash flow" is also useful to investors because it is an indication of cash flow that may be available to fund investments in future growth initiatives.
Our major sources of funds for capital investments, acquisitions, share repurchase programs and dividend payments are cash generated from operating activities, available cash and marketable securities balances, divestitures and borrowings. We evaluate potential acquisitions, divestitures and joint ventures in the ordinary course of business.
2025 Cash Flow
Net cash provided by operating activities of continuing operations in the nine months ended September 27, 2025 totaled $451.1 million compared to $137.5 million in the nine months ended September 28, 2024. The improvement is primarily due to working capital usage in the prior year. Working capital is defined as Accounts and notes receivable, Inventories and Prepaid expenses and other, net of Accounts payable and Accrued expenses as presented in the Condensed Consolidated Balance Sheets, excluding the impact of acquisitions and non-cash adjustments.
33
The primary drivers of net cash provided by operating activities of continuing operations in the nine months ended September 27, 2025 was net (loss) earnings, net of non-cash items, and working capital. Accrued expenses increased $56.7 million, due to reinstatement of variable compensation, Accounts payable increased $16.0 million, due to timing of payments, inventory decreased $34.7 million due to reduced production, and Accounts and notes receivable increased $40.5 million, primarily due to higher sales and timing of collections.
Net cash used for investing activities was $97.5 million and primarily related to $116.5 million of capital expenditures. Our capital spending was focused on investments in new products and technologies.
Net cash used for financing activities was $313.2 million and primarily related to repayments of short-term debt, repayments of long-term debt, dividends paid to common shareholders and common stock repurchases, partially offset by the net proceeds from issuances of short-term debt.
Liquidity and Capital Resources
We view our highly liquid assets as of September 27, 2025, December 31, 2024 and September 28, 2024 as:
| (in millions) |
September 27,
2025 |
December 31,
2024 |
September 28,
2024 |
||||||||||||||
| Cash and cash equivalents, at cost, which approximates fair value | $ | 297.7 | $ | 269.0 | $ | 284.1 | |||||||||||
| Short-term investments in marketable securities | 0.8 | 0.8 | 0.8 | ||||||||||||||
| Total cash, cash equivalents, and marketable securities | $ | 298.5 | $ | 269.8 | $ | 284.9 | |||||||||||
The following table sets forth an analysis of total liquidity as of September 27, 2025, December 31, 2024 and September 28, 2024:
| (in millions) |
September 27,
2025 |
December 31,
2024 |
September 28,
2024 |
||||||||||||||
| Cash, cash equivalents and marketable securities | $ | 298.5 | $ | 269.8 | $ | 284.9 | |||||||||||
|
Amounts available under lending facility
(A)
|
997.0 | 997.0 | 747.0 | ||||||||||||||
|
Total liquidity
(B)
|
$ | 1,295.5 | $ | 1,266.8 | $ | 1,031.9 | |||||||||||
(A) See
Note 12 – Debt
in the Notes to Condensed Consolidated Financial Statements for further details on our lending facility.
(B) We define Total liquidity as Cash and cash equivalents and Short-term investments in marketable securities as presented in the Condensed Consolidated Balance Sheets, plus amounts available for borrowing under our lending facilities. Total liquidity is not intended as an alternative measure to Cash and cash equivalents and Short-term investments in marketable securities as determined in accordance with GAAP in the United States. We use this financial measure both in presenting our results to shareholders and the investment community and in our internal evaluation and management of our businesses. We believe that this financial measure and the information it provides are useful to investors because it permits investors to view our performance using the same metric that we use to gauge progress in achieving our goals. We believe that the non-GAAP financial measure “Total liquidity” is also useful to investors because it is an indication of our available highly liquid assets and immediate sources of financing.
Cash, cash equivalents and marketable securities totaled $298.5 million as of September 27, 2025, an increase of $28.7 million from $269.8 million as of December 31, 2024, and an increase of $13.6 million from $284.9 million as of September 28, 2024. Total debt as of September 27, 2025, December 31, 2024 and September 28, 2024 was $2,193.2 million, $2,340.6 million and $2,571.9 million, respectively. Our debt-to-capitalization ratio was 57 percent as of September 27, 2025 compared to 55 percent as of December 31, 2024 and 56 percent as of September 28, 2024.
There were no borrowings under the Revolving Credit Agreement (Credit Facility) during the nine months ended September 27, 2025 and we did not have any borrowings outstanding as of September 27, 2025. Available borrowing capacity under the Credit Facility as of September 27, 2025 totaled $997.0 million, net of $3.0 million of letters of credit outstanding. During the nine months ended September 27, 2025, the maximum amount utilized under the CP Program was $445.5 million, and as of September 27, 2025, the Company had $90.0 million of borrowings outstanding under the CP Program. Refer to
Note 12 – Debt
in the Notes to Condensed Consolidated Financial Statements and Note 14 - Debt in the Notes to Consolidated Financial Statements in the 2024 Form 10-K, for further details.
The levels of borrowing capacity under our Credit Facility and CP Program are limited by both a leverage and interest coverage test. These covenants also pertain to termination provisions included in our wholesale financing joint-venture arrangements with Wells Fargo Commercial Distribution Finance. Based on our anticipated earnings generation throughout the year, we expect to maintain sufficient cushion against the existing debt covenants.
34
2025 Capital Strategy
We are anticipating approximately $200 million of debt reduction, $150 million of capital expenditures, and share repurchases in excess of $80 million for the year.
Financing Joint Venture
Details of our Financing Joint Venture are outlined in the 2024 Form
10-K. There have been no material changes in our Financing Joint Venture since December 31, 2024.
Off-Balance Sheet Arrangements and Contractual Obligations
Our off-balance sheet arrangements and contractual obligations as of December 31, 2024 are detailed in the 2024 Form
10-K. There have been no material changes in these arrangements and obligations outside the ordinary course of business since December 31, 2024.
Environmental Regulation
There were no material changes in our environmental regulatory requirements since the filing of our 2024 Form
10-K.
Critical Accounting Policies
There were no material changes in our critical accounting policies since the filing of our 2024 Form 10-K.
As discussed in the 2024 Form 10-K, the preparation of the consolidated financial statements in conformity with GAAP requires management to make certain estimates and assumptions that affect the amount of reported assets and liabilities and disclosure of contingent assets and liabilities as of the date of the consolidated financial statements, and revenues and expenses during the periods reported. Actual results may differ from those estimates.
Recent Accounting Pronouncements
Recent accounting pronouncements that have been adopted during the nine months ended September 27, 2025, or will be adopted in future periods, are included in
Note 1 – Significant Accounting Policies
in the Notes to Condensed Consolidated Financial Statements.
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Forward-Looking Statements
Certain statements in this Quarterly Report on Form 10-Q are forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements are based on current expectations, estimates, and projections about Brunswick’s business and by their nature address matters that are, to different degrees, uncertain. Words such as “may,” “could,” “should,” “expect,” "anticipate," "project," "position," “intend,” “target,” “plan,” “seek,” “estimate,” “believe,” “predict,” “outlook,” "will," and similar expressions are intended to identify forward-looking statements. Forward-looking statements are not guarantees of future performance and involve certain risks and uncertainties that may cause actual results to differ materially from expectations as of the date of this report. These risks include, but are not limited to: the effect of adverse general economic conditions, including rising interest rates, and the amount of disposable income consumers have available for discretionary spending; changes to trade policy and tariffs, including retaliatory tariffs; changes in currency exchange rates; fiscal and monetary policy changes; adverse capital market conditions; competitive pricing pressures; higher energy and fuel costs; managing our manufacturing footprint and operations; loss of key customers; international business risks, geopolitical tensions or conflicts, sanctions, embargoes, or other regulations; actual or anticipated increases in costs, disruptions of supply, or defects in raw materials, parts, or components we purchase from third parties; supplier manufacturing constraints, increased demand for shipping carriers, and transportation disruptions; adverse weather conditions, climate change events and other catastrophic event risks; our ability to develop new and innovative products and services at a competitive price; absorbing fixed costs in production; our ability to meet demand in a rapidly changing environment; public health emergencies or pandemics; our ability to successfully implement our strategic plan and growth initiatives; attracting and retaining skilled labor, implementing succession plans for key leadership, and executing organizational and leadership changes; our ability to integrate acquisitions and the risk for associated disruption to our business; the risk that restructuring or strategic divestitures will not provide business benefits; our ability to identify and complete targeted acquisitions; maintaining effective distribution; dealer and customer ability to access adequate financing; inventory reductions by dealers, retailers, or independent boat builders; requirements for us to repurchase inventory; risks related to the Freedom Boat Club franchise business model; outages, breaches, or other cybersecurity events regarding our technology systems, which have affected and could further affect manufacturing and business operations and could result in lost or stolen information and associated remediation costs; our ability to protect our brands and intellectual property; an impairment to the value of goodwill and other assets; product liability, warranty, and other claims risks; legal, environmental, and other regulatory compliance, including increased costs, fines, and reputational risks; risks associated with joint ventures that do not operate solely for our benefit; changes in income tax legislation or enforcement; managing our share repurchases; and risks associated with certain divisive shareholder activist actions.
Additional risk factors are included in the 2024 Form 10-K, in subsequent Quarterly Reports on Form 10-Q, and may be further updated in our filings with the SEC. Forward-looking statements speak only as of the date on which they are made, and Brunswick does not undertake any obligation to update them to reflect events or circumstances after the date of this Quarterly Report on Form 10-Q.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
We are exposed to market risk from changes in foreign currency exchange rates, interest rate, and commodity prices. We enter into various hedging transactions to mitigate these risks in accordance with guidelines established by our management. We do not use financial instruments for trading or speculative purposes. Our risk management objectives are described in
Note 5 – Financial Instruments
in the Notes to Condensed Consolidated Financial Statements and Note 12 in the Notes to Consolidated Financial Statements in the 2024 Form 10-K.
There have been no significant changes to our market risk since December 31, 2024. For a discussion of exposure to market risk, refer to Part II, Item 7A – Quantitative and Qualitative Disclosures about Market Risk, set forth in the 2024 Form 10-K.
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Item 4. Controls and Procedures
Under the supervision and with the participation of our management, including the Chief Executive Officer and the Chief Financial Officer (our principal executive officer and principal financial officer, respectively), we have evaluated our disclosure controls and procedures (as defined in Securities Exchange Act Rules 13a-15(e) and 15d-15(e)) as of the end of the period covered by this Quarterly Report. Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures are effective. There were no changes in our internal control over financial reporting during the fiscal quarter covered by this report that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
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PART II – OTHER INFORMATION
Item 1A. Risk Factors
There have been no material changes from the risk factors previously disclosed in Part I, "Item 1A. Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 2024, other than the risk factor below, updated in the Company's Quarterly Report on Form 10-Q for the quarter ended March 29, 2025:
Changes to trade policy, tariffs, and import/export regulations may have a material adverse effect on our business, financial condition, and results of operations.
All our businesses are affected by global trade policy. We have been, and continue to be, subject to meaningful tariffs, such as China Section 301 investigation tariffs. In addition, the U.S. government has imposed new tariffs on foreign imports into the United States, including significant tariffs on most product imports from China as well as incremental tariffs on goods from other countries. These actions have resulted in certain retaliatory tariffs on U.S. goods sold into other countries. There may be no opportunity for exclusions from such tariffs, or we may not be granted exclusions. In addition to having to pay the tariffs, the volatile trade policy environment may lead to declining consumer confidence, inflation, lower economic expectations, and ultimately reduced demand for our products and services. This may result in a material adverse effect on our business, financial condition and results of operations as well as future asset impairments.
While we will attempt to take steps to mitigate or avoid some of these increased costs and disruptions, our ability to do so may be limited by operational and supply chain constraints, especially in the short term. In addition, our ability to recover cost increases through price adjustments may be limited by competitive pressures, customer acceptance, and contractual limitations.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
On January 30, 2024, our Board of Directors approved a $500 million increase to our share repurchase authorization. During the nine months ended September 27, 2025, we repurchased $65.0 million of stock, and the remaining authorization was $356.5 million as of September 27, 2025.
We repurchased the following shares of common stock during the three months ended September 27, 2025:
| Period | Total Number of Shares Purchased | Weighted Average Price Paid per Share | Total Number of Shares Purchased as Part of Publicly Announced Program | Maximum Amount of Dollars that May Yet Be Used to Purchase Shares Under the Program | ||||||||||||||||||||||
| June 29 to July 26 | 116,175 | $ | 59.23 | 116,175 | ||||||||||||||||||||||
| July 27 to August 23 | 97,967 | 60.21 | 97,967 | |||||||||||||||||||||||
| August 24 to September 27 | 141,166 | 64.47 | 141,166 | |||||||||||||||||||||||
| Total | 355,308 | $ | 61.58 | 355,308 | $ | 356,466,714 | ||||||||||||||||||||
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Item 5. Other Information
Securities Trading Plans of Executive Officers and Directors
Rule 10b5-1 under the Exchange Act provides an affirmative defense that enables pre-arranged transactions in securities in a manner that avoids concerns about initiating transactions at a future date while possibly in possession of material nonpublic information. Our Insider Trading and Unauthorized Disclosures Policy permits our officers and directors to enter into trading plans designed to comply with Rule 10b5-1.
During the quarterly period ended September 27, 2025,
none of our officers (as defined in Rule 16a-1(f) under the Exchange Act) or directors adopted or terminated a Rule 10b5-1 trading plan or adopted or terminated a non-Rule 10b5-1 trading arrangement (as defined in Item 408(c) of Regulation S-K).
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Item 6. Exhibits
| 101.INS | XBRL Instance Document | ||||
| 101.SCH | XBRL Taxonomy Extension Schema Document | ||||
| 101.CAL | XBRL Taxonomy Extension Calculation Linkbase Document | ||||
| 101.DEF | XBRL Taxonomy Extension Definition Linkbase Document | ||||
| 101.LAB | XBRL Taxonomy Extension Label Linkbase Document | ||||
| 101.PRE | XBRL Taxonomy Extension Presentation Linkbase Document | ||||
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) | ||||
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
|
BRUNSWICK CORPORATION
|
||||||||
| October 30, 2025 | By: | /s/ RANDALL S. ALTMAN | ||||||
| Randall S. Altman | ||||||||
| Senior Vice President and Controller* | ||||||||
*Mr. Altman is signing this report both as a duly authorized officer and as the principal accounting officer.
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TABLE OF CONTENTS
Part I - Financial InformationItem 1. Condensed Consolidated Financial StatementsNote 1 Significant Accounting PoliciesNote 2 Revenue RecognitionNote 3 Restructuring, Exit, and Impairment ActivitiesNote 4 AcquisitionsNote 5 Financial InstrumentsNote 6 Fair Value MeasurementsNote 7 Commitments and ContingenciesNote 8 Goodwill and Other IntangiblesNote 9 Segment InformationNote 10 Comprehensive IncomeNote 11 Income TaxesNote 12 DebtNote 13 Supplier Finance Program ObligationsItem 2. Management's Discussion and Analysis Of Financial Condition and Results Of OperationsNote 8 - Goodwill and Other IntangiblesItem 3. Quantitative and Qualitative Disclosures About Market RiskItem 4. Controls and ProceduresPart II Other InformationItem 1A. Risk FactorsItem 2. Unregistered Sales Of Equity Securities and Use Of ProceedsItem 5. Other InformationItem 6. Exhibits