OVERVIEW


Our company is comprised of two reporting segments: North America and Rest of
World. Our Rest of World segment is primarily comprised of China, Europe and
India. Both segments manufacture and market comprehensive lines of residential
and commercial gas and electric water heaters, boilers, tanks, and water
treatment products. Both segments primarily manufacture and market in their
respective region of the world.
In January 2020, an outbreak of a novel coronavirus (COVID-19) surfaced in
Wuhan, China. As a result of the outbreak, the Chinese government required
businesses to close and restricted certain travel within the country. In March
2020, COVID-19 was declared a global pandemic and we experienced impacts to our
business and other markets worldwide. As a result of the COVID-19 pandemic and
in support of continuing our manufacturing efforts, we have undertaken numerous
and meaningful steps to protect our employees, suppliers, and customers. As we
continue to receive guidance from governmental authorities, we adjust our safety
measures to meet or exceed those guidelines.
Our global supply chain management team continued to navigate through supply
chain and logistics challenges. We have seen supply constraints for certain
components and raw materials used in our operations, as well as limited
container and trucking capacity, and port congestion and delays. We expect those
challenges to continue for the foreseeable future and we remain in close
communication with our suppliers.
In our North America segment, we expect residential water heater industry
volumes will increase approximately six percent in 2021 compared with 2020,
driven by continued growth in replacement demand and new home construction. We
believe that commercial water heater industry volumes will increase
approximately ten percent in 2021 as pandemic-impacted businesses continue to
re-open and new construction and replacement installations increase. We continue
to experience significant inflation across our supply chain, particularly steel
and logistics costs. In response to continued material and logistics cost
increases, we have implemented price increases, including our announced fifth
price increase in 2021 on water heaters in September, effective on November 15,
2021. When fully realized at the end of 2021, the five announced
inflation-related price increases on water heaters compound to approximately 50
percent. We expect our boiler sales to grow by approximately 13 percent in 2021
compared to 2020 due to pandemic-related pent-up demand as well as our new
product introductions. We expect sales of our North America water treatment
products to increase by approximately 12 percent in 2021, compared to 2020,
primarily driven by consumer demand for our point of use and point of entry
water treatment systems.
In our Rest of World segment, we expect China sales in 2021 to increase 20 to 22
percent in local currency terms compared with 2020 due to higher volumes and
increased consumer demand for our higher priced products across all of our
product categories driven by differentiated new products we launched in the last
12 to 24 months. Our sales in China were negatively impacted by COVID-19
pandemic related shutdowns in 2020. We assume China currency rates will stay at
current levels and add approximately $54 million and $4 million to sales and
earnings in 2021, respectively.

RESULTS OF OPERATIONS
THIRD QUARTER AND FIRST NINE MONTHS OF 2021 COMPARED TO 2020
Sales in the third quarter of 2021 were $915 million, or approximately 20
percent higher than sales of $760 million in the third quarter of 2020. Sales in
the first nine months of 2021 were $2,543 million or approximately 23 percent
higher than sales of $2,061 million in the same period last year. Both periods
in 2020 were negatively impacted by the COVID-19 pandemic. Our sales increases
in the third quarter and first nine months of 2021 compared to the same periods
of the previous year were primarily driven by inflation-related pricing actions
and higher water heater, boiler, and water treatment volumes in North America as
well as higher sales in China. Our sales in China also benefited from currency
translation of approximately $14 million and $49 million in the third quarter
and first nine months of 2021, respectively, due to the appreciation of the
Chinese currency against the U.S. Dollar.
Gross profit margin in the third quarter of 2021 was 37.2 percent compared to
gross profit margin of 39.1 percent in the same period last year. Gross profit
margin in the first nine months of 2021 was 37.4 percent compared to the gross
profit margin of 38.0 percent in the first nine months of 2020. The lower gross
margin in both periods of 2021 compared to 2020 was primarily due to higher
steel and other material costs which outpaced our pricing actions.

Selling, general, and administrative (SG&A) expenses in the third quarter and
first nine months of 2021 increased by $18.2 million and $28.1 million,
respectively, compared to the prior-year periods. The increase in SG&A expenses
in the third quarter and first nine months of 2021 was primarily due to higher
advertising, engineering and selling expenses and higher
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management incentive expenses related to higher earnings compared to the same
periods last year. Higher SG&A expenses in both the third quarter and first nine
months of 2021 were partially offset by lower spending in China associated with
headcount reductions, store closures and other cost-saving measures previously
implemented during 2020.
During the third quarter and first nine months of 2020, aligning our business to
market conditions, we recognized $1.6 million and $7.7 million, respectively, of
pre-tax severance and restructuring expenses. These expenses were primarily
comprised of $1.6 million of severance expenses in the third quarter of 2020 and
$6.8 million of severance costs and $0.9 million of other restructuring expenses
in the first nine months of 2020. These activities are reflected in "severance
and restructuring expenses" in the accompanying financial statements.
We are providing non-GAAP measures (adjusted earnings, adjusted earnings per
share, and adjusted segment earnings) that exclude severance and restructuring
expenses. Reconciliations to measures on a GAAP basis are provided later in this
section. We believe that the measures of adjusted earnings, adjusted EPS and
adjusted segment earnings provide useful information to investors about our
performance and allow management and our investors to better compare our
performance period over period.
Interest expense in the third quarter of 2021 was $1.0 million compared to $1.6
million in the same period last year. Interest expense in the first nine months
of 2021 was $2.9 million compared to $6.3 million in the same period the
previous year. The decrease in interest expense in the third quarter and first
nine months of 2021 compared to the same periods last year was primarily due to
lower debt levels.
Other income was $4.7 million in the third quarter of 2021, higher than $2.8
million in the same period last year. Other income in the first nine months of
2021 was $13.6 million compared to $11.0 million in the first nine months of
2020. The increase in other income in the third quarter and first nine months of
2021 compared to the same periods last year was primarily due to higher pension
income. The third quarter of 2021 also benefited from higher interest income.
Our pension costs and credits are developed from actuarial valuations. The
valuations reflect key assumptions regarding, among other things, discount
rates, expected return on plan assets, retirement ages, and years of service. We
consider current market conditions, including changes in interest rates, in
making these assumptions. Our assumption for the expected rate of return on plan
assets is 6.25 percent in 2021 compared to 6.75 percent in 2020. The discount
rate used to determine net periodic pension costs decreased to 2.45 percent in
2021 from 3.18 percent in 2020. Pension income for the third quarter and first
nine months of 2021 was $2.9 million and $8.7 million, respectively, compared to
$1.8 million and $5.9 million in the third quarter and first nine months of
2020, respectively. The service cost component of our pension income is
reflected in cost of products sold and SG&A expenses. All other components of
our pension income are reflected in other income.
Our effective income tax rates for the third quarter and first nine months of
2021 were 20.9 percent and 21.7 percent, respectively. Our effective income tax
rates for the third quarter and first nine months of 2020 were 23.2 percent and
23.0 percent, respectively. Our effective income tax rates in the third quarter
and first nine months of 2021 were lower than the effective income tax rates in
the same periods of 2020 primarily due to a change in geographic earnings mix as
well as a favorable tax impact of 4.2 million related to amending a previously
filed tax return. We estimate that our annual effective income tax rate for the
full year 2021 will be approximately 22.0 percent.
North America
Sales in the North America segment were $658 million in the third quarter of
2021, or $114 million higher than sales of $544 million in the third quarter of
2020. Sales in the first nine months of 2021 were $1,815 million or $258 million
higher than sales of $1,557 million in the same period last year. The increases
in sales in the third quarter and first nine months 2021 compared to the
prior-year periods were primarily due to the impact of pricing actions, largely
on water heaters, implemented to offset higher steel, other material and
logistics costs, as well as higher water heater, boiler, and water treatment
volumes.
North America segment earnings were $151.8 million in the third quarter of 2021,
or approximately 14 percent higher than segment earnings of $133.1 million in
the same period of 2020. Segment earnings in the first nine months of 2021 were
$423.9 million, or approximately 16 percent higher than segment earnings of
$365.6 million in the first nine months of 2020. Segment margin of 23.1 percent
in the third quarter of 2021 was lower than segment margin of 24.5 percent in
the same period last year. Segment margin of 23.4 percent in the first nine
months of 2021 was slightly lower than segment margin of 23.5 percent in the
same period last year. Adjusted segment earnings and adjusted segment margin in
the third quarter of 2020 were $133.6 million and 24.6 percent, respectively.
Adjusted segment earnings and adjusted segment margin in the first nine months
of 2020 were $368.3 million and 23.6 percent, respectively. Higher segment
earnings in the third quarter and first nine months of 2021 compared to the
prior-year periods were primarily driven by inflation-related price increases
implemented to offset higher costs as well as higher volumes, partially offset
by higher material and freight costs. Segment earnings and margin in the
prior-year periods were also adversely impacted by certain costs related to the
pandemic. These costs included temporarily moving production from Mexico to the
U.S., paying employees during temporary plant shutdowns, proactively deep
cleaning facilities,
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paying benefits during employee furloughs, and other costs, which were
approximately $1.1 million and $6.6 million for the three and nine months ended
2020, respectively. We expect 2021 full-year segment margin to be between 22.75
and 23.0 percent.
Adjusted segment earnings and adjusted segment margin in the third quarter and
first nine months of 2020 exclude $0.5 million and $2.7 million, respectively,
of pre-tax severance and restructuring expenses associated with an initiative to
align our business to market conditions.
Rest of World
Sales in the Rest of World segment were $263 million in the third quarter of
2021, $42 million higher than sales of $221 million in the third quarter of
2020. Sales in the first nine months of 2021 were $749 million, $228 million
higher than sales of $521 million in the first nine months of 2020. Sales in
China increased approximately 19 percent in U.S. dollar terms and 12 percent in
local currency in the third quarter of 2021 and increased approximately 46
percent in U.S. dollar terms and 36 percent in local currency in the first nine
months of 2021 compared to the same periods last year. The increase in Rest of
World sales in the third quarter and first nine months of 2021 was primarily due
to sales growth in each of our major product lines in China compared to the same
periods last year. In addition, sales in China benefited from currency
translation of approximately $14 million and $49 million in the third quarter
and first nine months of 2021, respectively, compared to the same periods last
year, due to the appreciation of the Chinese currency compared to the U.S.
dollar.
Rest of World segment earnings were $26.8 million in the third quarter of 2021,
compared to earnings of $16.7 million in the third quarter of 2020. Segment
earnings in the first nine months of 2021 were $60.9 million, compared to losses
of $31.3 million in the first nine months of 2020. Segment margin was 10.2
percent and 8.1 percent in the third quarter and first nine months of 2021,
compared to 7.5 percent in the third quarter of 2020 and negative margin in the
first nine months of 2020. Adjusted segment earnings in the third quarter of
2020 were $17.8 million and adjusted segment losses were $26.3 million in the
first nine months of 2020. Higher segment earnings and segment margin in the
third quarter and first nine months of 2021 compared to the prior-year periods
were primarily driven by higher volumes that were partially offset by higher
employee incentive costs and brand building-related advertising costs in China
compared to the same periods last year. In both periods in 2021, higher segment
earnings and margins were partially offset by the absence of social insurance
waivers, which we received in China in the prior-year periods. We expect
full-year segment margin to be approximately eight percent in 2021.
Adjusted segment earnings in the third quarter and first nine months of 2020
exclude $1.1 million and $5.0 million, respectively, of pre-tax severance and
restructuring expenses associated with an initiative to align our business to
market conditions.
Outlook
Excluding the impact of our recent acquisition of Giant Factories, Inc. (Giant),
we expect our consolidated sales to grow between 20 and 21 percent in 2021 on
inflation-related pricing actions and strong China, North America water heater,
water treatment and boiler volumes. Our sales growth projection includes
approximately $54 million of benefit from China currency translation. We
increased the midpoint of our EPS guidance for 2021 and we believe we will
achieve full-year net earnings of between $2.86 and $2.90 per share. Our 2021
guidance excludes the potential impacts from future acquisitions.
Liquidity & Capital Resources
Working capital of $756 million as of September 30, 2021, was $24 million higher
than at December 31, 2020. The change in working capital was driven by
sales-related increases to accounts receivable balances and higher inventories
that were partially offset by higher accounts payable balances. As of September
30, 2021, approximately $520 million of our $685 million of cash, cash
equivalents, and marketable securities was held by our foreign subsidiaries. In
the first nine months of 2021, we repatriated approximately $160 million of cash
from our foreign subsidiaries. We used the proceeds to repurchase shares of our
common stock.
Cash provided by operations in the first nine months of 2021 was $376.8 million
compared with $330.4 million during the same period last year. The impact of
higher earnings was partially offset by higher investments in working capital
compared with the same period in 2020. For the full year 2021, we expect cash
provided by operating activities will be between $550 and $575 million, similar
to 2020 cash provided by operating activities of $562 million primarily due to
higher earnings in 2021 being offset by higher investments in working capital
compared to last year.
Capital expenditures totaled $45.3 million in the first nine months of 2021,
compared with $36.7 million in the year-ago period. We project 2021 capital
expenditures will be between $70 and $75 million, and full-year depreciation and
amortization expense will be approximately $80 million.
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During the second quarter of 2021, we renewed and amended our $500 million
revolving credit facility, which now expires on April 1, 2026. The renewed and
amended facility, with a group of nine banks, has an accordion provision that
allows it to be increased up to $850 million if certain conditions (including
lender approval) are satisfied. Borrowing rates under the facility are
determined by our leverage ratio. The facility requires us to maintain two
financial covenants, a leverage ratio test and an interest coverage test, and we
were in compliance with the covenants as of September 30, 2021. We did not have
borrowings on this facility as of September 30, 2021.
The facility backs up commercial paper and credit line borrowings. At September
30, 2021, we had an available borrowing capacity of $500 million under this
facility. We believe the combination of available borrowing capacity and
operating cash flows will provide sufficient funds to finance our existing
operations for the foreseeable future.
Our total debt decreased by $6.8 million from $113.2 million at December 31,
2020 to $106.4 million at September 30, 2021. Our leverage, as measured by the
ratio of total debt to total capitalization, calculated excluding operating
lease liabilities, was 5.3 percent at September 30, 2021, compared with 5.8
percent at December 31, 2020.
Our pension plan continues to meet all funding requirements under ERISA
regulations. We are not required to make a contribution and we do not plan to
make any voluntary contributions to the plan in 2021.
In the first quarter of 2021, our Board of Directors approved adding 7,000,000
shares of common stock to our existing discretionary share repurchase authority.
Under our share repurchase program, we may purchase our common stock through a
combination of a Rule 10b5-1 automatic trading plan and discretionary purchases
in accordance with applicable securities laws. The stock repurchase
authorization remains effective until terminated by our Board of Directors,
which may occur at any time, subject to the parameters of any Rule 10b5-1
automatic trading plan that we may then have in effect. During the first nine
months of 2021, we repurchased 3,177,467 shares of our stock at a total cost of
$212.0 million. As of September 30, 2021, we had 5,436,357 shares remaining on
the share repurchase authority. After a black out period on share repurchase
activity in the third quarter related to the Giant acquisition, we plan to
resume our repurchase program in early November. Depending on factors such as
stock price, working capital requirements and alternative investment
opportunities, we expect to spend approximately $400 million on stock
repurchases in 2021 through a combination of our Rule 10b5-1 automatic trading
plan and opportunistic repurchases in the open market.
On October 11, 2021, our Board of Directors increased the rate of our quarterly
cash dividend of $0.28 per share on our Common Stock and Class A common stock.
The dividend is payable on November 15, 2021, to shareholders of record on
October 29, 2021.
On October 19, 2021, we acquired Giant, a Canada-based manufacturer of
residential and commercial water heaters for approximately $192 million using a
combination of debt and cash. Giant manufactures water heaters at two facilities
in Montreal, Canada and sells water heating products under the Giant brand
across Canada. Giant had trailing twelve-month annual sales of approximately
$105 million.

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Non-GAAP Financial Information
We provide a non-GAAP measure, adjusted earnings per share (EPS) that excludes
severance and restructuring expenses in 2020. We believe that this measure of
adjusted EPS provides useful information to investors about our performance and
allows management and our investors to better compare our performance period
over period.
                            A. O. SMITH CORPORATION
                       Adjusted Earnings and Adjusted EPS
                  (dollars in millions, except per share data)
                                  (unaudited)

The following is a reconciliation of net earnings and diluted EPS to adjusted earnings (non-GAAP) and adjusted EPS (non-GAAP):


                                                      Three Months Ended                      Nine Months Ended
                                                        September 30,                           September 30,
                                                    2021                2020               2021               2020
Net Earnings (GAAP)                           $    131.6             $  105.4          $    347.5          $  224.9
Severance and restructuring expenses, before
tax                                                    -                  1.6                   -               7.7
Tax effect of severance and restructuring
expenses                                               -                 (0.3)                  -              (1.4)
Adjusted Earnings                             $    131.6             $  106.7          $    347.5          $  231.2

Diluted EPS (GAAP)                            $     0.82             $   0.65          $     2.15          $   1.38
Severance and restructuring expenses, per
diluted share                                          -             $   0.01                   -              0.05
Tax effect of severance and restructuring
expenses per diluted share                             -             $      -                   -             (0.01)
Adjusted EPS                                  $     0.82             $   0.66          $     2.15          $   1.42


                            A. O. SMITH CORPORATION
                           Adjusted Segment Earnings
                             (dollars in millions)
                                  (unaudited)
The following is a reconciliation of reported segment earnings to adjusted
segment earnings (non-GAAP):
                                            Three Months Ended              Nine Months Ended
                                               September 30,                  September 30,
                                             2021            2020           2021          2020
Segment Earnings (GAAP)
North America                          $    151.8          $ 133.1      $    423.9      $ 365.6
Rest of World                                26.8             16.7            60.9        (31.3)
Inter-segment earnings elimination           (0.1)               -            (0.1)        (0.3)
Total Segment Earnings (GAAP)          $    178.5          $ 149.8      $    484.7      $ 334.0
Adjustments
North America(1)                       $        -          $   0.5      $        -      $   2.7
Rest of World(2)                                -              1.1               -          5.0
Total Adjustments                      $        -          $   1.6      $        -      $   7.7
Adjusted Segment Earnings
North America                          $    151.8          $ 133.6      $    423.9      $ 368.3
Rest of World                                26.8             17.8            60.9        (26.3)
Inter-segment earnings elimination           (0.1)               -            (0.1)        (0.3)
Total Adjusted Segment Earnings        $    178.5          $ 151.4      $   

484.7 $ 341.7




(1) In the third quarter and first nine months of 2020, the Company recognized
$0.5 million and $2.7 million of severance and restructuring expenses,
respectively. For additional information, see Note 3 of the notes to the
financial statements.
(2) In the third quarter and first nine months of 2020, the Company recognized
$1.1 million and $5.0 million of severance and restructuring expenses,
respectively. For additional information, see Note 3 of the notes to the
financial statements.
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                            A. O. SMITH CORPORATION
                    2021 EPS Guidance and 2020 Adjusted EPS
                                  (unaudited)
The following is a reconciliation of diluted EPS to adjusted EPS (non-GAAP):
                                                                 2021 Guidance                 2020
Diluted EPS (GAAP)                                                     $2.86 - 2.90       $      2.12
Severance and restructuring expenses per diluted share, net
of tax                                                                     -                     0.04
Adjusted EPS                                                           $2.86 - 2.90       $      2.16


Critical Accounting Policies
Our consolidated financial statements are prepared in conformity with accounting
principles generally accepted in the U.S., which requires the use of estimates
and assumptions about future events that affect the amounts reported in the
financial statements and accompanying notes. Future events and their effects
cannot be determined with absolute certainty. Therefore, the determination of
estimates requires the exercise of judgment. Actual results inevitably will
differ from those estimates, and such differences may be material to the
financial statements. The critical accounting policies that we believe could
have the most significant effect on our reported results or require complex
judgment by management are contained in Item 7, Management's Discussion and
Analysis of Financial Condition and Results of Operations, of our Annual Report
on Form 10-K for the year ended December 31, 2020. We believe that at
September 30, 2021, there has been no material change to this information.
Recent Accounting Pronouncement
Refer to Recent Accounting Pronouncement in Note 1 - Basis of Presentation in
the notes to our condensed consolidated financial statements included in Part 1
Financial Information.
Forward Looking Statements
This filing contains statements that the Company believes are "forward-looking
statements" within the meaning of the Private Securities Litigation Reform Act
of 1995. Forward-looking statements generally can be identified by the use of
words such as "may," "will," "expect," "intend," "estimate," "anticipate,"
"believe," "forecast," "continue," "guidance" or words of similar meaning. All
forward-looking statements are subject to risks and uncertainties that could
cause actual results to differ materially from those anticipated as of the date
of this filing. Important factors that could cause actual results to differ
materially from these expectations include, among other things, the following:
the Company's ability to continue to obtain commodities, components, parts and
accessories on a timely basis through its supply chain and at expected costs;
negative impacts to the Company's businesses, including demand for its products,
particularly commercial products, operations and workforce dislocation and
disruption as a result of the severity and duration of the COVID-19 pandemic;
inability of the Company to implement or maintain pricing actions; an uneven
recovery of the Chinese economy or decline in the growth rate of consumer
spending or housing sales in China; negative impact to the Company's businesses
from international tariffs, trade disputes and geopolitical differences;
potential weakening in the high-efficiency boiler segment in the U.S.;
substantial defaults in payment, material reduction in purchases by or the loss,
bankruptcy or insolvency of a major customer, including from the result of
COVID-19; a weakening in U.S. residential or commercial construction or
instability in the Company's replacement markets; foreign currency fluctuations;
the Company's inability to successfully integrate or achieve its strategic
objectives resulting from acquisitions; competitive pressures on the Company's
businesses; the impact of potential information technology or data security
breaches; changes in government regulations or regulatory requirements; and
adverse developments in general economic, political and business conditions in
key regions of the world. Forward-looking statements included in this filing are
made only as of the date of this filing, and the Company is under no obligation
to update these statements to reflect subsequent events or circumstances. All
subsequent written and oral forward-looking statements attributed to the
Company, or persons acting on its behalf, are qualified entirely by these
cautionary statements.

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