General


  Rexnord is a growth-oriented, multi-platform industrial company with what we
believe are leading market shares and highly-trusted brands that serve a diverse
array of global end markets. Our heritage of innovation and specification have
allowed us to provide highly-engineered, mission-critical solutions to customers
for decades and affords us the privilege of having long-term, valued
relationships with market leaders. We operate our Company in a disciplined way
and the Rexnord Business System ("RBS") is our operating philosophy. Grounded in
the spirit of continuous improvement, RBS creates a scalable, process-based
framework that focuses on driving superior customer satisfaction and financial
results by targeting world-class operating performance throughout all aspects of
our business.

The following information should be read in conjunction with the audited consolidated financial statements and notes thereto, along with Item 7, Management's Discussion and Analysis of Financial Condition and Results of Operations ("MD&A"), in our Transition Report on Form 10-K for the nine month transition period ended December 31, 2020 (the "Transition Period"). Fiscal Year


  Following the end of our fiscal 2020, we transitioned from a March 31 fiscal
year-end date to a December 31 fiscal year-end date. Throughout this MD&A, we
refer to the period from January 1, 2020 through March 31, 2020, as the "three
months ended March 31, 2020" or the "quarter ended March 31, 2020." We refer to
the period from January 1, 2021 through March 31, 2021, as the "three months
ended March 31, 2021" or the "quarter ended March 31, 2021."
Expected Spin-Off of Process & Motion Control Segment
On February 15, 2021, Rexnord and Regal entered into definitive agreements
whereby Rexnord will separate its Process & Motion Control segment by way of a
tax-free spin-off to Rexnord's stockholders and then immediately combine it with
Regal in a RMT transaction. Closing of this transaction is subject to various
closing conditions, including the receipt of regulatory approvals, receipt of
the approval of Regal and Rexnord stockholders (which each of Regal and Rexnord
will solicit at special meetings of their respective stockholders at a later
date), and other customary closing conditions. This transaction is expected to
close in the fourth quarter of 2021.
Critical Accounting Policies and Estimates
  The condensed consolidated financial statements have been prepared in
accordance with accounting principles generally accepted in the United States
("U.S. GAAP"), which require us to make estimates and assumptions that affect
the reported amounts of assets and liabilities on the date of the financial
statements and revenues and expenses during the periods reported. Actual results
could differ from those estimates. Refer to Item 7, MD&A of our Transition
Report on Form 10-K for the Transition Period for information with respect to
our critical accounting policies, which we believe could have the most
significant effect on our reported results and require subjective or complex
judgments by management. Except for the items reported below, management
believes that as of March 31, 2021, and during the period from January 1, 2021
through March 31, 2021, there has been no material change to this information.
Recent Accounting Pronouncements
  See Item 1, Note 1, Basis of Presentation and Significant Accounting Policies
regarding recent accounting pronouncements.
COVID-19 Pandemic
The ongoing coronavirus ("COVID-19") pandemic and the actions taken by various
governments and third parties to combat the spread of COVID-19 (including, in
some cases, mandatory quarantines and other suspensions of non-essential
business operations) have led to disruptions in our manufacturing and
distribution operations and supply chains, including temporary reductions or
suspensions of operations at some of our manufacturing and distribution
locations around the world. In addition, our suppliers, business partners and
customers have also experienced similar negative impacts from the COVID-19
pandemic. However, as of March 31, 2021, essentially all of our global
facilities were operating with only intermittent interruptions and we are not
currently experiencing any significant issues with respect to our distribution
operations and supply chains. We remain focused on the health and well-being of
our associates and have undertaken numerous actions within our offices and
manufacturing sites that are intended to minimize the spread of COVID-19,
including implementing work from home policies, establishing social distancing
protocols for associates while at work and providing associates with access to
numerous collaboration and productivity tools to facilitate communication in
lieu of travel and face-to-face meetings.

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In order to reduce our cash outflows during this period of uncertainty and
economic volatility, we implemented workforce reductions in 2020 and reductions
of non-essential spending. Our objective with respect to these actions is to
attempt to control the downside risk to our financial results, while ensuring
that we maintain the capacity and flexibility to fully participate in the
expected eventual recovery. While the duration of the COVID-19 pandemic is
currently unknown and it is not possible at this time to estimate the scope and
severity of the impact that the pandemic could have on our operations, the
measures taken, and those that may be taken in the future, by the governments of
countries affected, actions taken to protect employees, actions taken to
shutdown or temporarily discontinue operations in certain locations, changes in
customer buying patterns and the impact of the pandemic on various business
activities in affected countries and the economy generally, it could continue to
adversely affect our financial condition, results of operations and cash flows.
Acquisitions and Divestiture
On December 11, 2020, we acquired substantially all of the assets of Hadrian
Manufacturing Inc. and 100% of the stock of Hadrian, Inc. (collectively,
"Hadrian") for a total cash purchase price of $101.3 million. Hadrian, based in
Burlington, Ontario, Canada, manufactures washroom partitions and lockers
primarily used in institutional and commercial end markets and complements our
existing Water Management platform.
On November 24, 2020, we acquired the remaining non-controlling interest in
a joint venture for a cash purchase price of $0.3 million. The acquisition of
the remaining minority interest was not material to the Company's consolidated
statements of operations or financial position.
On October 1, 2020, we completed the sale of our gearbox product line in China
within our Process & Motion Control platform for aggregate cash consideration of
$5.8 million. The gearbox product line was not material to the Company's
consolidated statements of operations or financial position and did not meet the
criteria to be presented as discontinued operations.
On January 28, 2020, we acquired substantially all of the assets of Just
Manufacturing Company ("Just Manufacturing") for a cash purchase price of
$59.4 million, excluding transaction costs and net of cash acquired. Just
Manufacturing, based in Franklin Park, Illinois, manufactures stainless steel
sinks and plumbing fixtures primarily used in institutional and commercial end
markets and complements our existing Water Management platform.
On May 10, 2019, we acquired substantially all of the assets of
StainlessDrains.com, a manufacturer of stainless steel drains, grates and
accessories for industrial and commercial end markets, for a cash purchase price
of $24.8 million. StainlessDrains.com, headquartered in Greenville, Texas, added
complementary product lines to our existing Water Management platform.

Restructuring


  During the three months ended March 31, 2021, we continued to execute various
restructuring initiatives focused on driving efficiencies, reducing operating
costs by modifying our footprint to reflect changes in the markets we serve and
the impact of acquisitions on our overall manufacturing capacity and the
refinement of our overall product portfolio. These restructuring actions
primarily resulted in workforce reductions, impairment of related manufacturing
facilities, equipment and intangible assets, lease termination costs, and other
facility rationalization costs. We expect to continue executing similar
initiatives to optimize our operating margin and manufacturing footprint. As we
continue to evaluate the impact of the ongoing COVID-19 pandemic and the
resulting effects on the global economy, we may also execute additional
restructuring actions. As such, we expect further expenses related to workforce
reductions, lease termination costs, and other facility rationalization costs on
our overall manufacturing capacity, and refining our overall product portfolio.
For the three months ended March 31, 2021, restructuring charges totaled $0.6
million. For the three months ended March 31, 2020, restructuring charges
totaled $6.6 million. Refer to Item 1, Note 3, Restructuring and Other Similar
Charges for further information.

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Results of Operations
Three Months Ended March 31, 2021 compared with the Three Months Ended March 31,
2020:
Net sales
(Dollars in Millions)
                                          Three Months Ended
                                  March 31, 2021      March 31, 2020      Change       % Change
      Process & Motion Control   $    320.9          $        363.6      $ (42.7)       (11.7) %
      Water Management                205.2                   183.4         21.8         11.9  %
       Consolidated              $    526.1          $        547.0      $ (20.9)        (3.8) %


Process & Motion Control
  Process & Motion Control net sales were $320.9 million during the three months
ended March 31, 2021, a decrease of 12% as compared to the prior year. Excluding
a 2% increase to net sales associated with foreign currency translation and a 1%
decrease from a small divestiture, core sales decreased by 13% year over year as
a result of the lower level of order backlog entering the quarter and changes in
customer buying patterns given the COVID-19 pandemic. Net sales decreased by 5%
year over year in our non-aerospace markets and by 46% in our aerospace markets.
Water Management
  Water Management net sales were $205.2 million during the three months ended
March 31, 2021, an increase of 12% year over year. Excluding an 8% year over
year increase in net sales resulting from our prior-year acquisitions of Just
Manufacturing and Hadrian, core sales increased 4% driven by increased demand
across several product lines including our hygienic and environmental solutions.
Income from operations
(Dollars in Millions)
                                          Three Months Ended
                                  March 31, 2021      March 31, 2020      Change       % Change
      Process & Motion Control   $       55.0        $       61.4        $ (6.4)        (10.4) %
        % of net sales                   17.1   %            16.9   %       0.2  %
      Water Management                   40.6                41.8          (1.2)         (2.9) %
        % of net sales                   19.8   %            22.8   %      (3.0) %
      Corporate                         (17.0)              (15.2)         (1.8)        (11.8) %
        Consolidated             $       78.6        $       88.0        $ (9.4)        (10.7) %
          % of net sales                 14.9   %            16.1   %      (1.2) %


Process & Motion Control
  Process & Motion Control income from operations during the three months ended
March 31, 2021 was $55.0 million, or 17.1% of net sales. Income from operations
as a percentage of net sales increased by 20 basis points year over year due to
benefits from cost reduction and productivity initiatives and lower
year-over-year restructuring expense, which combined to more than offset the
impact of lower sales as compared to the prior year.
Water Management
  Water Management income from operations was $40.6 million during the three
months ended March 31, 2021, or 19.8% of net sales. Income from operations as a
percentage of net sales decreased by 300 basis points year over year as the
favorable impact of higher sales growth year over year was more than offset by
increases in restructuring, non-cash stock compensation and amortization
expenses, the mix impact of the Hadrian acquisition and the year-over-year
change in the adjustment to state inventories at last-in-first-out cost.
Corporate
  Corporate expenses were $17.0 million and $15.2 million during the three
months ended March 31, 2021 and 2020, respectively. The increase in corporate
expenses during the three months ended March 31, 2021, is primarily the result
of higher year over year non-cash stock compensation expense.
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Interest expense, net
  Interest expense, net was $11.0 million during the three months ended
March 31, 2021, compared to $13.4 million during the three months ended
March 31, 2020. The decrease in interest expense as compared to the prior year's
period is primarily a result of the impact of lower outstanding borrowings and
lower average interest rates. See Item 1, Note 12 Long-Term Debt for more
information.
Actuarial loss on pension and postretirement benefit obligations
There was no actuarial loss on pension and postretirement benefit obligations
recognized in the three months ended March 31, 2021. Actuarial loss on pension
and postretirement benefit obligations in the three months ended March 31, 2020,
was $35.8 million. The non-cash actuarial loss recognized during the three
months ended March 31, 2020, was primarily the result of decreases in discount
rates coupled with lower-than-expected asset returns, partially offset by
decreases in life expectancy assumptions utilized within the remeasurement of
our defined benefit plans in connection with our previous March 31st fiscal year
end.

Other expense, net


  Other expense, net during the three months ended March 31, 2021 and 2020, was
$0.4 million and $3.6 million, respectively. Other expense, net consists
primarily of foreign currency transaction gains and losses and the non-service
cost components associated with our defined benefit plans. The year-over-year
change is primarily driven by changes in foreign currency rates.
Provision for income taxes
The income tax provision was $17.2 million during the three months ended
March 31, 2021, compared to $6.4 million in the three months ended March 31,
2020. The effective income tax rate for the three months ended March 31, 2021
was 25.6% versus 18.2% in the three months ended March 31, 2020. The effective
income tax rate for the three months ended March 31, 2021 was above the U.S.
federal statutory rate of 21% primarily due to the accrual of foreign income
taxes, which are generally above the U.S. federal statutory rate, the accrual of
unrecognized income tax benefits in which such realization is not deemed
more-likely-than-not, the accrual of additional income taxes associated with
compensation deduction limitations under Section 162(m) of the Internal Revenue
Code and the accrual of various state income taxes, partially offset by the
recognition of a discrete foreign financing-related income tax benefit, as well
as the recognition of income tax benefits associated with foreign-derived
intangible income ("FDII"). The effective income tax rate for the three months
ended March 31, 2020 was below the U.S. federal statutory rate of 21% primarily
due to the recognition of certain previously unrecognized tax benefits due to
the lapse of the applicable statutes of limitations and the recognition of
income tax benefits associated with FDII, partially offset by the accrual of
foreign income taxes, which are generally above the U.S. federal statutory rate,
the accrual of additional income taxes associated with global intangible
low-taxed income ("GILTI") and the accrual of various state income taxes.

On a quarterly basis, we review and analyze our valuation allowances associated
with deferred tax assets relating to certain foreign and state net operating
loss carryforwards as well as U.S. federal and state capital loss carryforwards.
In conjunction with this analysis, we weigh both positive and negative evidence
for purposes of determining the proper balances of such valuation allowances.
Future changes to the balances of these valuation allowances, as a result of our
continued review and analysis, could result in a material impact to the
financial statements for such period of change.

Net income


  Net income during the three months ended March 31, 2021 and 2020, was $50.1
million and $28.6 million, respectively, as a result of the factors described
above. Diluted net income per share was $0.40 during the three months ended
March 31, 2021, as compared to diluted net income per share of $0.23 during the
three months ended March 31, 2020.
Net income attributable to Rexnord
  Net income attributable to Rexnord during the three months ended March 31,
2021, was $50.0 million compared to $28.5 million during the three months ended
March 31, 2020. Diluted net income per share attributable to Rexnord for the
three months ended March 31, 2021 and March 31, 2020, was $0.40 and $0.23,
respectively, as a result of the factors described above.

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Non-GAAP Financial Measures

Non-GAAP financial measures are intended to supplement and not replace financial measures prepared in accordance with GAAP. Core sales


  Core sales excludes the impact of acquisitions (such as the Hadrian and Just
Manufacturing acquisitions), divestitures and foreign currency translation.
Management believes that core sales facilitates easier and more meaningful
comparisons of our net sales performance with prior and future periods and to
our peers. We exclude the effect of acquisitions and divestitures because the
nature, size and number of acquisitions and divestitures can vary dramatically
from period to period and between us and our peers, and can also obscure
underlying business trends and make comparisons of long-term performance
difficult. We exclude the effect of foreign currency translation from this
measure because the volatility of currency translation is not under management's
control.
EBITDA
  EBITDA represents earnings from continuing operations before interest and
other debt related activities, taxes, depreciation and amortization. EBITDA is
presented because it is an important supplemental measure of performance and it
is frequently used by analysts, investors and other interested parties in the
evaluation of companies in our industry. EBITDA is also presented and compared
by analysts and investors in evaluating our ability to meet debt service
obligations. Other companies in our industry may calculate EBITDA differently.
EBITDA is not a measurement of financial performance under U.S. GAAP and should
not be considered as an alternative to cash flow from operating activities or as
a measure of liquidity or an alternative to net income as indicators of
operating performance or any other measures of performance derived in accordance
with U.S. GAAP. Because EBITDA is calculated before recurring cash charges,
including interest expense and taxes, and is not adjusted for capital
expenditures or other recurring cash requirements of the business, it should not
be considered as a measure of discretionary cash available to invest in the
growth of the business.
Adjusted EBITDA
  Adjusted EBITDA (as described below in "Covenant Compliance") is an important
measure because, under our credit agreement, our ability to incur certain types
of acquisition debt and certain types of subordinated debt, make certain types
of acquisitions or asset exchanges, operate our business and make dividends or
other distributions, all of which will impact our financial performance, is
impacted by our Adjusted EBITDA, as our lenders measure our performance with a
net first lien leverage ratio by comparing our senior secured bank indebtedness
to our Adjusted EBITDA (see "Covenant Compliance" for additional discussion of
this ratio, including a reconciliation to our net income). We reported net
income attributable to Rexnord in the three months ended March 31, 2021, of
$50.0 million and Adjusted EBITDA for the same period of $120.2 million. See
"Covenant Compliance" for a reconciliation of Adjusted EBITDA to net income
attributable to Rexnord.
Covenant Compliance
  Our credit agreement, which governs our senior secured credit facilities,
contains, among other provisions, restrictive covenants regarding indebtedness,
payments and distributions, mergers and acquisitions, asset sales, affiliate
transactions, capital expenditures and the maintenance of certain financial
ratios. Payment of borrowings under the credit agreement may be accelerated if
there is an event of default. Events of default include the failure to pay
principal and interest when due, a material breach of a representation or
warranty, certain non-payments or defaults under other indebtedness, covenant
defaults, events of bankruptcy and a change of control. Certain covenants
contained in the credit agreement restrict our ability to take certain actions,
such as incurring additional debt or making acquisitions, if we are unable to
meet a maximum total net leverage ratio of 6.75 to 1.0 as of the end of each
fiscal quarter. At March 31, 2021, our net leverage ratio was 2.2 to 1.0.
Failure to comply with these covenants could limit our long-term growth
prospects by hindering our ability to borrow under the revolver, to obtain
future debt and/or to make acquisitions.
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  "Adjusted EBITDA" is the term we use to describe EBITDA as defined and
adjusted in our credit agreement, which is net income, adjusted for the items
summarized in the table below. Adjusted EBITDA is intended to show our
unleveraged, pre-tax operating results and therefore reflects our financial
performance based on operational factors, excluding non-operational, non-cash or
non-recurring losses or gains. In view of our debt level, it is also provided to
aid investors in understanding our compliance with our debt covenants. Adjusted
EBITDA is not a presentation made in accordance with GAAP, and our use of the
term Adjusted EBITDA varies from others in our industry. This measure should not
be considered as an alternative to net income, income from operations or any
other performance measures derived in accordance with GAAP. Adjusted EBITDA has
important limitations as an analytical tool, and should not be considered in
isolation, or as a substitute for analysis of our results as reported under
GAAP. For example, Adjusted EBITDA does not reflect: (a) our capital
expenditures, future requirements for capital expenditures or contractual
commitments; (b) changes in, or cash requirements for, our working capital
needs; (c) the significant interest expenses, or the cash requirements necessary
to service interest or principal payments, on our debt; (d) tax payments that
represent a reduction in cash available to us; (e) any cash requirements for the
assets being depreciated and amortized that may have to be replaced in the
future; or (f) the impact of earnings or charges resulting from matters that we
and the lenders under our credit agreement may not consider indicative of our
ongoing operations. In particular, our definition of Adjusted EBITDA allows us
to add back certain non-cash, non-operating or non-recurring charges that are
deducted in calculating net income, even though these are expenses that may
recur, vary greatly and are difficult to predict and can represent the effect of
long-term strategies as opposed to short-term results.
  In addition, certain of these expenses can represent the reduction of cash
that could be used for other corporate purposes. Further, although not included
in the calculation of Adjusted EBITDA below, the measure may at times allow us
to add estimated cost savings and operating synergies related to operational
changes ranging from acquisitions or dispositions to restructuring, and/or
exclude one-time transition expenditures that we anticipate we will need to
incur to realize cost savings before such savings have occurred.
  The calculation of Adjusted EBITDA under our credit agreement as of March 31,
2021, is presented in the table below. However, the results of such calculation
could differ in the future based on the different types of adjustments that may
be included in such respective calculations at the time.
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Set forth below is a reconciliation of net income attributable to Rexnord common stockholders to Adjusted EBITDA for the periods indicated below.


                                                                                                                  Twelve months
                                                             Nine months 

ended Three months ended ended March 31, (in millions)

                                                December 31, 2020           March 31, 2021                2021
Net income attributable to Rexnord                         $            

118.2 $ 50.0 $ 168.2



Non-controlling interest income                                           0.4                      0.1                      0.5

Equity method investment income                                          (0.2)                    (0.1)                    (0.3)
Income tax provision                                                     36.3                     17.2                     53.5

Actuarial loss on pension and postretirement benefit obligations

                                                               1.6                        -                      1.6
Other (income) expense, net (1)                                          (4.5)                     0.4                     (4.1)

Interest expense, net                                                    36.6                     11.0                     47.6
Depreciation and amortization                                            67.0                     23.5                     90.5
EBITDA                                                                  255.4                    102.1                    357.5
Adjustments to EBITDA:
Restructuring and other similar charges (2)                              14.6                      0.6                     15.2

Stock-based compensation expense                                         36.6                     14.8                     51.4
Last-in first-out inventory adjustments (3)                                 -                      1.9                      1.9
Acquisition-related fair value adjustment                                 1.2                      0.6                      1.8
Other, net (4)                                                           (0.3)                     0.2                     (0.1)
Subtotal of adjustments to EBITDA                                        52.1                     18.1                     70.2
Adjusted EBITDA                                            $            

307.5 $ 120.2 $ 427.7 Pro forma adjustment for acquisitions (5)


                                                5.1
Pro forma Adjusted EBITDA                                                                                                 432.8
Consolidated indebtedness (6)                                                                                   $         957.6
Total net leverage ratio (7)                                                                                                2.2

__________________________________


(1)Other (income) expense, net for the periods indicated, consists primarily of
gains and losses from foreign currency transactions and the non-service cost
components of net periodic benefit costs associated with our defined benefit
plans.
(2)Restructuring and other similar charges is comprised of costs associated with
workforce reductions, lease termination costs and other facility rationalization
costs.  See Item 1, Note 3, Restructuring and Other Similar Charges for more
information.
(3)Last-in first-out (LIFO) inventory adjustments are excluded in calculating
Adjusted EBITDA as defined in our credit agreement.
(4)Other, net for the periods indicated, consists primarily of gains and losses
on the disposition of long-lived assets.
(5)Represents a pro forma adjustment to include Adjusted EBITDA related to the
acquisition of Hadrian, which was permitted by our credit agreement. The pro
forma adjustment includes the period from April 1, 2020, through the date of the
Hadrian acquisition. See Item 1, Note 2, Acquisitions and Divestiture for more
information.
(6)Our credit agreement defines our consolidated indebtedness as the sum of all
indebtedness (other than letters of credit or bank guarantees, to the extent
undrawn) consisting of indebtedness for borrowed money and capitalized lease
obligations, less unrestricted cash, which was $234.2 million (as defined by the
credit agreement) at March 31, 2021.
(7)Our credit agreement defines the total net leverage ratio as the ratio of
consolidated indebtedness (as described above) to Adjusted EBITDA for the
trailing four fiscal quarters.
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Liquidity and Capital Resources
  Our primary sources of liquidity are available cash and cash equivalents, cash
flow from operations, and borrowing availability of up to $264.0 million under
our revolving credit facility. As of March 31, 2021, we also had availability of
up to $100.0 million under our accounts receivable securitization program;
however, on April 16, 2021, we provided notice of our election to terminate this
program as of May 17, 2021.
  As of March 31, 2021, we had $307.3 million of cash and cash equivalents and
$355.8 million of additional borrowing capacity ($263.3 million of available
borrowings under our revolving credit facility and $92.5 million available under
our accounts receivable securitization program). As of March 31, 2021, the
available borrowings under our credit facility and accounts receivable
securitization were reduced by $8.2 million due to outstanding letters of
credit. As of December 31, 2020, we had $255.6 million of cash and cash
equivalents and approximately $339.2 million of additional borrowing capacity
($261.0 million of available borrowings under our revolving credit facility and
$78.2 million available under our accounts receivable securitization program).
Our revolving credit facility is available to fund our working capital
requirements, capital expenditures and for other general corporate purposes.
In the three months ended March 31, 2021, the Company and Land Newco, Inc., a
wholly-owned indirect subsidiary of the Company ("Land"), each entered into a
debt commitment letter with various lenders in connection with the proposed
transaction with Regal disclosed in Item 1, Note 1, Basis of Presentation and
Significant Accounting Policies. The lenders committed to provide us with up to
$708.0 million in an aggregate principal amount of senior term loans under a
senior secured term loan facility and up to $200.0 million in an aggregate
principal amount of senior revolving loans under a senior secured revolving
credit facility. The lenders committed to provide bridge loans of up to
approximately $486.8 million under a 364-day senior bridge loan facility to Land
to be used to pay the dividend required in connection with the transaction. If
the proposed transaction with Regal is consummated, the indebtedness
contemplated by the commitment letter with Land will become indebtedness of a
wholly-owned subsidiary of Regal.
Cash Flows
  Cash provided by operating activities was $71.3 million and $123.9 million
during the three months ended March 31, 2021 and 2020, respectively. Higher
trade working capital and the impact of timing of payments on accrued expenses
were partially offset by higher net income generated during the three months
ended March 31, 2021.
  Cash used for investing activities was $8.1 million during the three months
ended March 31, 2021 compared to $74.1 million during the three months ended
March 31, 2020. Investing activities during the three months ended March 31,
2021, primarily included $9.2 million of capital expenditures, partially offset
by the receipt of $0.7 million in connection with the sale of certain long-lived
assets. Investing activities during the three months ended March 31, 2020,
included $15.9 million of capital expenditures and $59.4 million for the
acquisition of Just Manufacturing, partially offset by the receipt of $1.2
million in connection with the sale of certain long-lived assets.
  Cash used for financing activities was $9.4 million during the three months
ended March 31, 2021, compared to cash provided by financing activities of
$253.4 million during the three months ended March 31, 2020. During the three
months ended March 31, 2021, we utilized $0.5 million of cash for payments on
outstanding debt, $10.8 million for the payment of common stock dividends and
$0.9 million to repurchase shares of common stock. The three months ended
March 31, 2021, also includes $2.8 million of cash proceeds associated with
stock option exercises. During the three months ended March 31, 2020, we
borrowed a net $324.7 million under our credit facilities and we utilized $9.8
million for the payment of common stock dividends and $80.7 million to
repurchase common stock. The three months ended March 31, 2020, also includes
$19.2 million of cash proceeds associated with stock option exercises.
Indebtedness

As of March 31, 2021, we had $1,191.8 million of total indebtedness outstanding as follows (in millions):


                                             Total Debt at March       Current Maturities of          Long-term
                                                  31, 2021                     Debt                    Portion
Term loan (1)                                $          621.7          $                -          $       621.7
4.875% Senior Notes due 2025 (2)                        496.5                           -                  496.5

Finance leases and other subsidiary
debt                                                     73.6                         2.5                   71.1
Total                                        $        1,191.8          $              2.5          $     1,189.3

___________________________________________

(1)Includes unamortized debt issuance costs of $3.3 million at March 31, 2021. (2)Includes unamortized debt issuance costs of $3.5 million at March 31, 2021.


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