Every material Form 8-K CSW Industrials has filed with the SEC since September 06, 2024, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
CSW Industrials reported fiscal second-quarter results for the period ended September 30, 2026, with revenue up 30.5% to a record $361.4 million, driven by acquisitions and organic growth. Diluted EPS rose 20.3% to $2.90, and management said its outlook for the rest of fiscal 2027 is unchanged. Gross margin fell to 42.0% and interest expense rose sharply, but net debt was reduced by $91 million during the quarter.
Revenue of $361.4 million, up 30.5%: 20.3 points from acquisitions and 10.2 points organic growth
Diluted EPS of $2.90 vs. $2.41 a year earlier; adjusted EPS of $3.66 vs. $2.96
Gross margin of 42.0% vs. 43.0% a year earlier; net interest expense of $12.5 million vs. $1.3 million
Net debt of $734 million, net leverage of 2.10x; quarterly dividend of $0.30 per share payable November 13, 2026
CSW Industrials reported fiscal first-quarter 2027 results for the period ended June 30, 2026, with revenue up 33% to $350.6 million, driven mainly by acquisitions. Diluted EPS rose to $3.04 from $2.43, and adjusted EPS rose to a record $3.84, though interest expense increased to $12.7 million from $1.0 million.
Revenue of $350.6 million, up $87.0 million or 33.0%; organic revenue rose $14.0 million or 5.3%
Diluted EPS of $3.04 vs. $2.43 a year earlier; adjusted EPS of $3.84 vs. $2.85
Net debt of $815 million; net leverage of 2.37x, within the company's 1-3x target range
Quarterly dividend of $0.30 per share payable August 14, 2026, to holders of record on July 31, 2026
CSW Industrials reported fiscal fourth-quarter 2026 results for the period ended March 31, 2026, with revenue up 34.0% to a record $309.0 million, driven mainly by acquisitions. Diluted EPS fell 41.1% to $1.22, mainly because of a $15.6 million non-cash impairment and higher interest expense, while adjusted EPS rose 21.1% to $3.14.
Q4 revenue of $309.0 million, up 34.0% from the prior-year quarter; organic growth was $6.4 million, or 2.8%
Q4 diluted EPS of $1.22, down 41.1% from $2.08; adjusted EPS of $3.14, up 21.1% from $2.59
Fiscal 2026 revenue of $1.1 billion, up 23.3%; diluted EPS of $6.70, down 20.0% from $8.38
Net debt of $842.7 million at quarter end, a net leverage ratio of 2.55x; quarterly dividend of $0.30 per share
CSW Industrials reported fiscal third-quarter 2026 revenue of $233.0 million, up 20.3% mainly from acquisitions, but diluted EPS fell 61.3% to $0.62 and adjusted EPS fell 21.1% to $1.42. Management attributed the profit decline mainly to interest expense on debt used for acquisitions, and organic revenue fell 2.9%. The results show growth in sales alongside lower per-share profit for shareholders.
Quarterly revenue of $233.0 million, up 20.3%, included $45.0 million from acquisitions while organic revenue fell 2.9%
Diluted EPS of $0.62 versus $1.60 a year earlier; adjusted EPS of $1.42 versus $1.80
Net debt of $764.2 million, a net leverage ratio of 2.3x within the company's 1-3x target range
Closed the MARS Parts acquisition for $650 million in cash, funded partly by a $600 million Term Loan A
CSW Industrials completed its $650 million cash acquisition of MARS Parts, an HVAC/R parts and supplies business, on November 4, 2025, and entered into a Fourth Amended and Restated Credit Agreement that funds the deal with a new $600 million term loan and a $700 million revolving facility. The filing does not report earnings or guidance changes, but the deal adds debt that the company must service under leverage and interest coverage covenants.
Acquisition price is $650 million in cash, subject to customary adjustments, plus an earn-out of up to $20 million tied to gross sales targets in the year after closing
Company says the purchase price represents 10.4x pro-forma TTM EBITDA adjusted for synergies, or about 12.4x MARS Parts' estimated adjusted TTM EBITDA of $52.3 million
New $600 million Term Loan A matures in five years and amortizes 1.25% per quarter; the $700 million revolver's maturity was extended five years from November 4, 2025
Covenants require consolidated net leverage of no more than 3.50 to 1.00 and interest coverage of at least 3.00 to 1.00, tested quarterly
CSW Industrials reported fiscal second-quarter 2026 revenue of $277.0 million, up 21.5% from a year earlier, with net income attributable to CSW of $40.7 million and diluted EPS of $2.41. Growth came mainly from acquisitions, while organic revenue fell 5.6% and gross margin contracted to 43.0%. The company also said it expects record full-year results in revenue, adjusted EBITDA, adjusted EPS and operating cash flow, and it is awaiting the November 2025 close of the $650 million MARS Parts acquisition.
Q2 revenue $277.0 million, up 21.5%; organic revenue down $12.9 million, or 5.6%
Net income attributable to CSW $40.7 million, up 12.8%; diluted EPS $2.41, up 6.7%
Adjusted EPS $2.96, up 15.2%; adjusted EBITDA $72.9 million, up 19.9%
Gross margin 43.0%, down from 45.6%; $650 million MARS Parts deal expected to close in November 2025
On October 1, 2025, CSW Industrials' subsidiary RectorSeal agreed to buy Motors & Armatures Parts (MARS Parts), an HVAC/R parts distributor, for $650 million in cash plus an earn-out of up to $20 million. The deal is subject to closing conditions, including Hart-Scott-Rodino antitrust clearance, and is expected to close in the third quarter of fiscal 2026. Management says the deal is expected to be accretive to EPS and EBITDA and to keep leverage near 2.0x EBITDA, but the filing gives no revenue or profit figures for MARS Parts beyond estimated trailing EBITDA of $51.8 million.
Base purchase price of $650 million in cash, subject to customary adjustments, with up to $20 million more in earn-out payments tied to gross sales targets in the year after closing
Valuation of about 10.5x synergies-adjusted trailing EBITDA, or about 12.5x adjusted TTM EBITDA of $51.8 million
Funding planned with a Syndicated Term Loan A and borrowings under the existing $700 million revolving credit facility; the revolver balance was $60 million at the end of the second fiscal quarter
Either party may terminate if the deal has not closed by March 31, 2026; the purchase is not subject to a financing condition
CSW Industrials promoted Fang Wang, its vice president and corporate controller, to vice president and chief accounting officer effective August 26, 2025, while CFO James Perry remains principal financial officer. At the August 28, 2025 annual meeting, shareholders re-elected all eight director nominees, approved the advisory executive compensation vote, and ratified Grant Thornton LLP for fiscal 2026.
Fang Wang, age 48, promoted to Vice President and Chief Accounting Officer on August 26, 2025; she joined CSW in December 2018
James Perry, Executive Vice President and CFO, stopped serving as principal accounting officer but remains principal financial officer
Shareholders re-elected all eight director nominees for one-year terms expiring in 2026; Darron Ash received 99.84% support
Advisory vote on executive compensation passed with 96.34% of votes cast in favor; Grant Thornton LLP ratified with 99.71% in favor
CSW Industrials reported fiscal first-quarter 2026 results for the period ended June 30, 2025. Revenue rose 16.6% to a first-quarter record of $263.6 million, mainly from acquisitions, while organic revenue fell 2.8%. Net income attributable to CSW rose 6.0% to $40.9 million, but diluted EPS fell 1.9% to $2.43, and gross margin narrowed to 43.8% from 47.5%.
Revenue of $263.6 million, up 16.6%, including $43.7 million of inorganic growth from acquisitions and a 2.8% decline in organic revenue
Net income attributable to CSW of $40.9 million, up 6.0%; diluted EPS of $2.43 versus $2.47 a year earlier
Adjusted EPS of $2.85, up 2.5%; gross margin fell to 43.8% from 47.5%
Paid down $40 million of debt at quarter-end; declared a $0.27 per share dividend payable August 8, 2025
CSW Industrials reported record fiscal fourth-quarter 2025 revenue of $230.5 million, up 9.3%, with GAAP net income of $35.1 million and adjusted EPS of $2.24 versus $2.04 a year earlier. Full-year revenue rose 10.8% to $878.3 million, and adjusted EBITDA reached $227.9 million. For shareholders, revenue and profit both rose, though the Specialized Reliability Solutions segment's operating income fell 33.7% in the quarter.
Q4 revenue $230.5 million, up 9.3%, including 6.3% inorganic growth from acquisitions and 3.0% organic growth
GAAP net income attributable to CSWI $35.1 million; adjusted EPS $2.24 versus $2.04, up 9.8%
Full-year revenue $878.3 million, up 10.8%; adjusted EBITDA $227.9 million, up 13.9%
Aspen Manufacturing acquired for $313.5 million, closed May 1, 2025; stock moves to NYSE June 9, 2025 under ticker CSW
CSW Industrials entered into a Third Amended and Restated Credit Agreement on May 2, 2025, providing a $700.0 million revolving commitment that matures May 2, 2030, up from $500 million under the prior facility. The company said the larger facility gives it access to capital to pursue growth opportunities, including financing permitted acquisitions, though the filing does not report any amount drawn.
Revolving commitment increased from $500 million to $700 million, with a $30.0 million letter of credit sublimit and a $15.0 million swingline sublimit
Maturity extended to May 2, 2030; borrowings bear interest at base rate or adjusted term SOFR plus an margin tied to leverage
Financial covenants require a maximum Leverage Ratio of 3.00 to 1.00 (temporarily 3.75 to 1.00 after qualifying acquisitions) and a minimum Interest Coverage Ratio of 3.00 to 1.00
Agreement is secured by first priority liens on assets of the borrower and domestic subsidiaries; JPMorgan Chase Bank, N.A. is administrative agent
CSW Industrials completed its acquisition of Aspen Manufacturing on May 1, 2025, for a cash purchase price of $313.5 million, subject to adjustments, funded with cash on hand and borrowings under its $500 million revolving credit facility. The company also plans to move its common stock listing from Nasdaq to the New York Stock Exchange, with NYSE trading under the symbol CSW starting June 9, 2025.
Aspen Manufacturing acquisition closed May 1, 2025; cash price $313.5 million, with $8 million placed in escrow
Company describes purchase price as approximately 11x Aspen's 2024 adjusted EBITDA of $28.5 million (preliminary, unaudited estimate)
Nasdaq trading ends at market close June 6, 2025; NYSE trading begins June 9, 2025 under the symbol CSW
CSW Industrials agreed on March 17, 2025, to buy Aspen Manufacturing, a maker of evaporator coils and air handlers for the HVAC/R market, for a base price of $313.5 million in cash, subject to customary adjustments. The filing says the deal will be funded with cash on hand and debt under the company's existing $500 million credit facility, and closing is expected in the first quarter of CSWI's 2026 fiscal year, subject to closing conditions including the Hart-Scott-Rodino waiting period.
Base purchase price of $313.5 million in cash, with $8 million placed in escrow to secure post-closing adjustments and indemnities
Company cites an purchase price of about 11x Aspen's estimated 2024 adjusted EBITDA of $28.5 million
Aspen's estimated 2024 revenues were $122.4 million; the merger agreement can be terminated if closing has not occurred by September 17, 2025
Closing is not subject to a financing condition; the company expects the deal to be immediately accretive to EPS and EBITDA
CSW Industrials reported fiscal third-quarter 2025 results for the period ended December 31, 2024, with revenue up 10.7% to $193.6 million and net income attributable to the company up to $26.9 million. Acquisitions contributed most of the revenue growth, while gross margin narrowed and quarterly operating cash flow fell, which shareholders may watch in coming periods.
Revenue rose 10.7% to $193.6 million; acquisitions added 8.7 percentage points and organic growth 1.9%.
Diluted EPS was $1.60, or $1.48 adjusted, compared with $1.07 adjusted in the prior-year quarter.
Gross margin fell 90 bps to 41.4%, which the company attributed mainly to higher freight expense.
Quarterly operating cash flow was $11.6 million, versus $47.0 million a year earlier; the company declared a $0.24 dividend payable February 14, 2025.
CSW Industrials reported fiscal second quarter 2025 results for the period ended September 30, 2024, with revenue up 11.9% to $227.9 million and diluted EPS up 17.1% to $2.26. The company also raised $347.4 million net from a follow-on equity offering and used it to repay all $115.0 million of revolver borrowings, while announcing a 14.3% increase in its quarterly dividend to $0.24 per share.
Revenue rose 11.9% to $227.9 million, with 6.2 percentage points from organic growth and 5.7 points from the Dust Free and PSP Products acquisitions
Net income attributable to CSWI rose 20.0% to $36.1 million; diluted EPS rose 17.1% to $2.26 from $1.93
Sold 1.265 million shares at $285 per share for net proceeds of $347.4 million and repaid $115.0 million on the revolver
Quarterly dividend increased by $0.03 to $0.24 per share, payable November 8, 2024 to holders of record on October 25, 2024
CSW Industrials agreed on September 4, 2024 to sell 1,100,000 new shares of common stock at $285 per share, for gross proceeds of about $313.5 million. The company estimates net proceeds of about $302.1 million and plans to use them mainly to repay outstanding debt, with the rest for general corporate purposes, including potential future acquisitions. The new shares increase the number of shares outstanding, which dilutes existing holders' ownership.
Offering of 1,100,000 shares at $285 per share, up from an initially announced 1,000,000 shares
Estimated net proceeds of about $302.1 million, after underwriting discounts and offering expenses
Underwriters have a 30-day option to buy up to 165,000 additional shares
Company and its executive officers and directors agreed to a 60-day lock-up on share sales; closing expected on or about September 6, 2024
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