Form 8-K

8-K — ENERPAC TOOL GROUP CORP

Accession: 0001171843-26-004528

Filed: 2026-07-08

Period: 2026-07-07

CIK: 0000006955

SIC: 3590 (MISC INDUSTRIAL & COMMERCIAL MACHINERY & EQUIPMENT)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — f8k_070826.htm (Primary)

EX-99.1 — PRESS RELEASE (exh_991.htm)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K — FORM 8-K

8-K (Primary)

Filename: f8k_070826.htm · Sequence: 1

Form 8-K

False000000695500000069552026-07-072026-07-07iso4217:USDxbrli:sharesiso4217:USDxbrli:shares

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_________________

FORM 8-K

_________________

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 7, 2026

_______________________________

ENERPAC TOOL GROUP CORP.

(Exact name of registrant as specified in its charter)

_______________________________

Wisconsin 001-11288 39-0168610

(State or Other Jurisdiction of Incorporation) (Commission File Number) (I.R.S. Employer Identification No.)

648 N. Plankinton Ave. 4th Floor

Milwaukee, Wisconsin 53203

Mailing address: P.O. Box 3241, Milwaukee, Wisconsin 53201

(Address of Principal Executive Offices) (Zip Code)

Registrant's telephone number, including area code: (262) 293-1500

Not Applicable

(Former name or former address, if changed since last report)

_______________________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which registered

Class A Common Stock, par value $0.20 per share EPAC New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

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. ☐

Item 2.02. Results of Operations and Financial Condition.

The information set forth in this Item 2.02 of this Current Report on Form 8-K and in Exhibit 99.1 is intended to be “furnished” under Item 2.02 of Form 8-K. Such information shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

On July 7, 2026, Enerpac Tool Group Corp. (the “Company”) issued a press release announcing its financial results for its second fiscal quarter ended May 31, 2026, a copy of which is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

99.1 Press Release of the Company dated July 7, 2026

104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

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 hereunto duly authorized.

ENERPAC TOOL GROUP CORP.

Date: July 7, 2026 By: /s/ Noah Popp

Noah Popp

Executive Vice President, General Counsel and Secretary

EX-99.1 — PRESS RELEASE

EX-99.1

Filename: exh_991.htm · Sequence: 2

EdgarFiling

EXHIBIT 99.1

Enerpac Tool Group Reports Third Quarter Fiscal 2026 Results*

Announces Definitive Agreement to Acquire SFE Group

Net sales were $168 million, a 6% increase compared to the prior year, with a 3% increase in organic sales1.

IT&S Product sales increased 5% organically year over year.

Net earnings were $29.8 million, or $0.58 per diluted share. Adjusted net earnings were $31.0 million, or $0.60 per diluted share. Reported and adjusted EPS include a $0.08 benefit related to the expected refund of tariffs imposed under the International Emergency Economic Powers Act (IEEPA).

Year-to-date operating cash flow was $69 million, up from $56 million in the prior year.

Returned approximately $15 million in the quarter to shareholders through share repurchases.

The company has updated its Fiscal 2026 guidance to reflect current conditions.

For more details on the acquisition, refer to ir.enerpactoolgroup.com/news.

*This press release contains financial measures in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”) in addition to non-GAAP financial measures. Reconciliations of the non-GAAP financial measures to the comparable GAAP measures are presented in the tables accompanying this release.

1Organic sales represent net sales excluding the impact of foreign exchange rates, acquisitions, and divestitures. A reconciliation of organic sales to comparable net sales is presented in the tables accompanying this release.

MILWAUKEE, July 07, 2026 (GLOBE NEWSWIRE) -- Enerpac Tool Group Corp. (NYSE: EPAC) (the “Company” or “Enerpac”) today announced results for its fiscal third quarter ended May 31, 2026.

“We were pleased with the performance of our business and the solid growth we delivered in the third quarter of fiscal 2026,” said Paul Sternlieb, Enerpac Tool Group's President & CEO. “Within the Industrial Tool & Service (IT&S) segment, product sales increased 5 percent organically year over year, reflecting the underlying strength of the business. While we saw continued market challenges in the quarter due to the conflict in the Middle East, we are encouraged by the strong sequential growth in our Service business and expect to see continued improvement as we realize the benefits of our focused commercial activities and restructuring actions over the coming quarters.”

As announced in a press release issued earlier today, Enerpac signed a definitive agreement to acquire Specialized Fabrication Equipment Group LLC (SFE Group), a global provider of specialized fabrication, welding, portable machining, and material-handling equipment. Sternlieb explained, “The acquisition of SFE Group will add a premium brand platform of complementary products with a record of strong growth and profitability, while expanding our presence in higher-growth end markets and geographies.” The press release is available on the Enerpac Tool Group investor relations website at ir.enerpactoolgroup.com/news.

Consolidated Results

(US$ in millions, except per share)

Three Months Ended Nine Months Ended

May 31,

2026 May 31,

2025 May 31,

2026 May 31,

2025

Net Sales $167.6 $158.7 $466.6 $449.4

Net Earnings 29.8 22.0 65.2 64.7

Diluted EPS 0.58 0.41 1.24 1.18

Adjusted Diluted EPS 0.60 0.51 1.35 1.29

Adjusted EBITDA 46.9 41.0 112.2 109.1

Third Quarter Fiscal 2026 Consolidated Results Comparisons

Consolidated net sales for the third quarter of fiscal 2026 were $167.6 million compared to $158.7 million in the prior-year period, an increase of 6%. On an organic basis, sales increased 3% year over year, consisting of 2% growth at IT&S and 25% growth at Cortland Biomedical.

Within IT&S, product sales increased 5% organically while service revenue declined 8% organically year over year. Service revenue improved 17% sequentially, demonstrating progress toward the Company’s profitable growth objectives.

Gross profit margin increased 260 basis points year over year to 53.0%, including the benefit from the expected refund of IEEPA tariffs.

Selling, general and administrative expenses (SG&A) of $45.8 million decreased $1.2 million year over year. SG&A expense includes M&A charges of $1.6 million in the third quarter of fiscal 2026 and $6.6 million of restructuring and M&A charges in the third quarter of fiscal 2025.

Third quarter fiscal 2026 net earnings and diluted EPS were $29.8 million and $0.58 respectively, compared to $22.0 million and $0.41, respectively, in the year-ago period.

Third quarter adjusted EBITDA was $46.9 million, which includes a $5.7 million net benefit from the expected refund of IEEPA tariffs, compared to $41.0 million in the year-ago period. Adjusted EBITDA margin increased 210 basis points year over year to 28.0%.

Through the first nine months of fiscal 2026, the Company generated $69 million in cash from operations, up from $56 million in the prior-year comparable period.

Balance Sheet and Leverage

(US$ in millions) May 31, 2026 February 28, 2026 May 31, 2025

Cash Balance $115.7 $98.7 $140.5

Debt Balance $184.8 $187.3 $190.9

Net Debt to Adjusted EBITDA2 0.5x 0.6x 0.4x

Net debt on May 31, 2026, was $69.1 million, resulting in a net debt to adjusted EBITDA ratio of 0.5 times. The Company repurchased approximately 420,000 shares of its common stock in the third quarter of fiscal 2026 for a total of $15 million under its share repurchase program announced in October 2025. Out of the $200 million authorized by the board of directors, approximately $120 million remains.

Outlook

“We were pleased with the solid organic growth in our product business as well as the sequential improvement in Service,” said Darren Kozik, Executive Vice President and Chief Financial Officer. “While we continue to implement the Service improvement plan, we expect to see near-term pressure from the Service business and geopolitical events.”

The Company has narrowed and updated its fiscal 2026 guidance:

Metric Previous Full-Year Guidance Revised Full-Year Guidance

Net Sales $635 million to $650 million $635 million to $645 million

Organic Growth 1% to 3% 1% to 2%

Adjusted EBITDA $158 million to $163 million $151 million to $156 million

Adjusted Diluted EPS $1.85 to $1.92 $1.84 to $1.89

Free Cash Flow $100 million to $110 million No Change

Conference Call Information

An investor conference call is scheduled for 7:30 am CT on July 8, 2026. Webcast information and conference call materials, including an earnings presentation, are available on the Investor section of the Enerpac Tool Group website (www.enerpactoolgroup.com).

2Calculated in accordance with the terms of the Company’s September 2022 Senior Credit Facility.

Safe Harbor Statement

Certain of the above comments represent forward-looking statements made pursuant to the provisions of the Private Securities Litigation Reform Act of 1995 that involve risks and uncertainties. In addition to statements with respect to guidance, the terms “outlook,” “may,” “should,” “could,” “anticipate,” “believe,” “estimate,” “expect,” “objective,” “plan,” “project” and similar expressions are intended to identify forward-looking statements. Such forward-looking statements are subject to inherent risks and uncertainties that may cause actual results or events to differ materially from those contemplated by such forward-looking statements. The following is a list of factors, among others, that could cause actual results to differ materially from the forward-looking statements, general economic uncertainty; the impact of geopolitical activity, including the armed conflicts in the Middle East, including the impact on shipping in the area and the invasion of Ukraine by Russia and international sanctions imposed in response thereto; market conditions in the industrial, oil & gas, energy, power generation, infrastructure, commercial construction, truck and automotive industries, including as a result of significant volatility in oil prices resulting from disruptions in the oil markets as a result of geopolitical activity; supply chain risks, including disruptions in deliveries from suppliers due to political tensions and armed conflicts; uncertainties with respect to the imposition, or threat of imposition, of tariffs and other trade restrictions, including whether or when the Company will receive refunds for the tariffs imposed pursuant to the International Emergency Economic Powers Act that were invalidated by the U.S. Supreme Court in February 2026; the ability of the Company to achieve its plans or objectives related to its growth strategy; market acceptance of existing and new products; market acceptance of price increases; successful integration of acquisitions, the impact of dispositions and restructurings; the ability of the Company to continue to achieve or maintain operational improvements related to restructuring actions; operating margin risk due to competitive pricing and operating efficiencies; risks related to reliance on independent agents and distributors for the distribution and service of products; material, labor, or overhead cost increases; tax law changes; foreign currency risk; interest rate risk; commodity risk; litigation matters; cybersecurity risk; impairment of goodwill or other intangible assets; the Company’s ability to access capital markets and other risks and uncertainties that may be referred to or noted in the Company’s reports filed with the Securities and Exchange Commission from time to time, including those described in the Company’s Form 10-K for the fiscal year ended August 31, 2025. In addition, statements with respect to the anticipated completion of the acquisition of SFE Group and the anticipated post-closing contributions of SFE Group to the Company’s operations and consolidated results are subject to risks and uncertainties that include, but are not limited to: the ultimate outcome, benefits and synergies of the acquisition of SFE Group and future financial performance, including revenues, cash flows, operating expenses and profitability, involve risks and uncertainties, and are subject to change based on various important factors, including the timing of and any potential delay in consummating the proposed acquisition of SFE Group, the risk that the conditions to closing of the acquisition of SFE Group (including the necessary regulatory approvals) may not be satisfied in the anticipated timeframe or at all and that such transaction may not close; the risk that regulatory approvals required for the acquisition of SFE Group is obtained subject to conditions that are not anticipated; the occurrence of any event, change or other circumstances that could give rise to the termination of the agreement with respect to the acquisition of SFE Group; the possibility of unexpected costs, liabilities or delays in connection with the acquisition of SFE Group; risks that the acquisition disrupts current plans and operations of Enerpac Tool Group; the risk that disruptions from the transaction may make it more difficult to maintain business and operational relationships, including retaining and hiring key personnel and maintaining relationships with SFE Group’s customers, distributors, vendors and others with whom it does business; risks and uncertainties with respect to the Company’s ability to recognize the anticipated benefits of the transaction; the outcome of any legal proceedings that may arise with respect to the transaction; and the impact of changes in relevant national and regional economies. Enerpac Tool Group disclaims any obligation to publicly update or revise any forward-looking statements as a result of new information, future events or any other reason, except to the extent required by law.

Non-GAAP Financial Information

This press release contains financial measures that are not measures presented in conformity with GAAP. These non-GAAP measures include organic sales, EBITDA, adjusted EBITDA, adjusted EBITDA margin, adjusted net earnings, adjusted diluted earnings per share, adjusted operating profit, segment adjusted operating profit and adjusted EBITDA, adjusted SG&A expense, free cash flow and net debt. This press release includes reconciliations of non-GAAP measures to the most comparable GAAP measure, included in the tables attached to this press release or in footnotes to the tables included in this press release. Management believes the non-GAAP measures presented in this press release are commonly used financial measures for investors to evaluate Enerpac Tool Group’s operating performance and financial position with respect to the periods presented and, when read in conjunction with the condensed consolidated financial statements, present a useful tool to evaluate ongoing operations and provide investors with metrics they can use to evaluate aspects of the Company’s performance from period to period. In addition, these are some of the financial metrics management uses in internal evaluations of the overall performance of the Company’s business. Management acknowledges that there are many items that impact a company’s reported results and the adjustments reflected in these non-GAAP measures are not intended to present all items that may have impacted these results. In addition, these non-GAAP measures are not necessarily comparable to similarly titled measures used by other companies. Adjusted diluted earnings per share anticipated for fiscal year 2026 is calculated in a manner consistent with the historical presentation of that measure in the accompanying tables. Because of the forward-looking nature of this estimate, it is impractical to present a quantitative reconciliation of this non-GAAP measure to the comparable GAAP measure, and accordingly no such GAAP measure for that period is being presented.

About Enerpac Tool Group

Enerpac Tool Group Corp. is a premier industrial tools, services, technology, and solutions provider serving a broad and diverse set of customers and end markets for mission-critical applications in more than 100 countries. The Company makes complex, often hazardous jobs possible safely and efficiently. Enerpac Tool Group’s businesses are global leaders in high pressure hydraulic tools, controlled force products, and solutions for precise positioning of heavy loads that help customers safely and reliably tackle some of the most challenging jobs around the world. The Company was founded in 1910 and is headquartered in Milwaukee, Wisconsin. Enerpac Tool Group common stock trades on the NYSE under the symbol EPAC. For further information on Enerpac Tool Group and its businesses, visit the Company's website at www.enerpactoolgroup.com.

(tables follow)

Enerpac Tool Group Corp.

Condensed Consolidated Statements of Earnings

(In thousands, except per share amounts)

(Unaudited)

Three Months Ended

Nine Months Ended

May 31, May 31, May 31, May 31,

2026 2025 2026 2025

Net sales $ 167,553 $ 158,661 $ 466,568 $ 449,385

Cost of products sold 78,769 78,758 232,787 221,400

Gross profit 88,784 79,903 233,781 227,985

Selling, general and administrative expenses 45,819 41,125 130,958 124,865

Amortization of intangible assets 1,597 1,235 4,663 3,625

Restructuring charges - 5,862 3,283 5,862

Operating profit 41,368 31,681 94,877 93,633

Financing costs, net 2,262 2,395 6,637 7,535

Other expense, net 413 947 1,875 2,184

Earnings before income tax expense 38,693 28,339 86,365 83,914

Income tax expense 8,895 6,295 21,127 19,246

Net earnings $ 29,798 $ 22,044 $ 65,238 $ 64,668

Earnings per share

Basic $ 0.58 $ 0.41 $ 1.25 $ 1.19

Diluted 0.58 0.41 1.24 1.18

Weighted average common shares outstanding

Basic 51,316 54,051 52,059 54,230

Diluted 51,568 54,417 52,405 54,679

Enerpac Tool Group Corp.

Condensed Consolidated Balance Sheets

(In thousands)

(Unaudited)

May 31, August 31,

2026 2025

Assets

Current assets

Cash and cash equivalents $ 115,680 $ 151,558

Accounts receivable, net 105,866 106,085

Inventories, net 84,995 78,774

Other current assets 51,975 39,701

Total current assets 358,516 376,118

Property, plant and equipment, net 54,843 53,275

Goodwill 289,516 289,787

Other intangible assets, net 44,412 46,942

Other long-term assets 64,256 61,745

Total assets $ 811,543 $ 827,867

Liabilities and Shareholders' Equity

Current liabilities

Current maturities of long-term debt $ 10,000 $ 7,500

Trade accounts payable 38,146 42,944

Accrued compensation and benefits 25,001 28,108

Income taxes payable 9,178 5,425

Other current liabilities 51,945 53,125

Total current liabilities 134,270 137,102

Long-term debt, net 174,793 182,168

Deferred income taxes 7,223 6,192

Pension and postretirement benefit liabilities 6,349 7,147

Other long-term liabilities 64,880 61,564

Total liabilities 387,515 394,173

Shareholders' equity

Common stock 10,226 10,589

Additional paid-in capital 247,909 243,137

Retained earnings 268,620 284,102

Accumulated other comprehensive loss (102,727 ) (104,134 )

Stock held in trust (4,860 ) (3,542 )

Deferred compensation liability 4,860 3,542

Total shareholders' equity 424,028 433,694

Total liabilities and shareholders' equity $ 811,543 $ 827,867

Enerpac Tool Group Corp.

Condensed Consolidated Statements of Cash Flows

(In thousands)

(Unaudited)

Nine Months Ended

May 31, May 31,

2026 2025

Operating Activities

Cash provided by operating activities $ 69,263 $ 56,030

Investing Activities

Capital expenditures (9,241 ) (16,360 )

Cash paid for business acquisitions, net of cash acquired - (26,744 )

Other (2,007 ) -

Cash used in investing activities $ (11,248 ) $ (43,104 )

Financing Activities

Principal repayments on term loan (5,000 ) (3,750 )

Borrowings on revolving credit facility 14,000 14,421

Principal repayments on revolving credit facility (14,000 ) (14,421 )

Purchase of treasury shares (81,134 ) (28,594 )

Stock options and taxes paid related to the net share

settlement of equity awards (4,570 ) (5,460 )

Payment of cash dividend (2,119 ) (2,167 )

Other (949 ) -

Cash used in financing activities $ (93,772 ) $ (39,971 )

Effect of exchange rate changes on cash (121 ) 457

Net decrease from cash and cash equivalents $ (35,878 ) $ (26,588 )

Cash and cash equivalents - beginning of period 151,558 167,094

Cash and cash equivalents - end of period $ 115,680 $ 140,506

Enerpac Tool Group Corp.

Supplemental Unaudited Data

Reconciliation of GAAP Measures to Non-GAAP Measures

(Dollars in thousands)

Fiscal 2025 Fiscal 2026

Q1 Q2 Q3 Q4 TOTAL Q1 Q2 Q3 Q4 TOTAL

Net Sales

Industrial Tools & Services Segment $ 140,134 $ 140,716 $ 153,374 $ 161,602 $ 595,825 $ 137,762 $ 148,685 $ 160,966 $ - $ 447,413

Other 5,062 4,812 5,287 5,913 21,074 6,446 6,122 6,587 - 19,155

Enerpac Tool Group $ 145,196 $ 145,528 $ 158,661 $ 167,515 $ 616,899 $ 144,208 $ 154,807 $ 167,553 $ - $ 466,568

% Net Sales Growth (Decline) Year over Year

Industrial Tools & Services Segment 2 % 4 % 5 % 5 % 4 % -2 % 6 % 5 % - 3 %

Other 3 % 33 % 19 % 10 % 15 % 27 % 27 % 25 % - 26 %

Enerpac Tool Group 2 % 5 % 6 % 6 % 5 % -1 % 6 % 6 % - 4 %

Adjusted Selling, general and administrative expenses

Selling, general and administrative expenses $ 42,318 $ 41,423 $ 41,125 $ 42,055 $ 166,920 $ 43,095 $ 42,042 $ 45,819 $ - $ 130,958

M&A charges (1) (152 ) (258 ) (714 ) (292 ) (1,415 ) (91 ) (1,118 ) (1,577 ) - (2,786 )

Adjusted Selling, general and administrative expenses $ 42,166 $ 41,165 $ 40,411 $ 41,763 $ 165,505 $ 43,004 $ 40,924 $ 44,242 $ - $ 128,172

Adjusted Selling, general and administrative expenses %

Enerpac Tool Group 29.0 % 28.3 % 25.5 % 24.9 % 26.8 % 29.8 % 26.4 % 26.4 % - 27.5 %

Adjusted Operating profit

Operating profit $ 31,132 $ 30,820 $ 31,681 $ 39,837 $ 133,471 $ 28,490 $ 25,020 $ 41,368 $ - $ 94,877

Restructuring charges - - 5,862 - 5,862 - 3,283 - - 3,283

M&A charges 152 261 714 292 1,419 91 1,120 1,577 - 2,788

Adjusted Operating profit $ 31,284 $ 31,081 $ 38,257 $ 40,129 $ 140,752 $ 28,581 $ 29,423 $ 42,945 $ - $ 100,948

Adjusted Operating profit by Segment

Industrial Tools & Services Segment $ 38,074 $ 38,748 $ 42,837 $ 47,092 $ 166,751 $ 35,740 $ 34,834 $ 48,739 $ - $ 119,312

Other 1,319 1,301 2,083 1,360 6,063 2,214 1,595 2,073 - 5,882

Corporate / General (8,109 ) (8,968 ) (6,663 ) (8,323 ) (32,062 ) (9,373 ) (7,006 ) (7,867 ) - (24,246 )

Adjusted operating profit $ 31,284 $ 31,081 $ 38,257 $ 40,129 $ 140,752 $ 28,581 $ 29,423 $ 42,945 $ - $ 100,948

Adjusted Operating profit %

Industrial Tools & Services Segment 27.2 % 27.5 % 27.9 % 29.1 % 28.0 % 25.9 % 23.4 % 30.3 % - 26.7 %

Other 26.1 % 27.0 % 39.4 % 23.0 % 28.8 % 34.3 % 26.1 % 31.5 % - 30.7 %

Adjusted Operating Profit % 21.5 % 21.4 % 24.1 % 24.0 % 22.8 % 19.8 % 19.0 % 25.6 % - 21.6 %

EBITDA (2)

Net earnings $ 21,723 $ 20,901 $ 22,044 $ 28,080 $ 92,749 $ 19,131 $ 16,308 $ 29,798 $ - $ 65,238

Financing costs, net 2,770 2,371 2,395 2,376 9,911 2,265 2,111 2,262 - 6,637

Income tax expense 6,152 6,798 6,295 8,734 27,980 6,426 5,807 8,895 - 21,127

Depreciation & amortization 3,514 3,471 3,721 4,968 15,674 4,448 4,336 4,349 - 13,133

EBITDA $ 34,159 $ 33,541 $ 34,455 $ 44,158 $ 146,314 $ 32,270 $ 28,562 $ 45,304 $ - $ 106,135

Adjusted EBITDA (2)

EBITDA $ 34,159 $ 33,541 $ 34,455 $ 44,158 $ 146,314 $ 32,270 $ 28,562 $ 45,304 $ - $ 106,135

Restructuring charges - - 5,862 - 5,862 - 3,283 - - 3,283

M&A charges 152 261 714 292 1,419 91 1,120 1,577 - 2,788

Adjusted EBITDA (2) $ 34,311 $ 33,802 $ 41,031 $ 44,450 $ 153,595 $ 32,361 $ 32,965 $ 46,881 $ - $ 112,206

Adjusted EBITDA (2) by Segment

Industrial Tools & Services Segment $ 40,807 $ 41,313 $ 45,317 $ 50,726 $ 178,163 $ 38,903 $ 37,916 $ 51,901 $ - $ 128,719

Other 1,546 1,525 2,309 1,579 6,959 2,462 1,808 2,266 - 6,536

Corporate / General (8,042 ) (9,036 ) (6,595 ) (7,855 ) (31,527 ) (9,004 ) (6,759 ) (7,286 ) - (23,049 )

Adjusted EBITDA (2) $ 34,311 $ 33,802 $ 41,031 $ 44,450 $ 153,595 $ 32,361 $ 32,965 $ 46,881 $ - $ 112,206

Adjusted EBITDA % (2)

Industrial Tools & Services Segment 29.1 % 29.4 % 29.5 % 31.4 % 29.9 % 28.2 % 25.5 % 32.2 % - 28.8 %

Other 30.5 % 31.7 % 43.7 % 26.7 % 33.0 % 38.2 % 29.5 % 34.4 % - 34.1 %

Adjusted EBITDA % (2) 23.6 % 23.2 % 25.9 % 26.5 % 24.9 % 22.4 % 21.3 % 28.0 % - 24.0 %

Notes:

(1) Minimal amounts of M&A Charges were recorded in cost of products sold in Q2 Fiscal 2026 and 2025

(2) EBITDA represents net earnings before financing costs, net, income tax expense, and depreciation & amortization. Neither EBITDA nor adjusted EBITDA are calculated based upon generally accepted accounting principles ("GAAP"). The amounts included in the EBITDA and adjusted EBITDA calculation, however, are derived from amounts included in the Condensed Consolidated Statements of Earnings. EBITDA and adjusted EBITDA should not be considered as alternatives to net earnings, operating profit or operating cash flows. The Company has presented EBITDA and adjusted EBITDA because it regularly reviews these performance measures. In addition, EBITDA and adjusted EBITDA are used by many of our investors and lenders, and are presented as a convenience to them. The EBITDA and adjusted EBITDA measures presented may not always be comparable to similarly titled measures reported by other companies due to differences in the components of the calculation.

Enerpac Tool Group Corp.

Supplemental Unaudited Data

Reconciliation of GAAP Measures to Non-GAAP Measures (Continued)

(Dollars in thousands)

Fiscal 2025 Fiscal 2026

Q1 Q2 Q3 YTD Q1 Q2 Q3 YTD

Net Sales

Industrial Tools & Services Segment $ 140,134 $ 140,716 $ 153,374 $ 434,224 $ 137,762 $ 148,685 $ 160,966 $ 447,413

Other 5,062 4,812 5,287 15,161 6,446 6,122 6,587 19,155

Enerpac Tool Group $ 145,196 $ 145,528 $ 158,661 $ 449,385 $ 144,208 $ 154,807 $ 167,553 $ 466,568

Adjustment: Fx Impact on Net Sales

Industrial Tools & Services Segment $ 2,532 $ 6,057 $ 3,746 $ 12,336 $ - $ - $ - $ -

Other - - - - - - - -

Enerpac Tool Group $ 2,532 $ 6,057 $ 3,746 $ 12,336 $ - $ - $ - $ -

Adjustment: Impact from Divestitures or Acquisitions on Net Sales

Industrial Tools & Services Segment - - - - - - - -

Other - - - - - - - -

Enerpac Tool Group $ - $ - $ - $ - $ - $ - $ - $ -

Organic Sales by Segment (3)

Industrial Tools & Services Segment $ 142,666 $ 146,773 $ 157,120 $ 446,560 $ 137,762 $ 148,685 $ 160,966 $ 447,413

Other 5,062 4,812 5,287 15,161 6,446 6,122 6,587 19,155

Enerpac Tool Group $ 147,728 $ 151,585 $ 162,407 $ 461,721 $ 144,208 $ 154,807 $ 167,553 $ 466,568

Organic Sales Growth (Decline) % (3)

Industrial Tools & Services Segment (3 %) 1 % 2 % 0 %

Other 27 % 27 % 25 % 26 %

Enerpac Tool Group (2 %) 2 % 3 % 1 %

Industrial Tools & Services Segment Net Sales by Product Line

Industrial Tools & Services Product $ 106,087 $ 113,880 $ 124,308 $ 344,274 $ 112,111 $ 125,313 $ 133,531 $ 370,956

Industrial Tools & Services Service 34,047 26,836 29,066 89,950 25,651 23,372 27,435 76,457

Industrial Tools & Services Segment $ 140,134 $ 140,716 $ 153,374 $ 434,224 $ 137,762 $ 148,685 $ 160,966 $ 447,413

Adjustment: Fx Impact on Net Sales

Industrial Tools & Services Product $ 1,760 $ 4,788 $ 2,878 $ 9,427 $ - $ - $ - $ -

Industrial Tools & Services Service 772 1,269 868 2,909 - - - -

Industrial Tools & Services Segment $ 2,532 $ 6,057 $ 3,746 $ 12,336 $ - $ - $ - $ -

Adjustment: Impact from Divestitures or Acquisitions on Net Sales

Industrial Tools & Services Product - - - - - - - -

Industrial Tools & Services Service - - - - - - - -

Industrial Tools & Services Segment $ - $ - $ - $ - $ - $ - $ - $ -

Industrial Tools & Services Segment Organic Sales by Product Line (3)

Industrial Tools & Services Product $ 107,847 $ 118,668 $ 127,186 $ 353,701 $ 112,111 $ 125,313 $ 133,531 $ 370,956

Industrial Tools & Services Service 34,819 28,105 29,934 92,859 25,651 23,372 27,435 76,457

Industrial Tools & Services Segment $ 142,666 $ 146,773 $ 157,120 $ 446,560 $ 137,762 $ 148,685 $ 160,966 $ 447,413

Organic Sales Growth (Decline) % (3)

Industrial Tools & Services Product 4 % 6 % 5 % 5 %

Industrial Tools & Services Service (26 %) (17 %) (8 %) (18 %)

Industrial Tools & Services Segment (3 %) 1 % 2 % 0 %

Notes continued:

(3) Organic Sales is defined as sales excluding the impact to foreign currency changes and the impact from recent acquisitions and divestitures to net sales.

Enerpac Tool Group Corp.

Supplemental Unaudited Data

Reconciliation of GAAP Measures to Non-GAAP Measures (Continued)

(In thousands, except per share amounts)

Fiscal 2025 Fiscal 2026

Q1 Q2 Q3 Q4 TOTAL Q1 Q2 Q3 Q4 TOTAL

Adjusted Earnings (4)

Net Earnings $ 21,723 $ 20,901 $ 22,044 $ 28,080 $ 92,749 $ 19,131 $ 16,308 $ 29,798 $ - $ 65,238

Restructuring charges - - 5,862 - 5,862 - 3,283 - - 3,283

M&A charges 152 261 714 292 1,419 91 1,120 1,577 - 2,788

Net tax effect of reconciling items above (4 ) 1 (910 ) (492 ) (1,406 ) (20 ) (365 ) (373 ) - (759 )

Adjusted Net Earnings $ 21,871 $ 21,163 $ 27,710 $ 27,880 $ 98,624 $ 19,202 $ 20,346 $ 31,002 $ - $ 70,550

Adjusted Diluted Earnings per share (4)

Diluted Earnings per share $ 0.40 $ 0.38 $ 0.41 $ 0.52 $ 1.70 $ 0.36 $ 0.31 $ 0.58 $ - $ 1.24

Restructuring charges, net of tax effect - - 0.09 (0.01 ) 0.09 - 0.06 0.00 - 0.05

M&A charges, net of tax effect 0.00 0.00 0.01 0.00 0.02 0.00 0.02 0.03 - 0.05

Adjusted Diluted Earnings per share $ 0.40 $ 0.39 $ 0.51 $ 0.52 $ 1.81 $ 0.36 $ 0.39 $ 0.60 $ - $ 1.35

Notes continued:

(4) Adjusted earnings and adjusted diluted earnings per share represent net earnings and diluted earnings per share per the Condensed Consolidated Statements of Earnings net of charges or credits for items to be highlighted for comparability purposes. These measures are not calculated based upon GAAP and should not be considered as an alternative to net earnings or diluted earnings per share or as an indicator of the Company's operating performance. However, this presentation is important to investors for understanding the operating results of Enerpac Tool Group.

For all reconciliations of GAAP measures to Non-GAAP measures, the summation of the individual components may not equal the total due to rounding.

Enerpac Tool Group Corp.

Supplemental Unaudited Data

Reconciliation of GAAP To Non-GAAP Guidance

(In millions)

Fiscal 2026

Low High

Reconciliation of GAAP Operating Profit

To Adjusted EBITDA (5)

GAAP Operating profit $ 132 $ 139

Restructuring charges 3 3

Other expense, net (2 ) (2 )

Depreciation & amortization 18 16

Adjusted EBITDA $ 151 $ 156

Reconciliation of GAAP Cash Flow From Operations to Free Cash Flow

Cash provided by operating activities $ 115 $ 120

Capital expenditures (15 ) (10 )

Free Cash Flow $ 100 $ 110

Notes continued:

(5) Management does not provide guidance on certain GAAP financial measures as we are unable to predict and estimate with certainty items such as potential impairments, refinancing costs, business divestiture gains/losses, discrete tax adjustments, or other items impacting GAAP financial metrics. As a result, we have included only those items about which we are aware and are reasonably likely to occur during the guidance period covered.

Contact:

Christian Audi

Sr. Director, Investor Relations

+1 914 771 1770

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