Basis of Presentation

6 Months Ended

Jun. 30, 2024

The accompanying Unaudited Condensed Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. The year-end consolidated balance sheet data was derived from audited financial statements, but does not include all disclosures required by GAAP. In the opinion of management, all estimates and adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three and six months ended June 30, 2024 are not necessarily indicative of the results that may be expected for the year ending December 31, 2024. This Quarterly Report on Form 10-Q/A should be read in conjunction with the consolidated financial statements and footnotes thereto included in L.B. Foster Company’s Annual Report on Form 10-K/A for the year ended December 31, 2023. In this Quarterly Report on Form 10-Q/A, references to “we,” “us,” “our,” and the “Company” refer collectively to L.B. Foster Company and its consolidated subsidiaries.

Recently Issued Accounting Standards

In November 2023, the FASB issued Accounting Standards Update 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures” (“ASU 2023-07”), which requires enhanced disclosures regarding significant segment expenses that are regularly reviewed by the chief operating decision maker (“CODM”) and included in each reported measure of segment profit or loss, including an amount for “other segment items” by reportable segment and a description of its composition. ASU 2023-07 also requires entities to disclose the title and position of the CODM and an explanation of how the CODM uses reported measures of segment profit or loss to assess performance and allocate resources. The amendments are effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024 with early adoption permitted. The Company expects ASU 2023-07 to only impact its disclosures with no impacts to its consolidated financial condition, results of operations, and cash flows.

In December 2023, the FASB issued Accounting Standards Update 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures (“ASU 2023-09”). ASU 2023-09 requires entities to disclose additional information with respect to the effective tax rate reconciliation and disaggregation of income tax expense and income taxes paid by jurisdiction. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact of ASU 2023-09, but expects this ASU to only impact its disclosures with no impacts to its consolidated financial condition, results of operations, and cash flows.

Restatement of Previously Issued Unaudited Condensed Consolidated Financial Statements

The Company identified an error related to the classification of the $3,477 gain on the sale of the former joint venture facility located in Magnolia, Texas, which sale was completed in the first quarter of 2024 (the “Magnolia Sale”) and reflected in the Company’s Unaudited Condensed Consolidated Statement of Operations for the six month period ended June 30, 2024 (the “Affected Period”). Upon completion of the Magnolia Sale, the Company recorded the $3,477 gain in “Other (income) expense - net” in the Unaudited Condensed Consolidated Statement of Operations. The Company had concluded that such classification was appropriate. However, in accordance with ASC 360-10-45-5, the $3,477 gain on the Magnolia Sale should have been recorded as a component of “Operating income” and not “Other (income) expense - net.” As a result of this classification error, “Operating income” was understated by $3,477 and “Other (income) expense - net” was overstated by $3,477 in the Company’s Unaudited Condensed Consolidated Statements of Operations for the six month period ended June 30, 2024.

The Company also made other immaterial error corrections to its Unaudited Condensed Consolidated Statements of Operations for the six months ended June 30, 2024 (together with the Magnolia Sale adjustment, the “Restatement Adjustments”) and for the three months ended June 30, 2024, as well as for the three and six months ended June 30, 2023. The impact of these adjustments are shown in the tables below. Note only line items that were impacted by the Restatement Adjustments and immaterial error corrections are included below.


	Three Months Ended June 30, 2024
	As Previously Reported		Adjustments		As Revised



Cost of goods sold	$	93,705	$	10	$	93,715

Total cost of sales	110,273		10		110,283
Gross profit	30,523		(10)		30,513
Selling and administrative expenses	24,896		(78)		24,818


Operating income	4,504		68		4,572

Other income - net	(152)		68		(84)


	Six Months Ended June 30, 2024
	As Previously Reported		Restatement Adjustments		As Restated



Cost of goods sold	$	175,174	$	83	$	175,257

Total cost of sales	208,344		83		208,427
Gross profit	56,772		(83)		56,689
Selling and administrative expenses	47,645		43		47,688
(Gain) on sale of former joint venture facility	—		(3,477)		(3,477)

Operating income	6,787		3,351		10,138

Other income - net	(3,688)		3,351		(337)


	Three Months Ended June 30, 2023
	As Previously Reported		Adjustments		As Revised




Cost of goods sold	$	101,069	$	(359)	$	100,710

Total cost of sales	115,782		(359)		115,423
Gross profit	32,252		359		32,611
Selling and administrative expenses	24,528		(6)		24,522


Operating income	6,349		365		6,714




Other expense - net	719		365		1,084


	Six Months Ended June 30, 2023
	As Previously Reported		Adjustments		As Revised




Cost of goods sold	$	179,134	$	(375)	$	178,759

Total cost of sales	207,979		(375)		207,604
Gross profit	55,543		375		55,918
Selling and administrative expenses	45,951		(12)		45,939


Operating income	6,852		387		7,239




Other expense - net	2,546		387		2,933

The Restatement Adjustments to the Unaudited Condensed Consolidated Statement of Operations for the six months ended June 30, 2024 and the immaterial error corrections made to the Unaudited Condensed Consolidated Statement of Operations for the three months ended June 30, 2024 and three and six months ended June 30, 2023 did not change “Income before income taxes,” “Income tax expense,” or “Net income.”

The Restatement Adjustments did not have an impact on the Unaudited Condensed Consolidated Balance Sheet as of June 30, 2024. However, immaterial error corrections were made to the Consolidated Balance Sheet as of December 31, 2023 in the Company’s

Annual Report on Form 10-K/A as filed on November 1, 2024, as shown in the table below. Note only line items that were impacted by the immaterial error corrections are included below.


	Year Ended December 31, 2023
	As Previously Reported		Adjustments		As Revised
ASSETS
Current assets:



Inventories - net	$	73,496	$	(385)	$	73,111

Other current assets	8,961		(250)		8,711

Total current assets	167,990		(635)		167,355
Property, plant, and equipment - net	75,999		(420)		75,579

Other assets:




Other assets	2,715		250		2,965

TOTAL ASSETS	313,206		(805)		312,401
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	40,305	$	(805)	$	39,500







Total current liabilities	95,306		(805)		94,501















TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	313,206		(805)		312,401

As a result of the immaterial error corrections to the Consolidated Balance Sheet as of December 31, 2023, the Condensed Consolidated Statement of Cash Flows for the six months ended June 30, 2024 was adjusted as follows. Note only line items that were impacted by the immaterial error corrections are included below.


	Six Months Ended June 30, 2024
	As Previously Reported		Adjustments		As Revised
CASH FLOWS FROM OPERATING ACTIVITIES:















Inventories	$	(6,648)	$	(385)	$	(7,033)
Other current assets	(2,657)		(250)		(2,907)

Other noncurrent assets	1,416		250		1,666

Accounts payable	5,243		805		6,048





Net cash used in operating activities	(26,818)		420		(26,398)

CASH FLOWS FROM INVESTING ACTIVITIES:

Capital expenditures on property, plant, and equipment	$	(4,346)	$	(420)	$	(4,766)


Net cash used in investing activities	(465)		(420)		(885)

There was no impact on “Net cash used in financing activities” and no change in “Net increase in cash and cash equivalents” for the six months ended June 30, 2024.

Where appropriate, the financial disclosures in the footnotes to the Unaudited Condensed Consolidated Financial Statements impacted by the Restatement Adjustments and correction of immaterial errors have been updated.