UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~June~~September 30, 2022


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number: 000-20278

ENCORE WIRE CORPORATION

(Exact name of registrant as specified in its charter)

__________________________________________________________


Delaware		75-2274963
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

1329 Millwood Road
McKinney	Texas	75069
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (972) 562-9473

N/A

(Former name, former address and former fiscal year, if changed since last report)

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


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $.01 per share	WIRE	The NASDAQ Global Select Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.


Large accelerated Filer	☒	Accelerated filer	☐

Non-accelerated filer	☐	Smaller reporting company	☐

		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.			☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

Number of shares of Common Stock, par value $0.01, outstanding as of ~~July~~October 26, 2022: ~~19,125,566~~18,342,580

ENCORE WIRE CORPORATION

FORM 10-Q

FOR THE QUARTER ENDED ~~JUNE~~SEPTEMBER 30, 2022

Table of Contents


			Page No.
PART I—FINANCIAL INFORMATION
Item 1. Financial Statements
Balance Sheets - ~~June~~September 30 , 20 22 (Unaudited) and December 31, 2021			1
Statements of Income - Quarter and ~~Six~~Nine Months Ended ~~June~~September 30 , 20 22 and 20 21 (Unaudited)			2
Statements of Stockholders' Equity - Quarter and ~~and Six~~Nine Months Ended ~~June~~September 30 , 20 22 and 20 21 (Unaudited)			3
Statements of Cash Flow - Nine MonthsS~~ix Months~~ Ended ~~June~~September 30 , 20 22 and 20 21 (Unaudited)			4
Notes to Financial Statements			5
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations			8
Item 3. Quantitative and Qualitative Disclosures About Market Risk			1112
Item 4. Controls and Procedures			12
PART II—OTHER INFORMATION
Item 1. Legal Proceedings			13
Item 1A. Risk Factors			13
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds			13
Item 6. Exhibits			14
Signatures			15

PART I—FINANCIAL INFORMATION

Item 1. Financial Statements.

Encore Wire Corporation

Balance Sheets

(In thousands, except share and per share data)


		June 30, 2022		December 31, 2021			September 30, 2022		December 31, 2021
		(Unaudited)		(Audited)			(Unaudited)		(Audited)
Assets	Assets					Assets
Current assets:	Current assets:					Current assets:
Cash and cash equivalents	Cash and cash equivalents	$	469,540	$	438,990	Cash and cash equivalents	$	573,582	$	438,990
Accounts receivable, net of allowance of $3,800 and $3,800	Accounts receivable, net of allowance of $3,800 and $3,800	606,132		491,126		Accounts receivable, net of allowance of $3,800 and $3,800	561,669		491,126
Inventories, net	Inventories, net	121,418		100,816		Inventories, net	136,187		100,816
Income tax receivable	Income tax receivable	—		951		Income tax receivable	3,206		951
Prepaid expenses and other	Prepaid expenses and other	9,978		3,167		Prepaid expenses and other	20,058		3,167
Total current assets	Total current assets	1,207,068		1,035,050		Total current assets	1,294,702		1,035,050
Property, plant and equipment, net	Property, plant and equipment, net	561,205		494,916		Property, plant and equipment, net	587,826		494,916
Other assets	Other assets	509		570		Other assets	522		570
Total assets	Total assets	$	1,768,782	$	1,530,536	Total assets	$	1,883,050	$	1,530,536

Liabilities and Stockholders’ Equity	Liabilities and Stockholders’ Equity					Liabilities and Stockholders’ Equity
Current liabilities:	Current liabilities:					Current liabilities:
Trade accounts payable	Trade accounts payable	$	70,708	$	75,353	Trade accounts payable	$	68,576	$	75,353
Accrued liabilities	Accrued liabilities	72,782		78,747		Accrued liabilities	83,040		78,747
Income taxes payable	Income taxes payable	1,689		—		Income taxes payable	—		—
Total current liabilities	Total current liabilities	145,179		154,100		Total current liabilities	151,616		154,100
Deferred income taxes and other	Deferred income taxes and other	39,707		37,347		Deferred income taxes and other	46,717		37,347
Commitments and contingencies	Commitments and contingencies	0		0		Commitments and contingencies
Stockholders’ equity:	Stockholders’ equity:					Stockholders’ equity:
Preferred stock, $.01 par value:	Preferred stock, $.01 par value:					Preferred stock, $.01 par value:
Authorized shares – 2,000,000; none issued	Authorized shares – 2,000,000; none issued	—		—		Authorized shares – 2,000,000; none issued	—		—
Common stock, $.01 par value:	Common stock, $.01 par value:					Common stock, $.01 par value:
Authorized shares – 40,000,000;	Authorized shares – 40,000,000;					Authorized shares – 40,000,000;
Issued shares – 27,132,850 and 27,083,100		271		271
Issued shares – 27,139,611 and 27,083,100						Issued shares – 27,139,611 and 27,083,100	271		271
Additional paid-in capital	Additional paid-in capital	78,123		72,753		Additional paid-in capital	80,930		72,753
Treasury stock, at cost – 8,052,284 and 6,944,262 shares		(286,870)		(155,014)
Treasury stock, at cost – 8,838,031 and 6,944,262 shares						Treasury stock, at cost – 8,838,031 and 6,944,262 shares	(380,262)		(155,014)
Retained earnings	Retained earnings	1,792,372		1,421,079		Retained earnings	1,983,778		1,421,079
Total stockholders’ equity	Total stockholders’ equity	1,583,896		1,339,089		Total stockholders’ equity	1,684,717		1,339,089
Total liabilities and stockholders’ equity	Total liabilities and stockholders’ equity	$	1,768,782	$	1,530,536	Total liabilities and stockholders’ equity	$	1,883,050	$	1,530,536

See accompanying notes.

Encore Wire Corporation

Statements of Income

(In thousands, except per share data)


		Quarter Ended June 30,				Six Months Ended June 30,					Quarter Ended September 30,				Nine Months Ended September 30,
		2022		2021		2022		2021			2022		2021		2022		2021
		(Unaudited)				(Unaudited)					(Unaudited)				(Unaudited)

Net sales	Net sales	$	838,235	$	744,408	$	1,561,307	$	1,188,548	Net sales	$	762,363	$	716,320	$	2,323,670	$	1,904,869
Cost of goods sold	Cost of goods sold	517,463		467,066		996,788		826,702		Cost of goods sold	462,916		445,554		1,459,704		1,272,256
Gross profit	Gross profit	320,772		277,342		564,519		361,846		Gross profit	299,447		270,766		863,966		632,613

Selling, general, and administrative expenses	Selling, general, and administrative expenses	50,405		41,140		86,616		72,292		Selling, general, and administrative expenses	55,291		43,816		141,908		116,109
Operating income	Operating income	270,367		236,202		477,903		289,554		Operating income	244,156		226,950		722,058		516,504

Net interest and other income	Net interest and other income	647		38		762		64		Net interest and other income	3,087		52		3,850		116
Income before income taxes	Income before income taxes	271,014		236,240		478,665		289,618		Income before income taxes	247,243		227,002		725,908		516,620

Provision for income taxes	Provision for income taxes	60,476		53,187		106,595		65,376		Provision for income taxes	55,470		51,464		162,065		116,840
Net income	Net income	$	210,538	$	183,053	$	372,070	$	224,242	Net income	$	191,773	$	175,538	$	563,843	$	399,780
Earnings per common and common equivalent share – basic	Earnings per common and common equivalent share – basic	$	10.84	$	8.89	$	18.88	$	10.90	Earnings per common and common equivalent share – basic	$	10.11	$	8.60	$	28.98	$	19.48
Earnings per common and common equivalent share – diluted	Earnings per common and common equivalent share – diluted	$	10.71	$	8.82	$	18.62	$	10.81	Earnings per common and common equivalent share – diluted	$	9.97	$	8.51	$	28.57	$	19.31
Weighted average common and common equivalent shares outstanding – basic	Weighted average common and common equivalent shares outstanding – basic	19,419		20,581		19,709		20,574		Weighted average common and common equivalent shares outstanding – basic	18,968		20,421		19,459		20,523
Weighted average common and common equivalent shares outstanding – diluted	Weighted average common and common equivalent shares outstanding – diluted	19,666		20,763		19,982		20,741		Weighted average common and common equivalent shares outstanding – diluted	19,243		20,629		19,733		20,703
Cash dividends declared per share	Cash dividends declared per share	$	0.02	$	0.02	$	0.04	$	0.04	Cash dividends declared per share	$	0.02	$	0.02	$	0.06	$	0.06

See accompanying notes.

Encore Wire Corporation

Statements of Stockholders' Equity

(In thousands, except per share data)


2022	2022	Common Stock			Additional Paid-In Capital		Treasury Stock			Retained Earnings		Total Stockholders' Equity		2022	Common Stock			Additional Paid-In Capital		Treasury Stock			Retained Earnings		Total Stockholders' Equity
(Unaudited)	(Unaudited)	Shares	Amount				Shares	Amount						(Unaudited)	Shares	Amount				Shares	Amount
Balance at December 31, 2021	Balance at December 31, 2021	27,083	$	271	$	72,753	(6,944)	$	(155,014)	$	1,421,079	$	1,339,089	Balance at December 31, 2021	27,083	$	271	$	72,753	(6,944)	$	(155,014)	$	1,421,079	$	1,339,089
Net income	Net income	—	—		—		—	—		161,531		161,531		Net income	—	—		—		—	—		161,531		161,531
Exercise of stock options	Exercise of stock options	3	—		155		—	—		—		155		Exercise of stock options	3	—		155		—	—		—		155
Stock-based compensation	Stock-based compensation	42	—		1,939		—	—		—		1,939		Stock-based compensation	42	—		1,939		—	—		—		1,939
Dividend declared—$0.02 per share	Dividend declared—$0.02 per share	—	—		—		—	—		(394)		(394)		Dividend declared—$0.02 per share	—	—		—		—	—		(394)		(394)
Purchase of treasury stock	Purchase of treasury stock	—	—		—		(501)	(58,383)		—		(58,383)		Purchase of treasury stock	—	—		—		(501)	(58,383)		—		(58,383)
Balance at March 31, 2022	Balance at March 31, 2022	27,128	$	271	$	74,847	(7,445)	$	(213,397)	$	1,582,216	$	1,443,937	Balance at March 31, 2022	27,128	$	271	$	74,847	(7,445)	$	(213,397)	$	1,582,216	$	1,443,937
Net income	Net income	—	—		—		—	—		210,538		210,538		Net income	—	—		—		—	—		210,538		210,538

Stock-based compensation														Stock-based compensation	5	—		3,276		—	—		—		3,276
Dividend declared—$0.02 per share														Dividend declared—$0.02 per share	—	—		—		—	—		(382)		(382)
Purchase of treasury stock														Purchase of treasury stock	—	—		—		(607)	(73,473)		—		(73,473)
Balance at June 30, 2022														Balance at June 30, 2022	27,133	$	271	$	78,123	(8,052)	$	(286,870)	$	1,792,372	$	1,583,896
Net income														Net income	—	—		—		—	—		191,773		191,773
Exercise of stock options	Exercise of stock options	—	—		—		—	—		—		—		Exercise of stock options	1	—		52		—	—		—		52
Stock-based compensation	Stock-based compensation	5	—		3,276		—	—		—		3,276		Stock-based compensation	6	—		2,755		—	—		—		2,755
Dividend declared—$0.02 per share	Dividend declared—$0.02 per share	—	—		—		—	—		(382)		(382)		Dividend declared—$0.02 per share	—	—		—		—	—		(367)		(367)
Purchase of treasury stock	Purchase of treasury stock	—	—		—		(607)	(73,473)		—		(73,473)		Purchase of treasury stock	—	—		—		(786)	(93,392)		—		(93,392)
Balance at June 30, 2022		27,133	$	271	$	78,123	(8,052)	$	(286,870)	$	1,792,372	$	1,583,896

Balance at September 30, 2022														Balance at September 30, 2022	27,140	$	271	$	80,930	(8,838)	$	(380,262)	$	1,983,778	$	1,684,717


2021	2021	Common Stock			Additional Paid-In Capital		Treasury Stock			Retained Earnings		Total Stockholders' Equity		2021	Common Stock			Additional Paid-In Capital		Treasury Stock			Retained Earnings		Total Stockholders' Equity
(Unaudited)	(Unaudited)	Shares	Amount				Shares	Amount						(Unaudited)	Shares	Amount				Shares	Amount
Balance at December 31, 2020	Balance at December 31, 2020	27,025	$	270	$	67,885	(6,468)	$	(111,718)	$	881,292	$	837,729	Balance at December 31, 2020	27,025	$	270	$	67,885	(6,468)	$	(111,718)	$	881,292	$	837,729
Net income	Net income	—	—		—		—	—		41,189		41,189		Net income	—	—		—		—	—		41,189		41,189
Exercise of stock options	Exercise of stock options	3	—		155		—	—		—		155		Exercise of stock options	3	—		155		—	—		—		155
Stock-based compensation	Stock-based compensation	13	—		737		—	—		—		737		Stock-based compensation	13	—		737		—	—		—		737
Dividend declared—$0.02 per share	Dividend declared—$0.02 per share	—	—		—		—	—		(413)		(413)		Dividend declared—$0.02 per share	—	—		—		—	—		(413)		(413)
Balance at March 31, 2021	Balance at March 31, 2021	27,041	$	270	$	68,777	(6,468)	$	(111,718)	$	922,068	$	879,397	Balance at March 31, 2021	27,041	$	270	$	68,777	(6,468)	$	(111,718)	$	922,068	$	879,397
Net income	Net income	—	—		—		—	—		183,053		183,053		Net income	—	—		—		—	—		183,053		183,053
Exercise of stock options	Exercise of stock options	9	1		258		—	—		—		259		Exercise of stock options	9	1		258		—	—		—		259
Stock-based compensation	Stock-based compensation	6	—		1,331		—	—		—		1,331		Stock-based compensation	6	—		1,331		—	—		—		1,331
Dividend declared—$0.02 per share	Dividend declared—$0.02 per share	—	—		—		—	—		(415)		(415)		Dividend declared—$0.02 per share	—	—		—		—	—		(415)		(415)
Balance at June 30, 2021	Balance at June 30, 2021	27,056	$	271	$	70,366	(6,468)	$	(111,718)	$	1,104,706	$	1,063,625	Balance at June 30, 2021	27,056	$	271	$	70,366	(6,468)	$	(111,718)	$	1,104,706	$	1,063,625

Net income														Net income	—	—		—		—	—		175,538		175,538
Stock-based compensation														Stock-based compensation	4	—		851		—	—		—		851
Dividend declared—$0.02 per share														Dividend declared—$0.02 per share	—	—		—		—	—		(407)		(407)
Purchase of treasury stock														Purchase of treasury stock	—	—		—		(394)	(32,732)		—		(32,732)
Balance at September 30, 2021														Balance at September 30, 2021	27,060	$	271	$	71,217	(6,862)	$	(144,450)	$	1,279,837	$	1,206,875

See accompanying notes.

Encore Wire Corporation

Statements of Cash Flow

(In thousands)


		Six Months Ended June 30,					Nine Months Ended September 30,
		2022		2021			2022		2021
		(Unaudited)					(Unaudited)

Operating Activities:	Operating Activities:					Operating Activities:
Net income	Net income	$	372,070	$	224,242	Net income	$	563,843	$	399,780
Adjustments to reconcile net income to net cash provided by operating activities:	Adjustments to reconcile net income to net cash provided by operating activities:					Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	Depreciation and amortization	12,521		10,977		Depreciation and amortization	19,035		17,154
Deferred income taxes	Deferred income taxes	3,315		(1,958)		Deferred income taxes	10,339		(639)
Stock-based compensation attributable to equity awards	Stock-based compensation attributable to equity awards	5,215		2,068		Stock-based compensation attributable to equity awards	7,971		2,919
Other	Other	128		4,078		Other	110		5,085
Changes in operating assets and liabilities:	Changes in operating assets and liabilities:					Changes in operating assets and liabilities:
Accounts receivable	Accounts receivable	(115,006)		(299,873)		Accounts receivable	(70,543)		(261,860)
Inventories	Inventories	(20,602)		4,402		Inventories	(35,371)		1,595
Other assets	Other assets	(6,866)		(185)		Other assets	(17,020)		(1,014)
Trade accounts payable and accrued liabilities	Trade accounts payable and accrued liabilities	(15,126)		47,239		Trade accounts payable and accrued liabilities	(9,796)		50,716
Current income taxes receivable / payable	Current income taxes receivable / payable	2,640		43,349		Current income taxes receivable / payable	(2,255)		17,188
Net cash provided by operating activities	Net cash provided by operating activities	238,289		34,339		Net cash provided by operating activities	466,313		230,924

Investing Activities:	Investing Activities:					Investing Activities:
Purchases of property, plant and equipment	Purchases of property, plant and equipment	(75,246)		(58,844)		Purchases of property, plant and equipment	(105,509)		(85,489)
Proceeds from sale of assets	Proceeds from sale of assets	—		213		Proceeds from sale of assets	—		405

Net cash used in investing activities	Net cash used in investing activities	(75,246)		(58,631)		Net cash used in investing activities	(105,509)		(85,084)

Financing Activities:	Financing Activities:					Financing Activities:
Deferred financing fees	Deferred financing fees	—		(550)		Deferred financing fees	—		(550)
Purchase of treasury stock	Purchase of treasury stock	(131,856)		—		Purchase of treasury stock	(225,248)		(32,732)

Proceeds from issuance of common stock, net	Proceeds from issuance of common stock, net	155		414		Proceeds from issuance of common stock, net	206		414
Dividends paid	Dividends paid	(792)		(823)		Dividends paid	(1,170)		(1,235)
Net cash used in financing activities	Net cash used in financing activities	(132,493)		(959)		Net cash used in financing activities	(226,212)		(34,103)

Net increase (decrease) in cash and cash equivalents	Net increase (decrease) in cash and cash equivalents	30,550		(25,251)		Net increase (decrease) in cash and cash equivalents	134,592		111,737
Cash and cash equivalents at beginning of period	Cash and cash equivalents at beginning of period	438,990		183,123		Cash and cash equivalents at beginning of period	438,990		183,123
Cash and cash equivalents at end of period	Cash and cash equivalents at end of period	$	469,540	$	157,872	Cash and cash equivalents at end of period	$	573,582	$	294,860

See accompanying notes.

ENCORE WIRE CORPORATION

NOTES TO FINANCIAL STATEMENTS

(Unaudited)

~~June~~September 30, 2022

NOTE 1 – SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The unaudited financial statements of Encore Wire Corporation (the “Company”) have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim information and the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete annual financial statements. In the opinion of management, all adjustments, consisting only of normal recurring adjustments considered necessary for a fair presentation, have been included. Results of operations for interim periods presented do not necessarily indicate the results that may be expected for the entire year. These financial statements should be read in conjunction with the audited financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021.

In March 2020, the World Health Organization declared COVID-19 a global pandemic and recommended containment and mitigation measures worldwide. The Company is unable to predict the impact that COVID-19, or any ongoing variants, may have on our financial position and operating results in future periods. The duration or re-emergence of the outbreak and its long-term impact on our business remain uncertain.

Revenue Recognition

Our revenue is derived by fulfilling customer orders for the purchase of our products, which include electrical building wire and cable. We recognize revenue at the point in time that control of the ordered products is transferred to the customer, which is typically upon shipment to the customer from our manufacturing facilities and based on agreed upon shipping terms on the related purchase order. Amounts billed and due from our customers are classified as accounts receivables on the balance sheet and require payment on a short-term basis through standard payment terms.

Revenue is measured as the amount of consideration we expect to receive in exchange for fulfilling product orders. The amount of consideration we expect to receive and revenue we recognize includes estimates for trade payment discounts and customer rebates which are estimated using historical experience and other relevant factors and is recorded within the same period that the revenue is recognized. We review and update these estimates regularly and the impact of any adjustments are recognized in the period the adjustments are identified. The adjustments resulting from updated estimates of trade payment discounts and customer rebates were not material.

Recent Accounting Pronouncements

The Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) is the sole source of authoritative U.S. GAAP, along with the Securities and Exchange Commission (“SEC”) and Public Company Accounting Oversight Board (“PCAOB”) issued rules and regulations that apply only to SEC registrants. The FASB issues an Accounting Standard Update (“ASU”) to communicate changes to the codification. The Company considers the applicability and impact of all ASUs. No new standards have been adopted in 2022.

NOTE 2 – INVENTORIES

Inventories are stated at the lower of cost, determined by the last-in, first-out (LIFO) method, or market.

Inventories consist of the following:


In Thousands	In Thousands	June 30, 2022		December 31, 2021		In Thousands	September 30, 2022		December 31, 2021

Raw materials	Raw materials	$	34,875	$	54,012	Raw materials	$	48,713	$	54,012
Work-in-process	Work-in-process	57,500		40,422		Work-in-process	47,912		40,422
Finished goods	Finished goods	147,421		123,401		Finished goods	133,561		123,401
Total Inventory at FIFO cost	Total Inventory at FIFO cost	239,796		217,835		Total Inventory at FIFO cost	230,186		217,835
Adjust to LIFO cost	Adjust to LIFO cost	(118,378)		(117,019)		Adjust to LIFO cost	(93,999)		(117,019)

Inventory, net	Inventory, net	$	121,418	$	100,816	Inventory, net	$	136,187	$	100,816

Inventories are stated at the lower of cost, using the last-in, first out (“LIFO”) method, or market. The Company maintains two inventory pools for LIFO purposes. As permitted by U.S. GAAP, the Company maintains its inventory costs and cost of goods sold on a first-in, first-out (“FIFO”) basis and makes a monthly adjustment to adjust total inventory and cost of goods sold from FIFO to LIFO. The Company applies the lower of cost or market (“LCM”) test by comparing the LIFO cost of its raw materials, work-in-process and finished goods inventories to estimated market values, which are based primarily upon the most recent quoted market price of copper and other material prices as of the end of each reporting period. The Company performs a lower of cost or market calculation quarterly. As of ~~June~~September 30, 2022, no LCM adjustment was required. However, decreases in copper and other material prices could necessitate establishing an LCM reserve in future periods. Additionally, future reductions in the quantity of inventory on hand could cause copper or other raw materials that are carried in inventory at costs different from the cost of copper and other raw materials in the period in which the reduction occurs to be included in costs of goods sold for that period at the different price.

In the ~~second~~third quarter of 2022, LIFO adjustments were recorded that decreased cost of sales by ~~$11.5~~$24.4 million, compared to LIFO adjustments that increased cost of sales by ~~$24.1~~$0.6 million in the ~~second~~third quarter of 2021. In the ~~six~~nine months ended ~~June~~September 30, 2022, LIFO adjustments were recorded that ~~increased~~decreased cost of sales by ~~$1.4~~$23.0 million, compared to LIFO adjustments that increased cost of sales by ~~$46.0~~$46.6 million in the ~~six~~nine months ended ~~June~~September 30, 2021.

NOTE 3 - PROPERTY, PLANT and EQUIPMENT

Property, plant and equipment consists of the following:


In Thousands	In Thousands	June 30, 2022		December 31, 2021		In Thousands	September 30, 2022		December 31, 2021

Land and land improvements	Land and land improvements	$	84,616	$	72,897	Land and land improvements	$	84,616	$	72,897
Construction-in-progress	Construction-in-progress	142,171		92,414		Construction-in-progress	158,403		92,414
Buildings and improvements	Buildings and improvements	220,338		217,985		Buildings and improvements	218,579		217,985
Machinery and equipment	Machinery and equipment	376,687		362,996		Machinery and equipment	394,704		362,996
Furniture and fixtures	Furniture and fixtures	14,056		13,805		Furniture and fixtures	14,056		13,805
Property, plant and equipment, gross	Property, plant and equipment, gross	837,868		760,097		Property, plant and equipment, gross	870,358		760,097
Accumulated depreciation	Accumulated depreciation	(276,663)		(265,181)		Accumulated depreciation	(282,532)		(265,181)
Property, plant and equipment, net	Property, plant and equipment, net	$	561,205	$	494,916	Property, plant and equipment, net	$	587,826	$	494,916

In the ~~second~~third quarter of 2022, depreciation expense was ~~$6.3~~$6.5 million, compared to ~~$5.7~~$6.1 million in the ~~second~~third quarter of 2021. Depreciation expense was ~~$12.5~~$19.0 million in the ~~six~~nine months ended ~~June~~September 30, 2022, compared to ~~$11.0~~$17.1 million in the ~~six~~nine months ended ~~June~~September 30, 2021.

NOTE 4 – ACCRUED LIABILITIES

Accrued liabilities consist of the following:


In Thousands	In Thousands	June 30, 2022		December 31, 2021		In Thousands	September 30, 2022		December 31, 2021

Sales rebates payable	Sales rebates payable	$	39,477	$	40,657	Sales rebates payable	$	42,121	$	40,657
SAR Liability	SAR Liability	11,016		22,095		SAR Liability	14,089		22,095
Property taxes payable	Property taxes payable	2,467		5,018		Property taxes payable	3,766		5,018
Accrued salaries	Accrued salaries	11,685		4,778		Accrued salaries	15,459		4,778
Other accrued liabilities	Other accrued liabilities	8,137		6,199		Other accrued liabilities	7,605		6,199
Total accrued liabilities	Total accrued liabilities	$	72,782	$	78,747	Total accrued liabilities	$	83,040	$	78,747

NOTE 5 – INCOME TAXES

Income taxes were accrued at an effective rate of ~~22.3%~~22.4% in the ~~second~~third quarter of 2022 versus ~~22.5%~~22.7% in the ~~second~~third quarter of 2021, consistent with the Company’s estimated liabilities. In all periods, the differences between the provisions for income taxes and the income taxes computed using the federal income tax statutory rate are due primarily to the incremental taxes accrued for state and local taxes.

NOTE 6 – EARNINGS PER SHARE

Earnings per common and common equivalent share are computed using the weighted average number of shares of common stock and common stock equivalents outstanding during each period. If dilutive, the effect of stock awards, treated as common stock equivalents, is calculated using the treasury stock method.

The following table sets forth the computation of basic and diluted earnings per share:


		Quarter Ended June 30,				Six Months Ended June 30,					Quarter Ended September 30,				Nine Months Ended September 30,
In Thousands	In Thousands	2022		2021		2022		2021		In Thousands	2022		2021		2022		2021

Numerator:	Numerator:									Numerator:
Net income	Net income	$	210,538	$	183,053	$	372,070	$	224,242	Net income	$	191,773	$	175,538	$	563,843	$	399,780

Denominator:	Denominator:									Denominator:
Denominator for basic earnings per share – weighted average shares	Denominator for basic earnings per share – weighted average shares	19,419		20,581		19,709		20,574		Denominator for basic earnings per share – weighted average shares	18,968		20,421		19,459		20,523

Effect of dilutive securities:	Effect of dilutive securities:									Effect of dilutive securities:
Employee stock awards	Employee stock awards	247		182		273		167		Employee stock awards	275		208		274		180

Denominator for diluted earnings per share – weighted average shares	Denominator for diluted earnings per share – weighted average shares	19,666		20,763		19,982		20,741		Denominator for diluted earnings per share – weighted average shares	19,243		20,629		19,733		20,703

There were no anti-dilutive employee stock awards excluded from the determination of diluted earnings per common and common equivalent shares for the ~~second~~third quarter or ~~six~~nine months ended ~~June~~September 30, ~~2022 or 2021.~~2022. The weighted average number of employee stock awards excluded from the determination of diluted earnings per common and common equivalent share for the third quarter of 2021 was 49.The weighted average number of employee stock awards excluded from the determination of diluted earnings per common and common equivalent share for the nine months ended September 30, 2021 was 16.Such awards were anti-dilutive for their respective periods.

NOTE 7 – DEBT

On February 9, 2021, the Company terminated its previous credit agreement and entered into a new Credit Agreement (the “2021 Credit Agreement”) with 2two banks, Bank of America, N.A., as administrative agent and letter of credit issuer, and Wells Fargo Bank, National Association, as syndication agent. The 2021 Credit Agreement extends through February 9, 2026 and provides for maximum borrowings of $200.0 million. At our request, and subject to certain conditions, the commitments under the 2021 Credit Agreement may be increased by a maximum of up to $100.0 million as long as existing or new lenders agree to provide such additional commitments.

The 2021 Credit Agreement contains provisions to replace LIBOR with a replacement rate as described in the 2021 Credit Agreement. On October 20, 2022, the Company entered into the First Amendment to the 2021 Credit Agreement which replaced LIBOR with BSBY as permitted under the 2021 Credit Agreement. Borrowings under the line of credit bear interest, at the Company’s option, at either

(1) ~~LIBOR~~BSBY plus a margin that varies from 1.000% to 1.875% depending upon the Leverage Ratio (as defined in the 2021 Credit Agreement), or (2) the base rate (which is the highest of the federal funds rate plus 0.5%, the prime rate, or ~~LIBOR~~BSBY plus 1.0%) plus 0% to 0.375% (depending upon the Leverage Ratio). A commitment fee ranging from 0.200% to 0.325% (depending upon the Leverage Ratio) is payable on the unused line of credit. ~~At June~~As of September 30, 2022, there were no borrowings outstanding under the 2021 Credit Agreement, and letters of credit outstanding in the amount of $0.4 million left $199.6 million of credit available under the 2021 Credit Agreement. Obligations under the 2021 Credit Agreement are the only contractual borrowing obligations or commercial borrowing commitments of the Company. The foregoing description of the First Amendment to the 2021 Credit Agreement ~~contains provisions~~is not complete and is qualified in its entirety by reference to ~~replace LIBOR with a replacement rate as described in~~the full text of the First Amendment to the 2021 Credit ~~Agreement.~~Agreement, which is attached hereto as Exhibit 10.1 and is incorporated by reference herein.

Obligations under the 2021 Credit Agreement are unsecured and contain customary covenants and events of default. The Company was in compliance with the covenants as of and for the period ended ~~June~~September 30, 2022.

NOTE 8 – STOCKHOLDERS’ EQUITY

On November 10, 2006, the Board of Directors approved a stock repurchase program authorizing the Company to repurchase up to an authorized number of shares of its common stock from time to time in open market or private transactions, at the Company's discretion. This authorization originally expired on December 31, 2007, and the Company’s Board of Directors has authorized several increases and annual extensions of this stock repurchase program, most recently on ~~February 14,~~August 1, 2022, authorizing the repurchase of up to 2,000,000 shares of our common stock. As of ~~June~~September 30, 2022, ~~891,978~~1,214,253 shares remained authorized for repurchase through March 31, 2023. The Company repurchased ~~1,108,022~~1,893,769 shares of its stock in the ~~six~~nine months ended ~~June~~September 30, 2022 compared to ~~zero~~393,379 shares in the ~~six~~nine months ended ~~June~~September 30, 2021.

NOTE 9 - CONTINGENCIES

There are no material pending proceedings to which the Company is a party or to which any of its property is subject. However, the Company is from time to time involved in litigation, certain other claims and arbitration matters arising in the ordinary course of its business.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Encore Wire Corporation is a leading manufacturer of a broad range of copper and aluminum electrical wire and cables, supplying power generation and distribution solutions to meet our customers’ needs today and in the future. The Company focuses on maintaining a low-cost of production while providing exceptional customer service and quickly shipping complete orders coast-to-coast. Our products are proudly made in America at our vertically-integrated, single-site, Texas campus.

As discussed in Note 1, in the notes to the financial statements, the duration or re-emergence of ~~the~~an outbreak of COVID-19, or any of its ongoing variants, ~~outbreak~~ and their long-term impact on our business remain uncertain. Developments surrounding COVID-19, and any of the ongoing variants, continue to change, and we have limited visibility into the extent to which market demand for our products, as well as sector manufacturing and distribution capacity, will be impacted.

The Company’s operating results in any given period are driven by several key factors, including the volume of product produced and shipped, the cost of copper and other raw materials, the competitive pricing environment in the wire industry and the resulting influence on gross margin and the efficiency with which the Company’s plants operate during the period, among others. Price competition for electrical wire and cable is intense, and the Company sells its products in accordance with prevailing market prices. Copper, a commodity product, is the principal raw material used by the Company in manufacturing its products. The price of copper fluctuates depending on general economic conditions and in relation to supply and demand and other factors, which causes monthly variations in the cost of the Company’s purchased copper. Additionally, the SEC allows shares of certain physically backed copper exchange-traded funds (“ETFs”) to be listed and publicly traded. Such funds and

other copper ETFs like them hold copper cathode as collateral against their shares. The acquisition of copper cathode by copper ETFs may materially decrease or interrupt the availability of copper for immediate delivery in the United States, which could materially increase the Company’s cost of copper. In addition to raising copper prices and potential supply shortages, we believe that ETFs and similar copper-backed derivative products could lead to increased price volatility for copper. The Company cannot predict copper prices or the effect of fluctuations in the cost of copper on the Company’s future operating results. Wire prices can, and frequently do, change on a daily basis. This competitive pricing market for wire does not always mirror changes in copper prices, making margins highly volatile. The tables below highlight the range of closing prices of copper on a per pound basis on the Comex exchange for the periods shown.

COMEX COPPER CLOSING PRICE 2022


		April 2022		May 2022		June 2022		Quarter Ended June 30, 2022		Six Months Ended June 30, 2022			July 2022		August 2022		September 2022		Quarter Ended September 30, 2022		Nine Months Ended September 30, 2022
High	High	$	4.80	$	4.35	$	4.55	$	4.80	$	4.93	High	$	3.62	$	3.71	$	3.63	$	3.71	$	4.93
Low	Low	4.40		4.11		3.71		3.71		3.71		Low	3.21		3.47		3.31		3.21		3.21
Average	Average	4.64		4.25		4.13		4.33		4.44		Average	3.40		3.62		3.48		3.50		4.12

COMEX COPPER CLOSING PRICE 2021


		April 2021		May 2021		June 2021		Quarter Ended June 30, 2021		Six Months Ended June 30, 2021			July 2021		August 2021		September 2021		Quarter Ended September 30, 2021		Nine Months Ended September 30, 2021
High	High	$	4.74	$	4.78	$	4.66	$	4.78	$	4.78	High	$	4.59	$	4.43	$	4.45	$	4.59	$	4.78
Low	Low	4.00		4.50		4.16		4.00		3.54		Low	4.21		4.04		4.09		4.04		3.54
Average	Average	4.25		4.64		4.40		4.42		4.15		Average	4.35		4.29		4.27		4.30		4.20

The following discussion and analysis relate to factors that have affected the operating results of the Company for the quarters and ~~six~~nine months ended ~~June~~September 30, 2022 and 2021. Reference should also be made to the audited financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021.

Results of Operations

Quarter Ended ~~June~~September 30, 2022 Compared to Quarter Ended ~~June~~September 30, 2021

Net sales were ~~$838.2~~$762.4 million in the ~~second~~third quarter of 2022 compared to ~~$744.4~~$716.3 million in the ~~second~~third quarter of 2021. The ~~12.6%~~6.4% increase in net sales was due to a ~~2.7%~~12.9% increase in ~~the~~copper wire unit volume shipped. Unit volume is measured in pounds of copper ~~shipped.~~contained in the wire shipped during the period. Additionally, aluminum net sales ~~dollars~~ increased from ~~6.1%~~9.1% of net sales to ~~15.0%~~17.4% of net sales due to an increase in both price and volume shipped.

Cost of goods sold was ~~$517.5~~$462.9 million, or ~~61.7%~~60.7% of net sales, in the ~~second~~third quarter of 2022, compared to ~~$467.1~~$445.6 million, or ~~62.7%~~62.2% of net sales, in the ~~second~~third quarter of 2021. Gross profit increased to ~~$320.8~~$299.4 million, or ~~38.3%~~39.3% of net sales, in the ~~second~~third quarter of 2022 from ~~$277.3~~$270.8 million, or ~~37.3%~~37.8% of net sales, in the ~~second~~third quarter of 2021.

Gross profit percentage for the third quarter of 2022 was 39.3% compared to 37.8% during the third quarter of 2021. The ~~slight~~average selling price of wire per copper pound sold decreased 14.4% in the third quarter of 2022 versus the third quarter of 2021, while the average cost of copper per pound purchased decreased 14.1%. The gradual abatement of copper spreads in the quarter was more than offset by increased aluminum spreads and an overall increase in total volumes shipped resulting in the increased gross profit margin ~~was due mostly~~in the third quarter of 2022 compared to the ~~sales and volume increases noted above.~~third quarter of 2021.

Total raw materials cost as a percentage of sales decreased to ~~55.1%~~52.6% in the ~~second~~third quarter of 2022, from ~~55.9%~~55.2% in the ~~second~~third quarter of 2021. Overhead costs ~~decreased~~increased to ~~6.6%~~8.1% of net sales in the ~~second~~third quarter of 2022, from ~~6.8%~~7.0% of net sales in the ~~second~~third quarter of 2021. Overheads contain some fixed and semi-fixed components which do not fluctuate as much as sales dollars fluctuate.

Selling expenses, consisting of commissions and freight, for the ~~second~~third quarter of 2022 were ~~$35.8~~$34.8 million, or ~~4.3%~~4.6% of net sales, compared to ~~$28.9~~$29.9 million, or ~~3.9%~~4.2% of net sales, in the ~~second~~third quarter of 2021. Commissions paid to independent manufacturers’ representatives are paid as a relatively stable percentage of sales dollars and, therefore, exhibited little change as a percentage of sales. Freight costs increased to ~~1.8%~~2.0% of net sales in the ~~second~~third quarter of 2022 from ~~1.5%~~1.7% of net sales in the ~~second~~third quarter of ~~2021.~~2021, driven by increased volumes shipped during the quarter and increased freight rates. General and administrative (“G&A”)

expenses for the ~~second~~third quarter of 2022 were ~~$14.6~~$20.5 million, or ~~1.7%~~2.7% of net sales, compared to ~~$10.8~~$14.0 million, or ~~1.5%~~1.9% of net sales, in the ~~second~~third quarter of 2021.

~~Six~~Nine Months Ended ~~June~~September 30, 2022 Compared to ~~Six~~Nine Months Ended ~~June~~September 30, 2021

Net sales for the first ~~six~~nine months of 2022 were ~~$1.561~~$2.324 billion compared to net sales of ~~$1.189~~$1.905 billion for the first ~~six~~nine months of 2021. The ~~31.4%~~22.0% increase in net sales was primarily the result of a ~~21.9%~~12.5% increase in copper wire sales, driven by an ~~15.6%~~4.3% increase in the average selling price of copper wire and a ~~5.5%~~7.9% increase in copper wire unit volume shipped. ~~Unit volume is measured in pounds of copper contained in the wire shipped during the period.~~ Fluctuations in sales prices are primarily a result of raw material input costs and availability, order specifications and overall product demand in the market. Additionally, aluminum net sales increased from 7.5% of net sales to 14.7% of net sales due to an increase in both price and volume shipped.

Cost of goods sold was ~~$996.8 million,~~$1.460 billion, or ~~63.8%~~62.8% of net sales, in the first ~~six~~nine months of 2022, compared to ~~$826.7 million,~~$1.272 billion, or ~~69.6%~~66.8% of net sales, in the first ~~six~~nine months of 2021. Gross profit increased to ~~$564.5~~$864.0 million, or ~~36.2%~~37.2% of net sales, in the first ~~six~~nine months of 2022 versus ~~$361.8~~$632.6 million, or ~~30.4%~~33.2% of net sales, in the first ~~six~~nine months of 2021.

Gross profit percentage for the ~~six~~nine months ended ~~June~~September 30, 2022 was ~~36.2%~~37.2% compared to ~~30.4% during~~33.2% for the ~~same period in~~nine months ended September 30, 2021. The ~~increase in gross profit percentage is primarily due to the~~ average selling price of wire per copper pound sold ~~which~~

increased ~~15.6%~~4.3% in the ~~six~~nine months ended ~~June~~September 30, 2022 ~~when compared to~~versus the ~~six~~nine months ended ~~June~~September 30, 2021, while the average cost of copper per pound purchased increased ~~10.2%.~~ 1.5% for the same period comparison. The ~~percentage change on sales is~~increase in copper spreads on a year-to-date basis, along with increased aluminum spreads over the same period, coupled with an overall increase in total volumes shipped, drove the gross profit margin higher ~~nominal dollar amount than on purchases and, therefore, spreads change on a nominal dollar basis.~~in the nine months ended September 30, 2022 compared to the nine months ended September 30, 2021.

Due primarily to ~~increases~~decreases in copper costs, and ~~an increase in copper inventory quantities on hand, aided~~offset somewhat by price and volume movements of other materials in the first ~~six~~nine months of 2022, LIFO adjustments were recorded, ~~increasing~~decreasing cost of sales by ~~$1.4~~$23.0 million. During the same period in 2021, LIFO adjustments were recorded, increasing cost of sales by ~~$46.0~~$46.6 million. Based on current copper prices, there is no LCM adjustment necessary. ~~Future reductions in the price of copper could require the Company to record an LCM adjustment against the related inventory balance, which would result in a negative impact on net income.~~

Selling expenses for the first ~~six~~nine months of 2022 increased to ~~$66.9~~$101.7 million, or ~~4.3%~~4.4% of net sales, compared to ~~$49.5~~$79.4 million, or 4.2% of net sales, in the ~~same period~~first nine months of 2021. Commissions paid to independent manufacturers’ representatives are paid as a relatively stable percentage of sales dollars, and therefore, exhibited little change in percentage terms, increasing ~~$9.8~~$11.8 million in concert with the increased sales dollars. Freight costs for the first ~~six~~nine months of 2022 were 1.9% of net sales, compared to 1.8% of net sales for the first ~~six~~nine months of ~~2021.~~2021, driven by increased volumes shipped during 2022. General and administrative expenses were ~~$19.7~~$40.2 million, or ~~1.3%~~1.7% of net sales, in the first ~~six~~nine months of 2022 compared to ~~$21.3~~$35.3 million, or ~~1.8%~~1.9% of net sales, in the first six months of 2021. The G&A decrease was driven by decreased stock compensation expense driven by the mark-to-market accounting on stock appreciation rights. The net stock compensation expense decreased $4.9 million in the first six months of 2022 versus the first sixnine months of 2021.

Liquidity and Capital Resources

The Company maintains a substantial inventory of finished products to satisfy customers’ delivery requirements promptly. As is customary in the building wire industry, the Company provides payment terms to most of its customers that exceed terms that it receives from its suppliers. Copper suppliers generally give very short payment terms (less than 15 days) while the Company and the building wire industry give customers much longer terms. In general, the Company’s standard payment terms result in the collection of a significant majority of net sales within approximately 75 days of the date of invoice. As a result of this timing difference, building wire companies must have sufficient cash and access to capital resources to finance their working capital needs, thereby creating a barrier to entry for companies who do not have sufficient liquidity and capital resources. The two largest components of working capital, receivables and inventory, and to a lesser extent, capital expenditures, are the primary drivers of the Company’s liquidity needs. Generally, these needs will cause the Company’s cash balance to rise and fall inversely to the receivables and inventory balances. The Company’s receivables and inventories will rise and fall in concert with several factors, most notably the price of copper and other raw materials and the level of unit sales. Capital expenditures have historically been necessary to expand and update the production capacity of the Company’s manufacturing operations. The Company has historically satisfied its liquidity and capital expenditure needs with cash generated from operations and borrowings under its various debt arrangements. The Company historically uses its revolving credit facility to manage day to day operating cash needs as required by daily fluctuations in working capital and has the facility in place should such a need arise in the future. We believe that the Company has sufficient liquidity, and will continue to have sufficient liquidity beyond the short-term outlook, and do not believe COVID-19, or any of the ongoing variants, will materially impact our liquidity, but we continue to assess COVID-19, and any ongoing variants, and their impact on our business, including on our customer base and suppliers.

For more information on the Company’s revolving credit facility, see Note 7 to the Company’s financial statements included in Item 1 to this report, which is incorporated herein by reference.

Cash provided by operating activities was ~~$238.3~~$466.3 million in the first ~~six~~nine months of 2022 compared to cash provided of ~~$34.3~~$230.9 million in the first ~~six~~nine months of 2021. The following changes in components of cash flow from operations were notable. The Company had net income of ~~$372.1~~$563.8 million in the first ~~six~~nine months of 2022 compared to net income of ~~$224.2~~$399.8 million in the first ~~six~~nine months of 2021. Accounts receivable increased ~~$115.0~~$70.5 million in the first ~~six~~nine months of 2022 compared to increasing ~~$299.9~~$261.9 million in the first ~~six~~nine months of 2021. Accounts receivable generally fluctuates in proportion to dollar sales and, to a lesser extent, are affected by the timing of when sales occur during a given quarter. With an average of 60 to 75 days of sales outstanding, quarters in which sales are more back-end loaded will have higher accounts receivable balances outstanding at quarter-end. Inventory net increased ~~$20.6~~$35.4 million in the first ~~six~~nine months of 2022 compared to decreasing ~~$4.4~~$1.6 million in the first ~~six~~nine months of 2021. Trade accounts payable and accrued liabilities negatively impacted cash by ~~$15.1~~$9.8 million in the first ~~six~~nine months of 2022 versus favorably impacting cash by ~~$47.2~~$50.7 million in the first ~~six~~nine months of 2021. In the first ~~six~~nine months of 2022, changes in current and deferred taxes favorably impacted cash by ~~$6.0~~$8.1 million versus ~~$41.4~~$16.5 million of favorable impact in the first ~~six~~nine months of 2021. These changes in cash flow were the primary drivers of the ~~$204.0~~$235.4 million increase in positive cash flow provided by operations in the first ~~six~~nine months of 2022 compared to the first ~~six~~nine months of 2021.

Cash used in investing activities increased to ~~$75.2~~$105.5 million in the first ~~six~~nine months of 2022 from ~~$58.6~~$85.1 million in the first ~~six~~nine months of 2021 due to higher capital expenditures on plant and ~~equipment, among other factors.~~equipment.

Cash used in financing activities in the first ~~six~~nine months of 2022 consisted of ~~$131.9~~$225.2 million paid to purchase our own stock, ~~$0.8~~$1.2 million of cash dividends paid, and $0.2 million of proceeds from exercised stock options. These activities in cash flow used ~~$132.5~~$226.2 million cash in financing activities for the first ~~six~~nine months of 2022 compared to ~~$1.0~~$34.1 million used in the first ~~six~~nine months of 2021. For the quarter and ~~six~~nine months ended ~~June~~September 30, 2022 and 2021, the Company did not access its revolving line of credit.

The Company’s cash balance was ~~$469.5~~$573.6 million at ~~June~~September 30, 2022 compared to ~~$157.9~~$294.9 million at ~~June~~September 30, 2021.

During the remainder of 2022, the Company expects its capital expenditures will consist primarily of expenditures related to the purchases of manufacturing equipment throughout its facilities to update equipment and the previously-announced expansion plans which remain on schedule. The repurposing of our vacated distribution center to expand manufacturing capacity and extend our market reach was substantially completed in the second quarter of 2022. The incremental investments announced in July 2021 continue in earnest, focused on broadening our position as a low-cost, sustainable manufacturer in the sector and increasing manufacturing capacity to drive growth. Capital spending in 2022 through 2024 will expand vertical integration in our manufacturing processes to reduce costs as well as modernize select wire manufacturing facilities to increase capacity and efficiency, and improve our position as a sustainable and environmentally responsible ~~leader~~company in our industry. Total capital expenditures were $118 million in 2021. We expect total capital expenditures to range from ~~$150~~$140 - ~~$170~~$150 million in 2022, $150 - $170 million in 2023, and $80 - $100 million in 2024. We expect to continue to fund these investments with existing cash reserves and operating cash flows.

Critical Accounting Estimates and Policies

Management’s discussion and analysis of its financial condition and results of operations are based upon the Company’s financial statements, which have been prepared in accordance with U.S. GAAP. The Company’s unaudited financial statements are impacted by the accounting policies used and the estimates and assumptions made by management in their preparation. See Note 1 to the notes to the financial statements for information on the Company’s significant accounting policies.

As of ~~June~~September 30, 2022, there have been no significant changes to the Company’s critical accounting policies and related estimates previously disclosed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021.

Information Regarding Forward-Looking Statements

This quarterly report on Form 10-Q contains various “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements can be identified by words such as: “anticipate”, “intend”, “plan”, “goal”, “seek”, “believe”, “project”, “estimate”, “expect”, “strategy”, “future”, “likely”, “may”, “should”, “will” and similar references to future periods. Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Because forward-looking statements relate to the future, such statements are subject to certain risks, uncertainties and assumptions. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those anticipated, estimated or projected. Therefore, you should not rely on any of these forward-looking statements. Examples of such uncertainties and risks include, but are not limited to, statements about the pricing environment of copper, aluminum and other raw materials, the duration, magnitude and impact of the ongoing COVID-19 global pandemic, along with any ongoing variants, our order fill rates, profitability and stockholder value, payment of future dividends, future purchases of stock, the impact of competitive pricing and other risks detailed from time to time in the Company’s reports filed with the SEC. Actual results may vary materially from those anticipated. Any forward-looking statement made by us in this report is based only on information currently available to us and speaks only as of the date on which it is made. We undertake no obligation to publicly update any forward-looking statement, whether written or oral, that may be made from time to time, whether as a result of new information, future developments or otherwise. For more information regarding “forward-looking statements,” see “Information Regarding Forward-Looking Statements” in Part II, Item 7 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2021, which is hereby incorporated by reference.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

There have been no material changes from the information provided in Item 7A, “Quantitative and Qualitative Disclosures About Market Risk,” of the Company’s Annual Report on Form 10-K for the year ended December 31, 2021.

Item 4. Controls and Procedures.

The Company maintains controls and procedures designed to ensure that information required to be disclosed by it in the reports it files with or submits to the SEC is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and to ensure that information required to be disclosed by the Company in such reports is accumulated and communicated to the Company’s management, including the Chief Executive and Chief Financial Officers, as appropriate, to allow timely decisions regarding required disclosure. Based on an evaluation of the Company’s disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended) as of the end of the period covered by this report conducted by the Company’s management, with the participation of the Chief Executive and Chief Financial Officers, the Chief Executive and Chief Financial Officers concluded that the Company’s disclosure controls and procedures were effective to ensure that information required to be disclosed by the Company in the reports it files with or submits to the SEC is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and to ensure that information required to be disclosed by the Company in such reports is accumulated and communicated to the Company’s management, including the Chief Executive and Chief Financial Officers, as appropriate, to allow timely decisions regarding required disclosure.

There have been no changes in the Company’s internal control over financial reporting or in other factors that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting during the period covered by this report.

PART II – OTHER INFORMATION

Item 1. Legal Proceedings.

For information on the Company’s legal proceedings, see Note 9 to the Company’s financial statements included in Item 1 to this report and incorporated herein by reference.

Item 1A. Risk Factors.

There have been no material changes to the Company’s risk factors as disclosed in Item 1A, “Risk Factors,” in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

Note 8 to the Company’s financial statements included in Item 1 to this report is hereby incorporated herein by reference.

The following table provides information relating to our purchases of shares of our common stock during the three months ended ~~June~~September 30, 2022.

(a) (b) (c) (d)
Period Total Number of Shares Purchased Average Price Paid Per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (1) Maximum Number of Shares that May Yet Be Purchased Under the Plans or Programs (1)
April 2022 — $ — — 1,499,083
May 2022 488,777 123.87 488,777 1,010,306
June 2022 118,328 109.25 118,328 891,978
607,105 121.02 607,105


	(a)	(b)		(c)	(d)
Period	Total Number of Shares Purchased	Average Price Paid Per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (1)	Maximum Number of Shares that May Yet Be Purchased Under the Plans or Programs (1)
July 2022	—	$	—	—	891,978
August 2022	—	—		—	2,000,000
September 2022	785,747	118.86		785,747	1,214,253
	785,747	$	118.86	785,747

(1) On November 10, 2006, the Board of Directors approved a stock repurchase program authorizing the Company to repurchase up to an authorized number of shares of its common stock from time to time in open market or private transactions, at the Company's discretion. This authorization originally expired on December 31, 2007, and the Company’s Board of Directors has authorized several increases and annual extensions of this stock repurchase program, most recently on ~~February 14,~~August 1, 2022, authorizing the repurchase of up to 2,000,000 shares of our common stock. As of ~~June~~September 30, 2022, ~~891,978~~1,214,253 shares remained authorized for repurchase through March 31, 2023. The Company repurchased ~~1,108,022~~1,893,769 shares of its stock in the ~~six~~nine months ended ~~June~~September 30, 2022 compared to ~~zero~~393,379 shares in the ~~six~~nine months ended ~~June~~September 30, 2021.

Item 6. Exhibits.


Exhibit Number			Description
3.1			Certificate of Incorporation of Encore Wire Corporation and all amendments thereto (filed as Exhibit 3.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2009, and incorporated herein by reference).
3.2			Third Amended and Restated Bylaws of Encore Wire Corporation, as amended through February 27, 2012 (filed as Exhibit 3.2 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2011, and incorporated herein by reference).
4.1			Form of certificate for Common Stock (filed as Exhibit 1 to the Company’s registration statement on Form 8-A, filed with the SEC on June 4, 1992, and incorporated herein by reference).
10.1			First Amendment to Credit Agreement, by and among the Company, Bank of America, N.A., as administrative agent, swingline lender and letter of credit issuer, Wells Fargo Bank, National Association, as syndication agent and the other lender parties thereto, dated as of October 20, 2022.
31.1			Certification by Daniel L. Jones, Chairman, President and Chief Executive Officer of the Company, dated ~~July~~October 27,, 2022 and submitted pursuant to Rule 13a-14(a)/15d-14(a) and pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2			Certification by Bret J. Eckert, Vice President – Finance, Treasurer, Secretary and Chief Financial Officer of the Company, dated ~~July~~October 27,, 2022 and submitted pursuant to Rule 13a-14(a)/15d-14(a) and pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1			Certification by Daniel L. Jones, Chairman, President and Chief Executive Officer of the Company, dated ~~July~~October 27,, 2022 as required by 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2			Certification by Bret J. Eckert, Vice President – Finance, Treasurer, Secretary and Chief Financial Officer of the Company, dated ~~July~~October 27,, 2022 as required by 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
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SIGNATURES

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 thereunto duly authorized.


			ENCORE WIRE CORPORATION
			(Registrant)

Dated: ~~July~~October 27, 2022			/s/ DANIEL L. JONES
			Daniel L. Jones Chairman, President and Chief Executive Officer

Dated: ~~July~~October 27, 2022			/s/ BRET J. ECKERT
			Bret J. Eckert Vice President-Finance, Treasurer, Secretary and Chief Financial Officer