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 ~~September~~June 30, ~~2022~~2023


☐			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 ~~October~~July 26, ~~2022: 18,342,580~~2023: 16,805,483

ENCORE WIRE CORPORATION

FORM 10-Q

FOR THE QUARTER ENDED ~~SEPTEMBER~~JUNE 30, ~~2022~~2023

Table of Contents


			Page No.
PART I—FINANCIAL INFORMATION
Item 1. Financial Statements
Balance Sheets - ~~September~~June 30 , 20 2223 (Unaudited) and December 31, 202122			1
Statements of Income - Quarter and Six Months ~~and~~ ~~Nine~~ ~~Months~~ Ended ~~September~~June 303 0 , 20 2223 and 20 2122 (Unaudited)			2
Statements of Stockholders' Equity - Quarter and Six Months~~Nine~~ ~~Months~~ Ended ~~September~~June 303 0 , 20 2223 and 20 2122 (Unaudited)			3
Statements of Cash Flow - ~~Nine~~Six Months Ended ~~September~~ June 30,~~, 20~~22 2023 and 20 2122 (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			12
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 5. Other Information			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)


		September 30, 2022		December 31, 2021			June 30, 2023		December 31, 2022
		(Unaudited)		(Audited)			(Unaudited)		(Audited)
Assets	Assets					Assets
Current assets:	Current assets:					Current assets:
Cash and cash equivalents	Cash and cash equivalents	$	573,582	$	438,990	Cash and cash equivalents	$	667,790	$	730,557
Accounts receivable, net of allowance of $3,800 and $3,800		561,669		491,126
Accounts receivable, net of allowance of $2,500 and $3,800						Accounts receivable, net of allowance of $2,500 and $3,800	463,318		498,762
Inventories, net	Inventories, net	136,187		100,816		Inventories, net	163,215		153,187
Income tax receivable	Income tax receivable	3,206		951		Income tax receivable	25,566		15,143
Prepaid expenses and other	Prepaid expenses and other	20,058		3,167		Prepaid expenses and other	8,625		3,992
Total current assets	Total current assets	1,294,702		1,035,050		Total current assets	1,328,514		1,401,641
Property, plant and equipment, net	Property, plant and equipment, net	587,826		494,916		Property, plant and equipment, net	683,747		616,601
Other assets	Other assets	522		570		Other assets	518		490
Total assets	Total assets	$	1,883,050	$	1,530,536	Total assets	$	2,012,779	$	2,018,732

Liabilities and Stockholders’ Equity	Liabilities and Stockholders’ Equity					Liabilities and Stockholders’ Equity
Current liabilities:	Current liabilities:					Current liabilities:
Trade accounts payable	Trade accounts payable	$	68,576	$	75,353	Trade accounts payable	$	90,725	$	62,780
Accrued liabilities	Accrued liabilities	83,040		78,747		Accrued liabilities	70,725		81,381
Income taxes payable		—		—

Total current liabilities	Total current liabilities	151,616		154,100		Total current liabilities	161,450		144,161
Long-term liabilities:						Long-term liabilities:
Deferred income taxes and other	Deferred income taxes and other	46,717		37,347		Deferred income taxes and other	54,437		55,905
Total long-term liabilities						Total long-term liabilities	54,437		55,905
Total liabilities						Total liabilities	215,887		200,066
Commitments and contingencies	Commitments and contingencies					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 – 27,139,611 and 27,083,100		271		271
Issued shares – 27,252,624 and 27,139,611						Issued shares – 27,252,624 and 27,139,611	272		271
Additional paid-in capital	Additional paid-in capital	80,930		72,753		Additional paid-in capital	94,468		83,622
Treasury stock, at cost – 8,838,031 and 6,944,262 shares		(380,262)		(155,014)
Treasury stock, at cost – 10,475,141 and 8,999,732 shares						Treasury stock, at cost – 10,475,141 and 8,999,732 shares	(658,798)		(402,639)
Retained earnings	Retained earnings	1,983,778		1,421,079		Retained earnings	2,360,950		2,137,412
Total stockholders’ equity	Total stockholders’ equity	1,684,717		1,339,089		Total stockholders’ equity	1,796,892		1,818,666
Total liabilities and stockholders’ equity	Total liabilities and stockholders’ equity	$	1,883,050	$	1,530,536	Total liabilities and stockholders’ equity	$	2,012,779	$	2,018,732

See accompanying notes.

Encore Wire Corporation

Statements of Income

(In thousands, except per share data)


		Quarter Ended September 30,				Nine Months Ended September 30,					Quarter Ended June 30,				Six Months Ended June 30,
		2022		2021		2022		2021			2023		2022		2023		2022
		(Unaudited)				(Unaudited)					(Unaudited)				(Unaudited)

Net sales	Net sales	$	762,363	$	716,320	$	2,323,670	$	1,904,869	Net sales	$	636,460	$	838,235	$	1,296,952	$	1,561,307
Cost of goods sold	Cost of goods sold	462,916		445,554		1,459,704		1,272,256		Cost of goods sold	470,312		517,463		925,719		996,788
Gross profit	Gross profit	299,447		270,766		863,966		632,613		Gross profit	166,148		320,772		371,233		564,519

Selling, general, and administrative expenses	Selling, general, and administrative expenses	55,291		43,816		141,908		116,109		Selling, general, and administrative expenses	38,671		50,405		97,375		86,616
Operating income	Operating income	244,156		226,950		722,058		516,504		Operating income	127,477		270,367		273,858		477,903

Net interest and other income	Net interest and other income	3,087		52		3,850		116		Net interest and other income	8,067		647		17,241		762
Income before income taxes	Income before income taxes	247,243		227,002		725,908		516,620		Income before income taxes	135,544		271,014		291,099		478,665

Provision for income taxes	Provision for income taxes	55,470		51,464		162,065		116,840		Provision for income taxes	30,803		60,476		66,875		106,595
Net income	Net income	$	191,773	$	175,538	$	563,843	$	399,780	Net income	$	104,741	$	210,538	$	224,224	$	372,070
Earnings per common and common equivalent share – basic	Earnings per common and common equivalent share – basic	$	10.11	$	8.60	$	28.98	$	19.48	Earnings per common and common equivalent share – basic	$	6.13	$	10.84	$	12.75	$	18.88
Earnings per common and common equivalent share – diluted	Earnings per common and common equivalent share – diluted	$	9.97	$	8.51	$	28.57	$	19.31	Earnings per common and common equivalent share – diluted	$	6.01	$	10.71	$	12.53	$	18.62
Weighted average common and common equivalent shares outstanding – basic	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 – basic	17,093		19,419		17,593		19,709
Weighted average common and common equivalent shares outstanding – diluted	Weighted average common and common equivalent shares outstanding – diluted	19,243		20,629		19,733		20,703		Weighted average common and common equivalent shares outstanding – diluted	17,431		19,666		17,897		19,982
Cash dividends declared per share	Cash dividends declared per share	$	0.02	$	0.02	$	0.06	$	0.06	Cash dividends declared per share	$	0.02	$	0.02	$	0.04	$	0.04

See accompanying notes.

Encore Wire Corporation

Statements of Stockholders' Equity

(In thousands, except per share data)


2022		Common Stock			Additional Paid-In Capital		Treasury Stock				Retained Earnings		Total Stockholders' Equity
2023								2023		Common Stock						Additional Paid-In Capital		Treasury Stock				Retained Earnings		Total Stockholders' Equity
(Unaudited)	(Unaudited)	Shares	Amount				Additional Paid-In Capital	Shares							Amount			Retained Earnings		Total Stockholders' Equity							(Unaudited)		Shares		Amount			Shares			Amount
Balance at December 31, 2021		27,083	$	271	(6,944)			$	(155,014)
Balance at December 31, 2022																	Balance at December 31, 2022					27,139		$	271		$	83,622		(9,000)		$	(402,639)		$	2,137,412		$	1,818,666
Net income	Net income	—	—		—		—	—			161,531		161,531			Net income	—		—		—		—			—			119,483		119,483
Exercise of stock options	Exercise of stock options	3	—		155		—	—			—		155			Exercise of stock options	10		—		316		—			—			—		316
Stock-based compensation	Stock-based compensation	42	—		1,939		—	—			—		1,939			Stock-based compensation	93		1		4,040		—			—			—		4,041
Dividend declared—$0.02 per share	Dividend declared—$0.02 per share	—	—		—		—	—			(394)		(394)			Dividend declared—$0.02 per share	—		—		—		—			—			(350)		(350)
Purchase of treasury stock	Purchase of treasury stock	—	—		—		(501)	(58,383)			—		(58,383)			Purchase of treasury stock	—		—		—		(702)			(128,252)			—		(128,252)
Balance at March 31, 2022		27,128	$	271	$	74,847	(7,445)	$	(213,397)		$	1,582,216	$	1,443,937
Net income		—	—		—		—	—			210,538		210,538

Stock-based compensation		5	—		3,276		—	—			—		3,276
Dividend declared—$0.02 per share		—	—		—		—	—			(382)		(382)
Purchase of treasury stock		—	—		—		(607)	(73,473)			—		(73,473)
Balance at June 30, 2022		27,133	$	271	$	78,123	(8,052)	$	(286,870)		$	1,792,372	$	1,583,896
Balance at March 31, 2023																Balance at March 31, 2023	27,242		$	272	$	87,978	(9,702)			$	(530,891)		$	2,256,545	$	1,813,904
Net income	Net income	—	—		—		—	—			191,773		191,773			Net income	—		—		—		—			—			104,741		104,741
Exercise of stock options	Exercise of stock options	1	—		52		—	—			—		52			Exercise of stock options	2		—		103		—			—			—		103
Stock-based compensation	Stock-based compensation	6	—		2,755		—	—			—		2,755			Stock-based compensation	9		—		6,387		—			—			—		6,387
Dividend declared—$0.02 per share	Dividend declared—$0.02 per share	—	—		—		—	—			(367)		(367)			Dividend declared—$0.02 per share	—		—		—		—			—			(336)		(336)
Purchase of treasury stock	Purchase of treasury stock	—	—		—		(786)	(93,392)			—		(93,392)			Purchase of treasury stock	—		—		—		(773)			(127,907)			—		(127,907)
Balance at September 30, 2022		27,140	$	271	$	80,930	(8,838)	$	(380,262)		$	1,983,778	$	1,684,717
Balance at June 30, 2023																Balance at June 30, 2023	27,253		$	272	$	94,468	(10,475)			$	(658,798)		$	2,360,950	$	1,796,892


2021		Common Stock			Additional Paid-In Capital		Treasury Stock				Retained Earnings		Total Stockholders' Equity
2022								2022		Common Stock						Additional Paid-In Capital		Treasury Stock				Retained Earnings		Total Stockholders' Equity
(Unaudited)	(Unaudited)	Shares	Amount				Additional Paid-In Capital	Shares							Amount			Retained Earnings		Total Stockholders' Equity							(Unaudited)		Shares		Amount			Shares			Amount
Balance at December 31, 2020		27,025	$	270	(6,468)			$	(111,718)
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
Net income	Net income	—	—		—		—	—			41,189		41,189			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	13	—		737		—	—			—		737			Stock-based compensation	42		—		1,939		—			—			—		1,939
Dividend declared—$0.02 per share	Dividend declared—$0.02 per share	—	—		—		—	—			(413)		(413)			Dividend declared—$0.02 per share	—		—		—		—			—			(394)		(394)
Balance at March 31, 2021		27,041	$	270	$	68,777	(6,468)	$	(111,718)		$	922,068	$	879,397
Purchase of treasury stock																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
Net income	Net income	—	—		—		—	—			183,053		183,053			Net income	—		—		—		—			—			210,538		210,538
Exercise of stock options	Exercise of stock options	9	1		258		—	—			—		259			Exercise of stock options	—		—		—		—			—			—		—
Stock-based compensation	Stock-based compensation	6	—		1,331		—	—			—		1,331			Stock-based compensation	5		—		3,276		—			—			—		3,276
Dividend declared—$0.02 per share	Dividend declared—$0.02 per share	—	—		—		—	—			(415)		(415)			Dividend declared—$0.02 per share	—		—		—		—			—			(382)		(382)
Balance at June 30, 2021		27,056	$	271	$	70,366	(6,468)	$	(111,718)		$	1,104,706	$	1,063,625
Net income		—	—		—		—	—			175,538		175,538
Stock-based compensation		4	—		851		—	—			—		851
Dividend declared—$0.02 per share		—	—		—		—	—			(407)		(407)
Purchase of treasury stock	Purchase of treasury stock	—	—		—		(394)	(32,732)			—		(32,732)			Purchase of treasury stock	—		—		—		(607)			(73,473)			—		(73,473)
Balance at September 30, 2021		27,060	$	271	$	71,217	(6,862)	$	(144,450)		$	1,279,837	$	1,206,875
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

See accompanying notes.

Encore Wire Corporation

Statements of Cash Flow

(In thousands)


		Nine Months Ended September 30,					Six Months Ended June 30,
		2022		2021			2023		2022
		(Unaudited)					(Unaudited)

Operating Activities:	Operating Activities:					Operating Activities:
Net income	Net income	$	563,843	$	399,780	Net income	$	224,224	$	372,070
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	19,035		17,154		Depreciation and amortization	15,780		12,521
Provision for bad debt						Provision for bad debt	1,300		—
Deferred income taxes	Deferred income taxes	10,339		(639)		Deferred income taxes	(1,461)		3,315
Stock-based compensation attributable to equity awards	Stock-based compensation attributable to equity awards	7,971		2,919		Stock-based compensation attributable to equity awards	10,427		5,215
Other	Other	110		5,085		Other	1,407		128
Changes in operating assets and liabilities:	Changes in operating assets and liabilities:					Changes in operating assets and liabilities:
Accounts receivable	Accounts receivable	(70,543)		(261,860)		Accounts receivable	34,144		(115,006)
Inventories	Inventories	(35,371)		1,595		Inventories	(10,028)		(20,602)
Other assets	Other assets	(17,020)		(1,014)		Other assets	(4,681)		(6,866)
Trade accounts payable and accrued liabilities	Trade accounts payable and accrued liabilities	(9,796)		50,716		Trade accounts payable and accrued liabilities	5,347		(15,126)
Current income taxes receivable / payable	Current income taxes receivable / payable	(2,255)		17,188		Current income taxes receivable / payable	(10,423)		2,640
Net cash provided by operating activities	Net cash provided by operating activities	466,313		230,924		Net cash provided by operating activities	266,036		238,289

Investing Activities:	Investing Activities:					Investing Activities:
Purchases of property, plant and equipment	Purchases of property, plant and equipment	(105,509)		(85,489)		Purchases of property, plant and equipment	(74,736)		(75,246)
Proceeds from sale of assets	Proceeds from sale of assets	—		405		Proceeds from sale of assets	2		—

Net cash used in investing activities	Net cash used in investing activities	(105,509)		(85,084)		Net cash used in investing activities	(74,734)		(75,246)

Financing Activities:	Financing Activities:					Financing Activities:
Deferred financing fees		—		(550)

Purchase of treasury stock	Purchase of treasury stock	(225,248)		(32,732)		Purchase of treasury stock	(253,773)		(131,856)

Proceeds from issuance of common stock, net	Proceeds from issuance of common stock, net	206		414		Proceeds from issuance of common stock, net	420		155
Dividends paid	Dividends paid	(1,170)		(1,235)		Dividends paid	(716)		(792)
Net cash used in financing activities	Net cash used in financing activities	(226,212)		(34,103)		Net cash used in financing activities	(254,069)		(132,493)

Net increase (decrease) in cash and cash equivalents	Net increase (decrease) in cash and cash equivalents	134,592		111,737		Net increase (decrease) in cash and cash equivalents	(62,767)		30,550
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	730,557		438,990
Cash and cash equivalents at end of period	Cash and cash equivalents at end of period	$	573,582	$	294,860	Cash and cash equivalents at end of period	$	667,790	$	469,540

See accompanying notes.

ENCORE WIRE CORPORATION

NOTES TO FINANCIAL STATEMENTS

(Unaudited)

~~September~~June 30, ~~2022~~2023

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.~~2022.

In March 2020, the World Health Organization (the "WHO") declared COVID-19 a global pandemic and recommended containment and mitigation measures ~~worldwide.~~worldwide, and, in May 2023, the WHO determined COVID-19 is now an established and ongoing health issue which no longer constitutes a public health emergency of international concern. The Company has not experienced a material impact on its business or its liquidity on account of COVID-19 and is unable to predict ~~the impact that COVID-19,~~any reemergence of any outbreak 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 potential long-term impact on our ~~business remain uncertain.~~business.

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 isare 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.~~2023.

NOTE 2 – INVENTORIES

Inventories consist of the following:


In Thousands	June 30, 2023		December 31, 2022

Raw materials	$	55,886	$	69,567
Work-in-process	62,132		42,611
Finished goods	148,409		138,943
Total Inventory at FIFO cost	266,427		251,121
Adjust to LIFO cost	(103,212)		(97,934)

Inventory, net	$	163,215	$	153,187

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 September 30, 2022 December 31, 2021
Raw materials $ 48,713 $ 54,012
Work-in-process 47,912 40,422
Finished goods 133,561 123,401
Total Inventory at FIFO cost 230,186 217,835
Adjust to LIFO cost (93,999) (117,019)
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~~on 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 ~~September~~June 30, ~~2022,~~2023, 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 ~~third~~second quarter of ~~2022,~~2023, LIFO adjustments were recorded that decreased cost of ~~sales~~goods sold by ~~$24.4~~$18.6 million, compared to LIFO adjustments that decreased cost of goods sold by $11.5 million in the second quarter of 2022. In the six months ended June 30, 2023, LIFO adjustments were recorded that increased cost of goods sold by $5.3 million, compared to LIFO adjustments that increased cost of ~~sales~~goods sold by ~~$0.6~~$1.4 million in the ~~third quarter of 2021. In the nine~~six months ended ~~September~~June 30, 2022, LIFO adjustments were recorded that decreased cost of sales by $23.0 million, compared to LIFO adjustments that increased cost of sales by $46.6 million in the nine months ended September 30, 2021.2022.

NOTE 3 - PROPERTY, PLANT and EQUIPMENT

Property, plant and equipment consists of the following:


In Thousands	In Thousands	September 30, 2022		December 31, 2021		In Thousands	June 30, 2023		December 31, 2022

Land and land improvements	Land and land improvements	$	84,616	$	72,897	Land and land improvements	$	85,318	$	85,286
Construction-in-progress	Construction-in-progress	158,403		92,414		Construction-in-progress	142,884		125,809
Buildings and improvements	Buildings and improvements	218,579		217,985		Buildings and improvements	280,477		232,758
Machinery and equipment	Machinery and equipment	394,704		362,996		Machinery and equipment	452,080		438,303
Furniture and fixtures	Furniture and fixtures	14,056		13,805		Furniture and fixtures	16,468		15,178
Property, plant and equipment, gross	Property, plant and equipment, gross	870,358		760,097		Property, plant and equipment, gross	977,227		897,334
Accumulated depreciation	Accumulated depreciation	(282,532)		(265,181)		Accumulated depreciation	(293,480)		(280,733)
Property, plant and equipment, net	Property, plant and equipment, net	$	587,826	$	494,916	Property, plant and equipment, net	$	683,747	$	616,601

In the ~~third~~second quarter of ~~2022,~~2023, depreciation expense was ~~$6.5~~$8.1 million, compared to ~~$6.1~~$6.3 million in the ~~third~~second quarter of ~~2021.~~2022. Depreciation expense was ~~$19.0~~$15.7 million in the ~~nine~~six months ended ~~September~~June 30, ~~2022,~~2023, compared to ~~$17.1~~$12.5 million in the ~~nine~~six months ended ~~September~~June 30, ~~2021.~~2022.

NOTE 4 – ACCRUED LIABILITIES

Accrued liabilities consist of the following:


In Thousands	In Thousands	September 30, 2022		December 31, 2021		In Thousands	June 30, 2023		December 31, 2022

Sales rebates payable	Sales rebates payable	$	42,121	$	40,657	Sales rebates payable	$	29,768	$	40,909
SAR Liability	SAR Liability	14,089		22,095		SAR Liability	16,419		20,282
Property taxes payable	Property taxes payable	3,766		5,018		Property taxes payable	2,669		5,287
Accrued salaries	Accrued salaries	15,459		4,778		Accrued salaries	15,716		7,616
Other accrued liabilities	Other accrued liabilities	7,605		6,199		Other accrued liabilities	6,153		7,287
Total accrued liabilities	Total accrued liabilities	$	83,040	$	78,747	Total accrued liabilities	$	70,725	$	81,381

NOTE 5 – INCOME TAXES

Income taxes were accrued at an effective rate of ~~22.4% in the third quarter of 2022 versus~~ 22.7% in the ~~third~~second quarter of ~~2021,~~2023 versus 22.3% in the second quarter of 2022, 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.~~taxes and the Section 162(m) limitation on executive compensation.

NOTE 6 – EARNINGS PER SHARE

Earnings per common and common equivalent share ~~are~~is 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 September 30,				Nine Months Ended September 30,					Quarter Ended June 30,				Six Months Ended June 30,
In Thousands	In Thousands	2022		2021		2022		2021		In Thousands	2023		2022		2023		2022

Numerator:	Numerator:									Numerator:
Net income	Net income	$	191,773	$	175,538	$	563,843	$	399,780	Net income	$	104,741	$	210,538	$	224,224	$	372,070

Denominator:	Denominator:									Denominator:
Denominator for basic earnings per share – weighted average shares	Denominator for basic earnings per share – weighted average shares	18,968		20,421		19,459		20,523		Denominator for basic earnings per share – weighted average shares	17,093		19,419		17,593		19,709

Effect of dilutive securities:	Effect of dilutive securities:									Effect of dilutive securities:
Employee stock awards	Employee stock awards	275		208		274		180		Employee stock awards	338		247		304		273

Denominator for diluted earnings per share – weighted average shares	Denominator for diluted earnings per share – weighted average shares	19,243		20,629		19,733		20,703		Denominator for diluted earnings per share – weighted average shares	17,431		19,666		17,897		19,982

There were no anti-dilutive employee stock awards excluded from the determination of diluted earnings per common and common equivalent shares for the ~~third~~second quarter or ~~nine~~six months ended ~~September~~June 30, 2023 or 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 two 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 (the "Amended 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) 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 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. As of ~~September~~June 30, ~~2022,~~2023, there were no borrowings outstanding under the Amended 2021 Credit Agreement, and letters of credit outstanding in the amount of ~~$0.4~~$0.3 million left ~~$199.6~~$199.7 million of credit available under the Amended 2021 Credit Agreement. Obligations under the Amended 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~~Amended 2021 Credit Agreement is not complete and is qualified in its entirety by reference to the full text of the ~~First Amendment to the~~Amended 2021 Credit Agreement ~~which is attached hereto~~(filed as Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2022, and is incorporated herein by ~~reference herein.~~reference).

Obligations under the Amended 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 ~~September~~June 30, ~~2022.~~2023.

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 August 1, 2022,~~in June 2023, authorizing the repurchase of up to 2,000,000 shares of our common stock. As of ~~September~~June 30, ~~2022, 1,214,253~~2023, 2,000,000 shares remained authorized for repurchase through March 31, ~~2023.~~2024. The Company repurchased ~~1,893,769~~1,475,409 shares of ~~its~~our stock in the ~~nine~~six months ended ~~September~~June 30, ~~2022~~2023 compared to ~~393,379~~1,108,022 shares in the ~~nine~~six months ended ~~September~~June 30, ~~2021.~~2022.

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~~reemergence of an outbreak of COVID-19, or any of its ongoing variants, and ~~their~~its potential long-term impact on our business ~~remain~~remains uncertain. ~~Developments surrounding~~Although the Company has not experienced a material impact on its business or its liquidity on account of 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~~would be ~~impacted.~~impacted by the reemergence of an outbreak.

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~~2023


		July 2022		August 2022		September 2022		Quarter Ended September 30, 2022		Nine Months Ended September 30, 2022			April 2023		May 2023		June 2023		Quarter Ended June 30, 2023		Six Months Ended June 30, 2023
High	High	$	3.62	$	3.71	$	3.63	$	3.71	$	4.93	High	$	4.12	$	3.92	$	3.91	$	4.12	$	4.27
Low	Low	3.21		3.47		3.31		3.21		3.21		Low	3.85		3.55		3.68		3.55		3.55
Average	Average	3.40		3.62		3.48		3.50		4.12		Average	4.00		3.74		3.80		3.84		3.96

COMEX COPPER CLOSING PRICE ~~2021~~2022


		July 2021		August 2021		September 2021		Quarter Ended September 30, 2021		Nine Months Ended September 30, 2021			April 2022		May 2022		June 2022		Quarter Ended June 30, 2022		Six Months Ended June 30, 2022
High	High	$	4.59	$	4.43	$	4.45	$	4.59	$	4.78	High	$	4.80	$	4.35	$	4.55	$	4.80	$	4.93
Low	Low	4.21		4.04		4.09		4.04		3.54		Low	4.40		4.11		3.71		3.71		3.71
Average	Average	4.35		4.29		4.27		4.30		4.20		Average	4.64		4.25		4.13		4.33		4.44

The following discussion and analysis relate to factors that have affected the operating results of the Company for the quarters and ~~nine~~six months ended ~~September~~June 30, ~~2022~~2023 and ~~2021.~~2022. 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.~~2022.

Results of Operations

Quarter Ended ~~September~~June 30, ~~2022~~2023 Compared to Quarter Ended ~~September~~June 30, ~~2021~~2022

Net sales were ~~$762.4~~$636.5 million in the ~~third~~second quarter of ~~2022~~2023 compared to ~~$716.3~~$838.2 million in the ~~third~~second quarter of ~~2021. The 6.4% increase in net sales was due to a 12.9% increase in copper wire~~2022. Copper unit volume, ~~shipped. Unit volume is~~ measured in pounds of copper contained in the wire ~~shipped during~~sold, increased 1.3% in the ~~period. Additionally, aluminum~~second quarter of 2023 versus the second quarter of 2022. The decrease in net sales ~~increased from 9.1%~~was driven by an anticipated decrease in the average selling price in the second quarter of 2023 compared to the second quarter of 2022. Aluminum wire represented 14.4% of net sales in the second quarter of 2023 compared to ~~17.4%~~15.0% of net sales ~~due to an increase~~ in ~~both price and volume shipped.~~the second quarter of 2022.

Cost of goods sold was ~~$462.9~~$470.3 million, or ~~60.7%~~73.9% of net sales, in the ~~third~~second quarter of ~~2022,~~2023, compared to ~~$445.6~~$517.5 million, or ~~62.2%~~61.7% of net sales in the ~~third~~second quarter of ~~2021.~~2022. Gross profit ~~increased~~decreased to ~~$299.4~~$166.1 million, or ~~39.3%~~26.1% of net sales, in the ~~third~~second quarter of ~~2022~~2023 from ~~$270.8~~$320.8 million, or ~~37.8%~~38.3% of net sales in the ~~third~~second quarter of ~~2021.~~2022.

Gross profit percentage for the ~~third~~second quarter of ~~2022~~2023 was ~~39.3%~~26.1% compared to ~~37.8% during~~38.3% in the ~~third~~second quarter of ~~2021.~~2022. The average selling price of wire per copper pound sold decreased ~~14.4%~~24.5% in the ~~third~~second quarter of ~~2022~~2023 versus the ~~third~~second quarter of ~~2021,~~2022, while the average cost of copper per pound purchased decreased ~~14.1%~~11.2%. ~~The~~This resulted in the gradual abatement of copper spreads during the quarter, primarily driven by the decrease in the ~~quarter was more than offset by increased aluminum spreads and an overall increase in total volumes shipped resulting~~average selling price noted above, which resulted in the ~~increased~~decreased gross profit margin in the ~~third~~second quarter of ~~2022~~2023 compared to the ~~third~~second quarter of ~~2021.~~2022.

Total raw ~~materials~~material cost as a percentage of sales ~~decreased~~increased to ~~52.6%~~63.9% in the ~~third~~second quarter of ~~2022,~~2023, from ~~55.2%~~55.1% in the ~~third~~second quarter of ~~2021.~~2022. Overhead costs increased to ~~8.1%~~10.0% of net sales in the ~~third~~second quarter of ~~2022,~~2023, from ~~7.0%~~6.6% of net sales in the ~~third~~second quarter of ~~2021. Overheads~~2022. Overhead costs 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 ~~third~~second quarter of ~~2022~~2023 were ~~$34.8~~$28.9 million, or ~~4.6%~~4.5% of net sales, compared to ~~$29.9~~$35.8 million, or ~~4.2%~~4.3% of net sales in the ~~third~~second quarter of ~~2021.~~2022. 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~~as a percentage of net sales were 2.0% of net sales in the ~~third~~second quarter of ~~2022 from~~2023 compared to 1.8% of net sales in the second quarter of 2022. General and administrative (“G&A”) expenses for the second quarter of 2023 were $11.1 million, or 1.7% of net sales, compared to $14.6 million, or 1.7% of net sales, in the ~~third~~second quarter of ~~2021,~~2022.

Net interest and other income was $8.1 million in the second quarter of 2023 compared to $0.6 million in the second quarter of 2022. The increase in net interest and other income was primarily driven by ~~increased volumes shipped during the quarter and increased freight rates. General and administrative (“G&A”)~~an increase in interest income.

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

~~Nine~~Six Months Ended ~~September~~June 30, ~~2022~~2023 Compared to ~~Nine~~Six Months Ended ~~September~~June 30, ~~2021~~2022

Net sales for the first ~~nine~~six months of ~~2022~~2023 were ~~$2.324~~$1.297 billion compared to net sales of ~~$1.905~~$1.561 billion for the first ~~nine~~six months of ~~2021.~~2022. Copper unit volume, measured in pounds of copper contained in the wire sold, increased 0.7% in the first six months of 2023 versus the first six months of 2022. The ~~22.0% increase~~decrease in net sales was ~~primarily the result of a 12.5% increase in copper wire sales,~~ driven by an ~~4.3% increase~~anticipated decrease in the average selling price of copper wire and a 7.9% increase in copper wire unit volume shipped. 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%~~first six months of 2023 compared to the first six months of 2022. Aluminum wire represented 14.5% of net sales in the first six months of 2023 compared to ~~14.7%~~13.4% in the first six months of ~~net sales due to an increase in both price and volume shipped.~~2022.

Cost of goods sold was ~~$1.460 billion,~~$925.7 million, or ~~62.8%~~71.4% of net sales, in the first ~~nine~~six months of ~~2022,~~2023, compared to ~~$1.272 billion,~~$996.8 million, or ~~66.8%~~63.8% of net sales in the first ~~nine~~six months of ~~2021.~~2022. Gross profit ~~increased~~decreased to ~~$864.0~~$371.2 million, or ~~37.2%~~28.6% of net sales, in the first ~~nine~~six months of ~~2022 versus $632.6~~2023 from $564.5 million, or ~~33.2%~~36.2% of net sales in the first ~~nine~~six months of ~~2021.~~2022.

Gross profit percentage for the ~~nine~~six months ended ~~September~~June 30, ~~2022~~2023 was ~~37.2%~~28.6% compared to ~~33.2% for~~36.2% during the ~~nine~~first six months ~~ended September 30, 2021.~~of 2022. The average selling price of wire per copper pound sold ~~increased 4.3%~~decreased 18.5% in the ~~nine~~first six months ~~ended September 30, 2022~~of 2023 versus the ~~nine~~first six months ~~ended September 30, 2021,~~of 2022, while the average cost of copper per pound purchased ~~increased 1.5% for~~decreased 9.6%. This resulted in the ~~same period comparison. The increase in~~gradual abatement of copper spreads ~~on a year-to-date basis, along with increased aluminum spreads over~~during the ~~same period, coupled with an overall increase in total volumes shipped, drove~~first six months of 2023 versus the ~~gross profit margin higher in the nine~~first six months ~~ended September 30, 2022 compared to the nine months ended September 30, 2021.~~of 2022.

Due primarily to ~~decreases~~an increase in copper costs and ~~offset~~an increase in copper inventory quantities on hand, aided somewhat by price and volume movements of other materials in the first ~~nine~~six months of ~~2022, LIFO adjustments were recorded, decreasing cost of sales by $23.0 million. During the same period in 2021,~~2023, LIFO adjustments were recorded increasing cost of ~~sales~~goods sold by ~~$46.6~~$5.3 million. During the same period in 2022, LIFO adjustments were recorded increasing cost of goods sold by $1.4 million. Based on current copper prices, ~~there is~~ no LCM adjustment ~~necessary.~~was recorded. 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 ~~nine~~six months of ~~2022 increased~~2023 decreased to ~~$101.7~~$57.8 million, or ~~4.4%~~4.5% of net sales, compared to ~~$79.4~~$66.9 million, or ~~4.2%~~4.3% of net sales in the ~~first nine months~~same period of ~~2021.~~2022. Commissions paid to independent manufacturers’ representatives are paid as a relatively stable percentage of sales dollars and ~~therefore,~~ exhibited little change inas a percentage ~~terms, increasing $11.8 million in concert with the increased sales dollars.~~of sales. Freight costs for the first ~~nine~~six months of ~~2022~~2023 were ~~1.9%~~2.0% of net sales, compared to ~~1.8%~~1.9% of net sales for the first ~~nine~~six months of ~~2021, driven by increased volumes shipped during~~ 2022. ~~General and administrative~~G&A expenses were ~~$40.2~~$40.9 million, or ~~1.7%~~3.2% of net sales in the first ~~nine~~six months of ~~2022~~2023 compared to ~~$35.3~~$19.7 million, or ~~1.9%~~1.3% of net sales in the first ~~nine~~six months of ~~2021.~~2022. The increase in G&A in the first six months of 2023 was primarily due to an increase in Stock Appreciation Rights ("SARs") expense charges driven by the increase in our stock price at March 31, 2023 and June 30, 2023 versus December 31, 2022. We recorded $14.6 million in SARs expense in the first six months of 2023 compared to a $3.9 million SARs benefit recorded in the first six months of 2022, resulting in an $18.5 million increase in expenses period-over-period. No SARs were granted subsequent to January of 2020.

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 ~~$466.3~~$266.0 million in the first ~~nine~~six months of ~~2022~~2023 compared to cash provided of ~~$230.9~~$238.3 million in the first ~~nine~~six months of ~~2021.~~2022. The following changes in components of cash flow from operations were notable. The

Company had net income of ~~$563.8~~$224.2 million in the first ~~nine~~six months of ~~2022~~2023 compared to net income of ~~$399.8~~$372.1 million in the first ~~nine~~six months of ~~2021.~~2022. Accounts receivable ~~increased $70.5~~decreased $34.1 million in the first ~~nine~~six months of ~~2022~~2023 compared to increasing ~~$261.9~~$115.0 million in the first ~~nine~~six months of ~~2021.~~2022. 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 ~~$35.4~~$10.0 million in the first ~~nine~~six months of ~~2022~~2023 compared to ~~decreasing $1.6~~increasing $20.6 million in the first ~~nine~~six months of ~~2021.~~2022. Trade accounts payable and accrued liabilities ~~negatively~~favorably impacted cash by ~~$9.8~~$5.3 million in the first ~~nine~~six months of ~~2022~~2023 versus ~~favorably~~negatively impacting cash by ~~$50.7~~$15.1 million in the first ~~nine~~six months of ~~2021.~~2022. In the first ~~nine~~six months of ~~2022,~~2023, changes in current and deferred taxes ~~favorably~~negatively impacted cash by ~~$8.1~~$11.9 million versus ~~$16.5~~$6.0 million of favorable impact in the first ~~nine~~six months of ~~2021.~~2022. These changes in cash flow were the primary drivers of the ~~$235.4~~$27.7 million increase in ~~positive~~ cash ~~flow~~flows provided by ~~operations~~operating activities in the first ~~nine~~six months of ~~2022~~2023 compared to the first ~~nine~~six months of ~~2021.~~2022.

Cash used in investing activities ~~increased~~decreased slightly to ~~$105.5~~$74.7 million in the first ~~nine~~six months of ~~2022 from $85.1~~2023 compared to $75.2 million in the first ~~nine~~six months of ~~2021 due to higher capital expenditures on plant and equipment.~~2022.

Cash used in financing activities in the first ~~nine~~six months of ~~2022~~2023 consisted of ~~$225.2~~$253.8 million paid to purchase our ~~own~~ stock, ~~$1.2~~$0.7 million of cash dividends paid, and ~~$0.2~~$0.4 million of proceeds from exercised stock options. These activities in cash flow used ~~$226.2~~$254.1 million cash in financing activities for the first ~~nine~~six months of ~~2022~~2023 compared to ~~$34.1~~$132.5 million used in the first ~~nine~~six months of ~~2021.~~2022. For the ~~quarter and nine~~six months ended ~~September~~June 30, ~~2022~~2023 and ~~2021,~~2022, the Company did not access its revolving line of credit.

The Company’s cash balance was ~~$573.6~~$667.8 million at ~~September~~June 30, ~~2022~~2023 compared to ~~$294.9~~$469.5 million at ~~September~~June 30, ~~2021.~~2022.

During the remainder of ~~2022,~~2023, 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~~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. In 2022 we began construction on a new, state of the art, cross-link polyethylene (XLPE) compounding facility to deepen vertical integration related to wire and cable insulation. XLPE insulation today is used in many applications including Data Centers, Oil and Gas, Transit, Waste-Water Treatment facilities, Utilities and Wind and Solar applications. We anticipate the new facility will be substantially complete by the end of the third quarter of 2023. Capital spending in ~~2022~~2023 through ~~2024~~2025 will further 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 ~~company in our industry.~~company. Total capital expenditures were ~~$118~~$148.4 million in ~~2021.~~2022. We expect total capital expenditures to range from ~~$140~~$160 - ~~$150~~$180 million in ~~2022,~~2023, $150 - $170 million in ~~2023,~~2024, and $80 - $100 million in ~~2024.~~2025. 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 ~~September~~June 30, ~~2022,~~2023, 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.~~2022.

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,~~2022, 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.~~2022.

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.~~2022.

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 ~~September~~June 30, ~~2022.~~2023.

(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


	(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 2023	50,400	$	155.74	50,400	1,247,122
May 2023	722,531	164.43		722,531	524,591
June 2023	—	—		—	2,000,000
	772,931	$	163.87	772,931

(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 August 1, 2022,~~in June 2023, authorizing the repurchase of up to 2,000,000 shares of our common stock. As of ~~September~~June 30, ~~2022, 1,214,253~~2023, 2,000,000 shares remained authorized for repurchase through March 31, ~~2023.~~2024. The Company repurchased ~~1,893,769~~1,475,409 shares of its stock in the ~~nine~~six months ended ~~September~~June 30, ~~2022~~2023 compared to ~~393,379~~1,108,022 shares in the ~~nine~~six months ended ~~September~~June 30, ~~2021.~~2022.

Item 5. Other Information.

Rule 10b5-1 Trading Plans

During the quarter and six months ended June 30, 2023, none of our executive officers or directors adopted or terminated any contract, instruction or written plan for the purchase or sale of our securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any "non-Rule 10b5-1 trading arrangement."

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 ~~October~~July 27, ~~2022~~2023 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, Executive Vice President ~~– Finance, Treasurer, Secretary~~ and Chief Financial Officer of the Company, dated ~~October~~July 27, ~~2022~~2023 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 ~~October~~July 27, ~~2022~~2023 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, Executive Vice President ~~– Finance, Treasurer, Secretary~~ and Chief Financial Officer of the Company, dated ~~October~~July 27, ~~2022~~2023 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: ~~October~~July 27, ~~2022~~2023			/s/ DANIEL L. JONES
			Daniel L. Jones Chairman, President and Chief Executive Officer

Dated: ~~October~~July 27, ~~2022~~2023			/s/ BRET J. ECKERT
			Bret J. Eckert Executive Vice President-Finance, Treasurer, SecretaryPresident and Chief Financial Officer