5/5/2026

speaker
UL Solutions Investor Relations
Investor Relations

Securities Litigation Reform Act of 1995. These forward-looking statements may include, among other things, statements about UL Solutions results of operations and estimates and prospects that involve substantial risks, uncertainties, and other factors that could cause actual results to differ in a material way from those expressed or implied in the forward-looking statements. Please see the disclosure statement on slide two of the earnings presentation, as well as the disclaimers in our earnings release concerning forward-looking statements and the risk factors that are described in our annual report on Form 10-K for the year ended December 31st, 2025, and subsequent SEC filings. We undertake no obligation to update any forward-looking statements to reflect events or circumstances off the date hereof except as required by law. Today's presentation also includes references to non-GAAP financial measures. A reconciliation to the most comparable GAAP financial measures can be found in the appendix to the earnings presentation, which is posted on the investment relations section of our website at ul.com. With that, I would like now to turn the call over to Jenny.

speaker
Jennifer Scanlon
President and CEO

Thank you. Good morning, everyone, and thanks for joining us. Let me start off by saying that we had an excellent quarter. We entered 2026 with strong momentum, and the first quarter results confirm the trajectory we saw building throughout last year. We are executing with greater precision, expanding our margin profile, and positioning ourselves to grow with structural megatrends that are propelling our industry's long-term growth. Our resilient business model continues to serve us well as we innovate with our customers while they embrace rapid technological change. Of course, I also want to recognize the incredible team behind these results. Executing consistently at this level across geographies and service lines with a backdrop of ever-changing conditions takes real skill and commitment. Our nearly 15,000 employees have both, and I don't take that for granted. The decisions we have made to refine our portfolio, optimize our cost structure, and allocate capital to growth areas are paying off. Before Ryan walks through the detailed financial results, I'll cover three areas. First, highlights of our first quarter performance. Second, notable achievements in strategic development since we last reported, including the anticipated acquisition of Eurofin's electrical and electronics, or E&E business. And third, some perspective around the macro and geopolitical factors impacting our end markets. Let me start with the quarter. Our results were excellent. We delivered consolidated revenue growth of 7.5% as compared to the prior year period, with organic revenue growth of 5.7%. Adjusted EBITDA grew over 22%, and adjusted EBITDA margin expanded to 320 basis points. Adjusted diluted EPS increased 31.5% year over year. These results exceeded our expectations. Importantly, this performance was not the result of a single factor or a one-time tailwind. It reflects operating efficiency that is increasingly embedded in our business model. The benefits of disciplined expense management, higher utilization across our engineering and lab teams, and the accelerating impact of our previously announced restructuring program. We are moving quickly on durably improving our costs, and it is showing up in our results. Each of our three segments, industrial, consumer, and risk and compliance software, delivered strong organic growth and several hundred basis points of adjusted EBITDA margin expansion in the quarter. Now let me turn to our milestones achieved and strategic actions from the first quarter and in recent weeks. First, in our core business, we granted our first ever global safety certification for a robot operating in a public environment, certifying Simba's Tally, an autonomous shelf scanning robot deployed in retail stores. Tally earned certification to the UL 3300 standard for service robots operating in dynamic spaces where they encounter unpredictable human behavior. As robots expand into grocery stores, airports, hotels, and even homes at scale, we expect the need for rigorous, independent certification will continue to grow, and we are a trusted leader in that space. We also issued the world's first certifications for AI-enabled products under the UL3115 AI Safety Certification Program, awarded to Q-Cells for its data center energy management system and to Omnicom for its smart building platform. Both systems were independently evaluated for robustness, reliability, transparency, and degree of human oversight as their operations become increasingly autonomous. As AI moves into critical infrastructure at scale, independent certification is essential to public trust, and we are positioned as a leader. Next, in keeping with our renewed focus on M&A, last month we announced a definitive agreement to acquire the eurofins electrical and electronics business including the met labs certification mark this carve out is a compelling strategic transaction that we expect to extend our capabilities in key geographies including amia and asia pacific and it will help drive continued growth in the consumer segment by bringing together a global infrastructure of complementary electrical testing and certification services to meet customer needs. We expect it to close in the fourth quarter of 2026, subject to applicable regulatory approvals and customary closing conditions. The standalone business is expected to generate approximately $200 million in revenue for the full year of 2026. The transaction is anticipated to be accretive to adjusted diluted EPS in the first full calendar year after closing. excluding intangible amortization and integration costs. We look forward to welcoming the E&E team when the time comes. These are highly skilled colleagues who share our mission of working for a safer world, and we are excited about what this combination means for our customers and for the long-term growth of UL Solutions. Now, let me offer some perspective on the macro environment and what we are seeing across our end markets. The global backdrop is more complex than it was a year ago, but our business is navigating it well. The leading demand drivers in our business remain durable. Electrification of products, data center build-outs, advanced product development, fire safety and building construction, supply chain compliance software, and the ongoing certification services that support the products carrying the UL mark. We do not view these as cyclical tailwinds. These are structural, and they align directly with our capabilities. The characteristics that make us resilient remain strong. Recurring revenue, global diversification, long-term customer relationships, and a mission-critical role in the product development lifecycle. Based on the strength of our first quarter and our visibility into end markets, we are raising our full year 2026 adjusted EBITDA margin outlook. Now, I'll turn the call over to Ryan for a detailed review of our first quarter results.

speaker
Ryan
Chief Financial Officer

Thank you, Jenny, and hello, everyone. I also want to thank all of our team members for delivering a strong start to 2026. The first quarter results reflect the work that has been done to improve our efficiency and earnings quality, and that work is increasingly visible in our numbers. I also want to highlight that Q1 2026 marks the first quarter in which we are reporting under our updated segment structure. As we noted previously, the primary change is the reallocation of certain activities formerly reported in software and advisory into industrial. The remaining software business is now reported as a segment called risk and compliance software. Recast historical financial data is included in our earnings material and should provide a helpful view of the underlying performance and trajectory of each segment. Now let me walk through the quarter in detail. Consolidated revenue of $758 million was up 7.5% over the prior year quarter, including organic revenue growth of 5.7%. The organic revenue growth was led by our industrial segment, supported by solid contributions from consumer and risk and compliance software. Adjusted EBITDA for the quarter was $197 million, an improvement of 22.4% year-over-year, outperforming our expectations. Adjusted EBITDA margin was 26.0%, up 320 basis points from Q1 2025. Adjusted net income increased 33.8% year-over-year, resulting in a 35.1% increase in adjusted diluted earnings per share. Expenses were well controlled in the quarter. The combination of higher revenues, improved productivity and higher utilization, prudent headcount management, and restructuring savings contributed meaningfully to our operating leverage. In Q1, revenue benefited by $13 million, or 1.8%, from FX, and this was offset by higher expenses from FX as local expenses were translated to USD. These changes reduced adjusted EBITDA adjusted EBITDA margin by roughly 40 basis points. Now let me turn to our performance by segment, beginning with industrial. Revenues in industrial were $375 million, up 10.3% in total and 8.2% on an organic basis from the first quarter of 2025. Growth was led by ongoing certification services and certification testing. with particular strength in energy and automation and materials. Adjusted EBITDA for industrial increased 20.6% to $123 million in the quarter. Adjusted EBITDA margin improved 280 basis points to 32.8%, driven by operating leverage from revenue growth and disciplined expense management. Turning to consumer, revenues were $318 million, up 4.6% in total and 3.0% on an organic basis from the first quarter of 2025. Growth in the first quarter was driven by certification testing and ongoing certification services with particular strength in consumer technology, appliances, and HVAC. We noted When we first provided full year 2026 guidance, we expected Q1 to be the most challenging year-over-year comparison period for consumer, given the elevated demand in Q1 2025. In addition, as part of the restructuring program that we announced in November, we exited non-strategic lines of business with lower profitability. These exits reduced consumer organic revenue growth by about 1%. Considering these dynamics, the underlying consumer growth trajectory remains solid. Consumer adjusted EBITDA increased 25.0% to $55 million. Adjusted EBITDA margin improved 280 basis points to 17.3%, driven by operating leverage, higher employee productivity, and expense management, including the headcount reductions from the restructuring plan. Moving to our risk and compliance software segment, Revenues were $65 million, an increase of 6.6% in total and 4.9% organically from the prior year period. This was led by increased demand for supply chain insights for the retail industry. Adjusted EBITDA for risk and compliance software was $19 million in the quarter, up 26.7% year-over-year, with adjusted EBITDA margin expanding 460 basis points to 29.2%. This improvement was primarily driven by operating leverage and higher employee productivity. I want to note that our risk and compliance software segment will look different beginning in Q2, as we completed the divestiture of our EHS software business on April 1st. EHS software contributed revenue and profitability to Q1 results, and its absence will affect year-over-year comparisons and margin profiles of this segment going forward. We will provide further context when we discuss our outlook. Turning to cash generation in the balance sheet, for the trailing 12 months ended March 31, 2026, we generated $665 million of cash from operating activities and $450 million of free cash flow. During the first quarter, capital expenditures were higher year-over-year consistent with the commentary we provided on our Q4 2025 earnings call regarding the timing of certain investments from the back end of last year. Our balance sheet remains strong, supported by our investment grade credit ratings, including Moody's recent upgrade of our rating to BAA2. This provides efficient access to capital to fund both organic investment and strategic M&A. This includes the financing of the E&E acquisition, which we expect to fund through a combination of portfolio management activities, cash on hand, and available capacity under our credit facility. Approximately 45% of the purchase price is anticipated to be funded through our portfolio management activities. This includes the sale of the EHS software business. In addition, just last week, we signed a definitive agreement to sell our shares in DQS Holdings GMBH for approximately 105 million euros in cash. We expect the sale to close in the second half of 2025, excuse me, 2026, subject to the receipt of applicable regulatory approvals and satisfaction of closing conditions. The sequencing of our portfolio management actions reflects our deliberate strategy to sharpen our focus on TIC and risk and compliance software. while redeploying capital into businesses that extend our core capabilities and global reach. Now turning to our 2026 full-year outlook. While the macro environment is more complex today than when we set our original guidance, we have remained focused on our customers, our execution has been strong, and our performance has been largely unaffected to date. These reasons, among others, have strengthened, have allowed us to strengthen our adjusted EBITDA margin guidance. We continue to expect 2026 consolidated organic revenue growth to be in the mid single digit range versus full year 2025, anticipating contributions from all three segments. As a reminder, the EHS software businesses accounted for approximately $56 million of 2025 revenue and had margins roughly similar to our consolidated margins. The revenue impact of the EHS software divestiture which was pretty similar each quarter last year, will be reflected in the acquisition and divestiture proportion of our revenue change starting in Q2, and we do not expect it to affect our organic revenue growth rate. At this time, the forward FX forecasts imply an approximately 1% tailwind on revenue growth for the year, and we would anticipate that to be offset with an expense increase from FX. Based on our strong performance in Q1 and the above considerations, we are strengthening our expectation for 2026 adjusted EBITDA margin to be approximately 27.0%, assuming current forward FX rates that I just mentioned. This margin outlook reflects progress on our continued improvement in productivity and restructuring efforts. Q1 was outstanding, and we expect to continue to improve margins. Our capital expenditure outlook for 2026 remains a range of approximately 7% to 8% of revenue. Our current tax rate expectation for the year is approximately 26%. We now expect our remaining expenses related to the previously announced restructuring program to be approximately $3 million as compared to the $5 to $10 million previously communicated. We anticipate achieving the expense reduction targets we previously communicated. Overall, we are pleased with the start to the year and we believe that we are well positioned to deliver on our objectives while continuing to invest in long-term growth. Now, let me turn the call back to Jenny for closing remarks.

Disclaimer

This conference call transcript was computer generated and almost certianly contains errors. This transcript is provided for information purposes only.EarningsCall, LLC makes no representation about the accuracy of the aforementioned transcript, and you are cautioned not to place undue reliance on the information provided by the transcript.

-

-

Investor presentation