Burnham Holdings, Inc. Announces Third Quarter 2025 Financial Results

Strategic Portfolio Adjustments Drive Strong Growth and Enhanced Focus for Long-Term Value Creation

Burnham Holdings, Inc. (OTC-Pink: BURCA) (“BHI”, the “Company”, “we” or “our”) today reported its consolidated financial results for the third quarter of 2025, demonstrating robust growth driven by strategic portfolio adjustments aimed at strengthening its core boiler business and expanding high-growth commercial and industrial service offerings. The financial statement presentation has been adjusted to reflect the previously announced divestiture of its subsidiaries Thermo Pride, LLC (TP) and Norwood Manufacturing, Inc. (NMI) as discontinued operations.

— Strong Top-Line Growth:Net sales for the third quarter of 2025 reached $58.3 million, a 5.3% increase ($2.9 million) compared to the third quarter of 2024. Year-to-date net sales climbed to $167.0 million, up from $153.2 million for the first nine months of 2024.

— Solid Gross Profit Margins: Gross profit margin increased to 19.6% in the third quarter of 2025 from 18.2% in the third quarter of 2024, reflecting continued operational efficiencies in the Commercial businesses. Year-to-date gross margin was 21.9%, up from 21.4% for the first nine months of 2024.

— Strategic SG&A Investment:Selling, general, and administrative expenses (SG&A) increased by 5.7% in the third quarter and 13.7% in the first nine months of 2025, aligning with planned initiative spending to support long-term growth.

— Robust Earnings: Net Income was $1.6 million ($0.35 per basic share and $0.34 per diluted share), up from $0.6 million ($0.12 per basic and diluted share) in the third quarter of 2025. Year-to-date net income was $9.9 million ($2.12 per basic share and $2.10 per diluted share), more than double from $4.4 million ($0.94 per basic share and $0.93 per diluted share) for the first nine months of 2024.

— Enhanced Profitability Metrics:Adjusted EBITDA for the third quarter of 2025 was $2.9 million (4.9% of net sales), an increase from $2.7 million (4.2% of net sales) in third quarter of 2024. Adjusted EBITDA for first nine months of 2025 rose to $11.9 million (6.6% of net sales) from $11.3 million (6.4% of net sales) for the first nine months of 2024. These adjusted figures exclude the gain from the sale of TP and NMI, as well as impairment losses from the previously announced wind down of production activities at Crown Boiler.

— Increased Shareholder Value:Adjusted diluted earnings per share for the third quarter of 2025 improved to $0.20, up from $0.12 in 2024. Year-to-date adjusted diluted earnings per share were $1.15, compared to $0.93 for the first nine months of 2024.

On October 7, 2025, the Company announced that it purchased a group annuity contract and will transfer a portion of its pension payment obligations under the Retirement Plan for Employees of the Burnham Group (pension) to a third-party insurance company. Under the contract, the Company will transfer approximately $90.0 million of its defined benefit pension obligations and related plan assets for approximately 1,000 retirees and beneficiaries to the insurance company. The contract was purchased using assets from the pension trust and no additional funding contribution was required as part of this transaction.

On January 1, 2026, the third-party insurer will begin paying and administering the retirement benefits of the retirees and beneficiaries included in this annuity transfer. This change will not affect the amount of individuals' monthly benefit payments. This decision does not impact current employees. Retirees and beneficiaries who are included in this annuity transfer will be notified in the coming weeks.

In connection with this transaction, the company expects to recognize an estimated non-cash pre-tax non-operating pension settlement charge of approximately $20.8 million in the fourth quarter. The actual settlement charge will depend on finalization of actuarial assumptions, including discount rate, as well as the fair value of plan assets as of the measurement date. This charge represents and acceleration of deferred charges currently on the consolidated balance sheet in accumulated other comprehensive loss.

“We achieved solid net sales and profitability growth in the third quarter highlighted by the continued strong execution of our operating subsidiaries and broader unified strategy,” statedChris Drew, President and CEO of Burnham Holdings.”In addition to our positive results, we significantly de-risked our pension obligations that will provide us with greater financial flexibility and support our future operations. With the promising early returns of our strategic portfolio adjustments combined with a more efficient operating structure, we believe we are well-positioned to drive long-term shareholder value.”

As previously announced on April 7, 2025, BHI initiated a plan to strategically wind down operations at Crown Boiler. This forward-looking decision is integral to driving manufacturing efficiency, improving production flexibility, and directly supports the Company's long-term growth objectives. This further enables BHI and its subsidiaries to enhance product integration, streamline operations, and standardize offerings across its portfolio. While this strategic realignment involved recorded impairment charges totaling $3.3 million during 2025, it was a necessary step to optimize BHI's operational footprint and focus resources towards its most promising growth avenues. These charges included $1.5 million of goodwill relating to the acquisition of Crown in 2003, $0.4 million of accelerated depreciation and $1.4 million of inventory reserves.

Subsidiary Litigation Update On October 21, 2025, the New York Court of Appeals denied Burnham LLC's, a wholly owned subsidiary of BHI, petition for leave to appeal the verdict that was entered against the company in Maffei v. A.O. Smith Water Prods. Co. (In re N.Y.C. Asbestos Litigation) matter. The gross verdict (without regard to setoff or apportionment reductions) equated to $31.5 million of compensatory damages and $6.5 million of punitive damages. Prior to this appeal, Burnham LLC filed an appeal to the Appellate Division, First Judicial Department who affirmed the trial's verdict. Because Burnham believes its arguments on appeal are meritorious, Burnham plans to investigate all further appeal options including the possibility of filing an emergency petition for certiori to the United States Supreme Court. Although the verdict was rendered at trial, Burnham LLC had a reasonable belief that there was a high probability of post-verdict relief on the damages in the appeals process based on advice of third-party experts and their analysis of prior case law.The compensatory portion of damages are insured by applicable policies, and Burnham LLC will be vigorously pursuing coverage from its applicable insurance policies to pay for cost of the awarded punitive damages. In the event the coverage is unavailable or denied, Burnham LLC will be required to pay only the punitive damages directly. As previously disclosed, in the normal course of business, certain subsidiaries of BHI have been named, and may in the future be named, as defendants in various legal actions, including claims for damages alleging exposure to asbestos from products of the company's subsidiaries or their predecessors.

About Burnham Holdings, Inc.: BHI is the parent company of multiple subsidiaries that are leading domestic manufacturers of boilers for residential applications. Additionally, through its various subsidiaries it serves the commercial / industrial boiler markets with a variety of boiler products, rental trailers and boiler room services. BHI is listed on the OTC Exchange under the ticker symbol “BURCA”. For more information, please visit www.burnhamholdings.com.

Safe Harbor Statement: This Press Release contains forward-looking statements. Other reports, letters, press releases and investor presentations distributed or made available by the Company may also contain forward-looking statements. Statements that are not historical facts, including statements about our beliefs and expectations, are forward-looking statements. These statements are based on current plans, estimates, and projections, and you should therefore not place undue reliance on them. Forward-looking statements speak only as of the date they are made, and we undertake no obligation to update publicly any of them in light of new information or future events. Forward-looking statements involve inherent risks and uncertainties. We caution you that a number of important factors could cause actual results to differ materially from those contained in any forward-looking statement. Such factors include, but are not limited to, variations in weather, changes in the regulatory environment, litigation, customer preferences, general economic conditions, technology, product performance, raw material costs, and increased competition.

Non-GAAP Financial Information: This press release may contain certain non-GAAP financial measures, including, but not limited to, adjusted SG&A, EBITDA, Adjusted EBITDA, Adjusted Net Income and adjusted diluted earnings per share. These non-GAAP financial measures do not provide investors with an accurate measure of, and should not be used as a substitute for, the comparable financial measures as determined in accordance with accounting principles generally accepted in the United States (“GAAP”). The Company believes these non-GAAP financial measures, when read in conjunction with the comparable GAAP financial measures, give investors a useful tool to assess and understand the Company's overall financial performance, because they exclude items of income or expense that the Company believes are not reflective of its ongoing operating performance, allowing for a better period-to-period comparison of operations of the Company. The Company acknowledges that there are many items that impact a company's reported results, and the adjustments reflected in these non-GAAP measures are not intended to present all items that may have impacted these results. In addition, these non-GAAP measures are not necessarily comparable to similarly titled measures used by other companies.

Burnham Holdings, Inc.Consolidated Statements of Income(In thousands, except per share amounts)(Unaudited) Three Months Ended Nine Months Ended September 28, September 29, September 28, September 29, 2025 2024 2025 2024Net sales $ 58,327 $ 55,411 $ 167,035 $ 153,157Cost of goods sold 46,901 45,350 130,523 120,452Gross profit 11,426 10,061 36,512 32,705Selling, general and administrative expenses 10,472 9,911 31,380 27,599Impairment loss 181 – 3,318 -Operating income 773 150 1,814 5,106Other (expense) / income:Non-service related pension credit 50 124 150 374Interest and investment gain 372 423 864 912Interest expense (121) (697) (465) (1,526)Other income (expense) 301 (150) 549 (240)Income from continuing operations before income tax 1,074 – 2,363 4,866Income tax expense 247 – 542 1,119Income from continuing operations 827 – 1,821 3,747Income from discontinued operations, net of tax – 552 1,066 637Gain on sale of discontinued operations, net of tax 801 – 7,028 -Income from discontinued operations, net of tax 801 552 8,094 637Net income $ 1,628 $ 552 $ 9,915 $ 4,384Earnings per share (EPS):BasicIncome from continuing operations $ 0.18 $ – $ 0.39 $ 0.80Income from discontinued operations 0.17 0.12 1.73 0.14Basic EPS $ 0.35 $ 0.12 $ 2.12 $ 0.94DilutedIncome from continuing operations $ 0.17 $ – $ 0.38 $ 0.79Income from discontinued operations 0.17 0.12 1.72 0.14Diluted EPS $ 0.34 $ 0.12 $ 2.10 $ 0.93Cash dividends per share $ 0.23 $ 0.23 $ 0.69 $ 0.69
Burnham Holdings, Inc.Consolidated Balance Sheets(In thousands) (Unaudited) (Unaudited) September 28, December 31, September 29,ASSETS 2025 2024 2024Current Assets Cash and cash equivalents $ 7,154 $ 6,329 $ 6,256 Trade accounts receivable, net 22,839 23,858 25,570 Inventories, net 54,768 46,962 60,082 Costs in excess of billings 563 141 1,425 Prepaid expenses and other current assets 3,539 4,394 3,012 Current assets of discontinued operations – 12,747 14,129 Total Current Assets 88,863 94,431 110,474Property, plant and equipment, net 70,183 65,972 65,614Lease assets 5,559 6,005 6,410Other long-term assets 20,497 22,261 17,097Long-term assets of discontinued operations – 5,667 5,921 Total Assets $ 185,102 $ 194,336 $ 205,516LIABILITIES AND SHAREHOLDERS' EQUITYCurrent Liabilities Accounts payable & accrued expenses $ 29,631 $ 32,264 $ 27,845 Billings in excess of costs 602 1,698 3,497 Current liabilities of discontinued operations – 3,245 1,818 Current portion of: Long-term liabilities 72 772 71 Lease liabilities 1,426 1,348 1,175 Long-term debt 184 184 184 Total Current Liabilities 31,915 39,511 34,590Long-term debt 14,540 22,273 48,390Lease liabilities 4,133 4,657 5,235Other long-term liabilities 5,051 4,823 5,847Deferred income taxes 9,659 9,352 8,371Long-term liabilities of discontinued operations – 441 668Shareholders' Equity Preferred Stock 530 530 530 Class A Common Stock 3,654 3,633 3,633 Class B Convertible Common Stock 1,293 1,311 1,311 Additional paid-in capital 9,929 10,799 10,625 Retained earnings 135,491 128,884 122,397 Accumulated other comprehensive loss (21,320) (20,820) (25,023) Treasury stock, at cost (9,773) (11,058) (11,058) Total Shareholders' Equity 119,804 113,279 102,415 Total Liabilities and Shareholders' Equity $ 185,102 $ 194,336 $ 205,516
Burnham Holdings, Inc.Consolidated Statements of Cash Flows(In thousands)(Unaudited) Nine Months Ended September 28, September 29, 2025 2024Cash flows from operating activities:Net income $ 9,915 $ 4,384Income from discontinued operations, net of tax 8,094 637Income from continuing operations $ 1,821 $ 3,747Adjustments to reconcile income from continuing operationsto net cash provided by operating activities:Depreciation and amortization 3,790 3,658Investment impairment loss 3,318 -Deferred income taxes 44 50Provision for long-term employee benefits (171) (375)Share-based compensation expense 474 300Other reserves and allowances (1,995) (32)Changes in current assets and liabilities:Decrease in accounts receivable, net 979 481Increase in inventories, net (9,255) (10,767)(Increase) decrease in other current assets (172) 1,956Decrease in accounts payable and accrued expenses (2,217) (7,042)Net cash used by operating activities of continuing operations (3,384) (8,024)Net cash (used) provided by operating activities of discontinued operations (30) 251Net cash used by operating activities (3,414) (7,773)Cash flows from investing activities:Capital expenditures (8,358) (9,388)Proceeds from sale of discontinued operations 23,687 -Net cash provided (used) by investing activities of continuing operations 15,329 (9,388)Net cash provided (used) by investing activities of discontinued operations 7 (250)Net cash provided (used) by investing activities 15,336 (9,638)Cash flows from financing activities:Net activity from revolving credit facility (7,641) 21,251Repayment of term loan (92) (92)Share-based compensation activity (56) (71)Dividends paid (3,308) (3,278)Net cash (used) provided by financing activities (11,097) 17,810Net increase in cash and cash equivalents $ 825 $ 399Cash and cash equivalents, beginning of period $ 6,329 $ 5,857Net increase in cash and cash equivalents 825 399Cash and cash equivalents, end of period $ 7,154 $ 6,256
Burnham Holdings, Inc.Consolidated Statements of Shareholders' Equity(In thousands)(Unaudited) Class B Accumulated Class A Convertible Additional Other Treasury Preferred Common Common Paid-in Retained Comprehensive Stock, Shareholders' Stock Stock Stock Capital Earnings Loss at Cost EquityBalance at December 31, 2023 $ 530 $ 3,633 $ 1,311 $ 11,769 $ 121,291 $ (24,668) $ (12,431) $ 101,435Net income – – – – 2,991 – – 2,991Other comprehensive income,net of tax – – – – – 253 – 253Cash dividends declared:Common stock – ($0.23 per share) – – – – (1,065) – – (1,065)Share-based compensation:Expense recognition – – – 100 – – – 100Balance at March 31, 2024 $ 530 $ 3,633 $ 1,311 $ 11,869 $ 123,217 $ (24,415) $ (12,431) $ 103,714Net income – – – – 841 – – 841Other comprehensive loss,net of tax – – – – – (27) – (27)Cash dividends declared:Preferred stock – 6% – – – – (9) – – (9)Common stock – ($0.23 per share) – – – – (1,132) – – (1,132)Share-based compensation:Expense recognition – – – 100 – – – 100Issuance of vested shares – – – (1,444) – – 1,373 (71)Balance at June 30, 2024 $ 530 $ 3,633 $ 1,311 $ 10,525 $ 122,917 $ (24,442) $ (11,058) $ 103,416Net income – – – – 552 – – 552Other comprehensive loss,net of tax – – – – – (581) – (581)Cash dividends declared:Common stock – ($0.23 per share) – – – – (1,072) – – (1,072)Share-based compensation:Expense recognition – – – 100 – – – 100Balance at September 29, 2024 $ 530 $ 3,633 $ 1,311 $ 10,625 $ 122,397 $ (25,023) $ (11,058) $ 102,415 Class B Accumulated Class A Convertible Additional Other Treasury Preferred Common Common Paid-in Retained Comprehensive Stock, Shareholders' Stock Stock Stock Capital Earnings Loss at Cost EquityBalance at December 31, 2024 $ 530 $ 3,633 $ 1,311 $ 10,799 $ 128,884 $ (20,820) $ (11,058) $ 113,279Net income – – – – 3,371 – – 3,371Other comprehensive loss,net of tax – – – – – (208) – (208)Cash dividends declared:Common stock – ($0.22 per share) – – – – (1,072) – – (1,072)Share-based compensation:Expense recognition – – – 119 – – – 119Conversion of common stock – 9 (9) – – – – -Balance at March 30, 2025 $ 530 $ 3,642 $ 1,302 $ 10,918 $ 131,183 $ (21,028) $ (11,058) $ 115,489Net income – – – – 4,916 – – 4,916Other comprehensive loss,net of tax – – – – – (209) – (209)Cash dividends declared:Preferred stock – 6% – – – – (9) – – (9)Common stock – ($0.22 per share) – – – – (1,147) – – (1,147)Share-based compensation:Expense recognition – – – 160 – – – 160Issuance of vested shares – – – (1,393) – – 1,285 (108)Balance at June 29, 2025 $ 530 $ 3,642 $ 1,302 $ 9,685 $ 134,943 $ (21,237) $ (9,773) $ 119,092Net income – – – – 1,628 – – 1,628Other comprehensive loss,net of tax – – – – – (83) – (83)Cash dividends declared:Common stock – ($0.22 per share) – – – – (1,080) – – (1,080)Share-based compensation:Expense recognition – – – 195 – – – 195Issuance of vested shares – 3 – 49 – – – 52Conversion of common stock – 9 (9) – – – – -Balance at September 28, 2025 $ 530 $ 3,654 $ 1,293 $ 9,929 $ 135,491 $ (21,320) $ (9,773) $ 119,804
Burnham Holdings, Inc.Non-GAAP Reconciliation(In thousands, except per share amounts)(Unaudited) Three Months Ended Nine Months Ended September 28, September 29, September 28, September 29, 2025 2024 2025 2024Net sales of continuing operations $ 58,327 $ 55,411 $ 167,035 $ 153,157Net sales of discontinued operations – 9,278 11,518 22,926Total net sales $ 58,327 $ 64,689 $ 178,553 $ 176,083Net income $ 1,628 $ 552 $ 9,915 $ 4,384Exclude:Income tax expense 486 165 2,959 1,309Interest expense 121 697 465 1,526Depreciation and amortization 1,499 1,322 4,325 4,031EBITDA $ 3,734 $ 2,736 $ 17,664 $ 11,250EBITDA as a percent of net sales 6.4% 4.2% 9.9% 6.4%EBITDA $ 3,734 $ 2,736 $ 17,664 $ 11,250Adjustments:Gain on sale of discontinued operation (1,040) – (9,127) -Impairment loss 181 – 3,318 -Adjusted EBITDA $ 2,875 $ 2,736 $ 11,855 $ 11,250Adjusted EBITDA as a percent of net sales 4.9% 4.2% 6.6% 6.4% Three Months Ended Nine Months Ended September 28, September 29, September 28, September 29, 2025 2024 2025 2024Net income $ 1,628 $ 552 $ 9,915 $ 4,384Adjustments, net of tax (661) – (4,473) -Adjusted net income $ 967 $ 552 $ 5,442 $ 4,384Diluted weighted-average shares outstanding 4,731 4,718 4,722 4,713Diluted earnings per share $ 0.34 $ 0.12 $ 2.10 $ 0.93Adjusted diluted earnings per share $ 0.20 $ 0.12 $ 1.15 $ 0.93

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