Exhibit 99.5

PRO FORMA CONDENSED COMBINED FINANCIAL DATA

As of September 30, 2022

For the nine months ended September 30, 2022 and 2021 and the year ended December 31, 2021

(Unaudited)

Table of Contents

 

Introduction			3
Unaudited Pro Forma Condensed Combined Balance Sheet			5
As of September 30, 2022			5
Unaudited Pro Forma Condensed Combined Income Statement			7
For the Nine Months Ended September 30, 2022			7
Unaudited Pro Forma Condensed Combined Income Statement			8
For the Nine Months Ended September 30, 2021			8
Unaudited Pro Forma Condensed Combined Income Statement			9
For the Year Ended December 31, 2021			9
Note 1. Basis of Presentation			10
Note 2. Reclassification Adjustments			10
Note 3. Transaction Accounting Adjustments			16
Note 4. Earnings Per Share			22

Introduction

On November 8, 2022, Chart Industries, Inc., a Delaware corporation (the “Company” or “Chart”), entered into an Equity Purchase Agreement (the “Purchase Agreement”) by and among (i) Granite Holdings I B.V., a Dutch private limited liability company (“Primary Seller”), Granite Holdings II B.V., a Dutch private limited liability company (“BV II” or “Howden” ), and Granite US Holdings GP, LLC, a Delaware limited liability company (the “US GP Seller” and, together with Primary Seller and BV II, the “Sellers”), (ii) Granite US Holdings LP, a Delaware limited partnership (“Granite US”), Granite Acquisition GmbH, a German limited liability company (“Granite Germany”), Granite Canada Holdings Acquisition Corp., a corporation formed pursuant to the laws of British Columbia (“Granite Canada”), and HowMex Holdings, S. de R.L. de C.V., a Mexican limited liability company (“Granite “Mexico” and, together with BV II, Granite US, Granite Germany and Granite Canada, the “Acquired Companies”), and (iii) the Company. Pursuant to the Purchase Agreement and subject to the terms and conditions set forth therein, the Company will acquire, directly or indirectly, from the Sellers all of the equity interests of the Acquired Companies (the “Transaction”), which collectively constitutes the business of Howden.

The base purchase price for the Transaction is $4.4 billion, subject to customary purchase price adjustments for cash, indebtedness, transaction expenses and working capital (the “Purchase Price”). The Purchase Price shall be paid as a mix of cash, subject to a minimum amount of $1.8 billion (the “Cash Consideration”), shares of Preferred Stock, in an anticipated amount of approximately $1.1 billion (the “Stock Consideration”), and repayment of Howden’s loans and other indebtedness. The Company may, at its discretion, reduce the Stock Consideration issued at closing by increasing the Cash Consideration paid at closing on a dollar-for-dollar basis, and the Cash Consideration may also be reduced in other limited circumstances on a dollar-for-dollar basis in respect of the aggregate amount of certain incremental letters of credit (and other similar instruments) of the Acquired Companies and their subsidiaries existing as of the closing of the Transaction. The Company expects to finance the Cash Consideration with the net proceeds of the Debt Financing.

If the Stock Consideration includes more than $650 million of “Series A Cumulative Participating Convertible Preferred Stock” (the “Preferred Stock”), the Company can issue the Company’s common stock, par value $0.01 per share (the “Common Stock”), for such excess in an amount not to exceed $450 million. In such case, the Company shall issue such Common Stock to the Primary Seller at a 20% discount as compared to the trailing 10-day volume weighted average price of the Common Stock at the applicable time (such Common Stock and any Preferred Stock issued to the Primary Seller, the “Subject Stock”).

Pursuant to the Purchase Agreement, the Company shall create and issue to the Primary Seller at the closing of the Transaction a new class of preferred stock of the Company to be known as Series A Cumulative Participating Convertible Preferred Stock. In connection with the issuance of the Preferred Stock to the Primary Seller, the Company will enter into an investor rights agreement and registration rights agreement with the Primary Seller.

In connection with the execution of the Purchase Agreement, the Company entered into a debt commitment letter (the “Debt Commitment Letter”) with JPMorgan Chase Bank, N.A. and Morgan Stanley Senior Funding, Inc. (collectively, the “Commitment Parties”). Pursuant to the Debt Commitment Letter, the Commitment Parties have agreed to provide (a) approximately $3.375 billion in an aggregate principal amount of senior bridge loans under a 364-day senior bridge loan credit facility (the “Bridge Facility”) and (b) in the event the Company does not obtain certain required consents per the “Existing Credit Agreement”, a backstop revolving credit facility in an aggregate principal amount of up to approximately $1.0 billion (the “Backstop Facility” and, together with the Bridge Facility, the “Debt Financing”).

The proceeds of the loans under the Bridge Facility will be used to finance the cash portion of the Purchase Price pursuant to the Transaction, including the payment of related fees and expenses incurred in connection therewith. The

 

3

proceeds of the loans under the Backstop Facility would be used to (i) prepay in full the aggregate principal amount of loans outstanding under the Existing Credit Agreement and accrued and unpaid interest thereon in the event that the Company does not obtain certain required consents from the lenders under the Existing Credit Agreement and (ii) backstop any existing letters of credit or other local credit lines of the Acquired Companies. The Bridge Facility and Backstop Facility are subject to customary closing conditions, including that substantially concurrently with the initial funding under the applicable facility the Transaction shall be consummated.

The unaudited pro forma condensed combined financial information has been prepared by Chart in accordance with Regulation S-X Article 11, Pro Forma Financial Information, as amended by the final rule, Amendments to Financial Disclosures About Acquired and Disposed Businesses, as adopted by the SEC on May 20, 2020. The following unaudited pro forma condensed combined financial information of Chart and Howden as of and for the nine months ended September 30, 2022, and for the year ended December 31, 2021, are derived from Chart historical consolidated financial statements which are incorporated by reference herein, and Howden historical consolidated financial statements incorporated on our Current Report on Form 8-K, based upon the Regulation S-X Rule 3-05 significance test.

The historical financial statements of Chart and Howden have been adjusted in the accompanying unaudited pro forma condensed combined financial information to give effect to pro forma events which are necessary to account for the acquisition and the financing, in accordance with accounting principles generally accepted in the United States (“GAAP”). The unaudited pro forma adjustments are based upon available information and certain assumptions that management believes are reasonable under the circumstances.

The acquisition will be accounted for as a business combination using the acquisition method with Chart as the accounting acquirer in accordance with Accounting Standards Codification (“ASC”) Topic 805, Business Combinations (“ASC 805”). Under this method of accounting, the total consideration will be allocated to Howden’s assets acquired and liabilities assumed based upon their estimated fair values at the transaction date. The process of valuing the net assets of Howden at the expected transaction date, as well as evaluating accounting policies for conformity, is preliminary. Any differences between the fair value of the consideration transferred and the fair value of the assets acquired, and liabilities assumed will be recorded as goodwill. Accordingly, the purchase price allocation reflected in this unaudited pro forma condensed combined financial information is preliminary and subject to revision based on a final determination of fair value.

As a result of the foregoing, the unaudited pro forma condensed combined financial information is based on the preliminary information available and management’s preliminary valuation of the fair value of tangible and intangible assets acquired and liabilities assumed. The actual purchase accounting assessment may vary based on final analyses of the valuation of assets to be acquired and liabilities to be assumed, particularly in regard to indefinite and definite-lived intangible assets and deferred tax assets and liabilities, which could be material.

The unaudited pro forma condensed combined financial information and related notes are provided for illustrative purposes only and do not purport to represent what the combined company’s actual results of operations or financial position would have been had the acquisition been completed on the dates indicated, nor are they necessarily indicative of the combined company’s future results of operations or financial position for any future period. The actual financial position and results of operations may differ significantly from the pro forma amounts reflected herein.

The following unaudited pro forma condensed combined financial information gives effect to the acquisition and financing, which includes adjustments for the following:

 

•

Certain reclassifications to conform Howden’s historical financial statement presentation to Chart’s presentation;

 

•

Application of the acquisition method of accounting under the provisions of ASC 805 and to reflect estimated consideration of approximately $4.4 billion;

 

•

Proceeds and uses of the financing entered into in connection with the acquisition; and

 

•

Non-recurring transaction costs in connection with the acquisition.

 

4

Unaudited Pro Forma Condensed Combined Balance Sheet

As of September 30, 2022

(Dollars in millions, except per share amounts)

 

		Chart				Howden Adjusted (Note 2)				Transaction Accounting Adjustments						Financing Adjustments						Pro Forma Combined
ASSETS
Current assets
Cash and cash equivalents		$	89.5			$	114.6			$	(1,888.4	)		A		$	1,745.1			I		$	104.5
											—						43.7			J
Accounts receivable, net			276.9				429.8				—						—						706.7
Inventories, net			357.5				238.3				47.7			D			—						643.5
Unbilled contract revenue			118.9				193.6				—						—						312.5
Prepaid expenses			34.5				49.0				—						—						83.5
Other current assets			52.2				74.5				—						—						126.7
Total Current assets			929.5				1,099.8				(1,840.7	)					1,788.8						1,977.4
Non-current assets
Property, plant and equipment, net			407.1				287.5				60.4			C			—						755.0
Goodwill			977.3				779.0				2,988.4			A			—						3,383.7
											(1,210.4	)		B			—
											(60.4	)		C			—
											(47.7	)		D			—
											(372.3	)		F			—
											16.9			G			—
											312.9			H			—
Identifiable intangible assets, net			535.5				700.6				1,210.4			B			—						2,446.5
Equity method investments			91.7				11.2				—						—						102.9
Investments in equity securities			66.9				—				—						—						66.9
Other assets			60.9				78.4				11.2			G			8.5			I			115.3
											—						(43.7	)		J
Pension asset			0.3				—				—						—						0.3
Total Non-current assets			2,139.7				1,856.7				2,909.4						(35.2	)					6,870.6
Total Assets		$	3,069.2			$	2,956.5			$	1,068.7					$	1,753.6					$	8,848.0
LIABILITIES
Current liabilities
Accounts payable			206.1				358.7				—						—						564.8
Customer advances and billings in excess of contract revenue			197.6				274.9				—						—						472.5
Accrued salaries, wages, and benefits			33.7				60.4				—						—						94.1
Accrued income taxes			2.9				34.4				—						—						37.3
Current portion of warranty reserve			6.1				37.0				—						—						43.1
Current convertible notes			256.7				—				—						—						256.7
Operating lease liabilities, current			5.3				10.7				—						—						16.0
Current portion of long-term debt			—				13.1				—						174.7			I			187.8
Other current liabilities			46.5				83.1				35.8			E			(17.0	)		I			148.4
Total Current liabilities			754.9				872.3				35.8						157.7						1,820.7

 

5

Unaudited Pro Forma Condensed Combined Balance Sheet

As of September 30, 2022

(Dollars in millions, except per share amounts)

 

		Chart				Howden Adjusted (Note 2)				Transaction Accounting Adjustments						Financing Adjustments						Pro Forma Combined
Non-Current liabilities
Long-term debt			580.8				1,439.1				—						1,644.4			I			3,664.3
Long-term deferred tax liabilities			57.9				113.5				312.9			H			—						484.3
Operating lease liabilities, non-current			16.4				51.5				—						—						67.9
Other long-term liabilities			33.3				27.9				28.1			G			—						89.3
Total Non-Current liabilities			688.4				1,632.0				341.0						1,644.4						4,305.8
Total Liabilities		$	1,443.3			$	2,504.3			$	376.8					$	1,802.1					$	6,126.5
TEMPORARY EQUITY
Series A Cumulative Participating Convertible Preferred Stock			—				—				1,100.0			A			—						1,100.0
Total Temporary Equity			—				—				1,100.0						—						1,100.0
EQUITY
Shareholder’s equity (deficit)
Common stock, par value $0.01 per share – 150,000,000 shares authorized, 36,634,383 shares issued and outstanding on September 30, 2022			0.4				—				—						—						0.4
Additional paid-in capital			784.3				554.1				(554.1	)		F			—						784.3
Treasury stock; 760,782 shares on September 30, 2022			(19.3	)			—				—						—						(19.3	)
Retained earnings (Accumulated deficit)			942.6				(90.6	)			(35.8	)		E			(48.5	)		I			906.8
											139.1			F			—
Accumulated other comprehensive (loss) income			(90.6	)			(42.7	)			42.7			F			—						(90.6	)
Total Shareholder’s equity (deficit)			1,617.4				420.8				(408.1	)					(48.5	)					1,581.6
Non-controlling interests
Non-controlling interests			8.5				31.4				—						—						39.9
Total Non-controlling interests			8.5				31.4				—						—						39.9
Total Equity		$	1,625.9			$	452.2			$	(408.1	)				$	(48.5	)				$	1,621.5
Total Liabilities, Temporary Equity and Equity		$	3,069.2			$	2,956.5			$	1068.7					$	1,753.6					$	8,848.0

See accompanying notes to unaudited pro forma condensed combined financial information.

 

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Unaudited Pro Forma Condensed Combined Income Statement

For the Nine Months Ended September 30, 2022

(Dollars and weighted average shares outstanding in millions, except per share amounts)

 

		Chart				Howden Adjusted (Note 2)				Transaction Accounting Adjustments						Financing Adjustments						Pro Forma Combined
Sales		$	1,171.0			$	1,295.3			$	—					$	—					$	2,466.3
Cost of sales			887.9				890.5				(2.2	)		CC			—						1,776.2
Gross profit			283.1				404.8				2.2						—						690.1
Operating expenses
Selling, general, and administrative expenses			159.3				257.0				(1.1	)		CC			—						415.2
Amortization expense			32.4				30.5				72.3			BB			—						135.2
Gain on capital structure derivatives			—				(82.3	)			—						82.3			FF			—
Total Operating expenses			191.7				205.2				71.2						82.3						550.4
Operating income			91.4				199.6				(69.0	)					(82.3	)					139.7
Interest expense, net			13.3				84.1				—						121.5			GG			218.9
Unrealized loss on investments in equity securities			10.9				—				—						—						10.9
Realized gain on equity method investment			(0.3	)			—				—						—						(0.3	)
Financing costs amortization			2.1				8.5				—						6.7			GG			17.3
Foreign currency (gain) loss			(2.6	)			15.5				—						—						12.9
Other income			(1.5	)			—				—						—						(1.5	)
Income before income taxes and equity in loss of unconsolidated affiliates, net			69.5				91.5				(69.0	)					(210.5	)					(118.5	)
Income tax expense (benefit)			4.0				39.1				(17.2	)		EE			(47.6	)		EE			(21.7	)
Income before equity in (loss) earnings of unconsolidated affiliates, net			65.5				52.4				(51.8	)					(162.9	)					(96.8	)
Equity in (loss) earnings of unconsolidated affiliates, net			(0.3	)			1.4				—						—						1.1
Net income (loss)			65.2				53.8				(51.8	)					(162.9	)					(95.7	)
Income attributable to noncontrolling interests, net of taxes			0.8				7.9				—						—						8.7
Net income (loss) attributable to Chart		$	64.4			$	45.9			$	(51.8	)				$	(162.9	)				$	(104.4	)
Earnings (loss) per share (Note 4):
Basic		$	1.80																			$	(4.29	)
Diluted		$	1.56																			$	(4.29	)
Weighted average number of common shares outstanding:
Basic			35.85																				35.85
Diluted			41.40																				49.26

See accompanying notes to unaudited pro forma condensed combined financial information.

 

7

Unaudited Pro Forma Condensed Combined Income Statement

For the Nine Months Ended September 30, 2021

(Dollars and weighted average shares outstanding in millions, except per share amounts)

 

		Chart				Howden Adjusted (Note 2)				Transaction Accounting Adjustments						Financing Adjustments						Pro Forma Combined
Sales		$	938.8			$	1,107.5			$	—					$	—					$	2,046.3
Cost of sales			696.8				757.9				47.7			AA			—						1,499.5
											(2.9	)		CC
Gross profit			242.0				349.6				(44.8	)					—						546.8
Operating expenses
Selling, general, and administrative expenses			145.4				206.4				(2.5	)		CC			—						390.3
											35.8			DD
Amortization expense			28.5				33.1				69.6			BB			—						131.2
Gain on capital structure derivatives			—				(14.8	)			—						14.8			FF			—
Total Operating expenses			173.9				224.7				102.9						14.8						521.5
Operating income			68.1				124.9				(147.7	)					(14.8	)					30.5
Interest expense, net			7.4				61.6				—						153.1			GG			311.4
Unrealized loss on investments in equity securities			(1.2	)			—				—						—						(1.2	)
Realized gain on equity method investment			—				—				—						—						—
Financing costs amortization			3.5				9.8				—						105.5			GG			29.5
Foreign currency (gain) loss			0.1				1.3				—						—						1.4
Other income			—				—				—						—						—
Income before income taxes and equity in loss of unconsolidated affiliates, net			58.3				52.2				(147.7	)					(273.4	)					(310.6	)
Income tax expense (benefit)			9.9				26.9				(36.9	)		EE			(67.5	)		EE			(67.6	)
Income before equity in (loss) earnings of unconsolidated affiliates, net			48.4				25.3				(110.8	)					(205.9	)					(243.0	)
Equity in (loss) earnings of unconsolidated affiliates, net			0.1				(1.4	)			—						—						(1.3	)
Net income (loss)			48.5				23.9				(110.8	)					(205.9	)					(244.3	)
Income attributable to noncontrolling interests, net of taxes			1.5				6.7				—						—						8.2
Net income (loss) attributable to Chart		$	47.0			$	17.2			$	(110.8	)				$	(205.9	)				$	(252.5	)
Earnings (loss) per share (Note 4):
Basic		$	1.32																			$	(8.49	)
Diluted		$	1.15																			$	(8.49	)
Weighted average number of common shares outstanding:
Basic			35.59																				35.59
Diluted			40.96																				48.95

See accompanying notes to unaudited pro forma condensed combined financial information.

 

8

Unaudited Pro Forma Condensed Combined Income Statement

For the Year Ended December 31, 2021

(Dollars and weighted average shares outstanding in millions, except per share amounts)

 

		Chart				Howden Adjusted (Note 2)				Transaction Accounting Adjustments						Financing Adjustments						Pro Forma Combined
Sales		$	1,317.7			$	1,576.1			$	—					$	—					$	2,893.8
Cost of sales			993.5				1,072.7				47.7			AA			—						2,110.0
											(3.9	)		CC			—
Gross profit			324.2				503.4				(43.8	)					—						783.8
Operating expenses
Selling, general, and administrative expenses			196.8				304.0				(3.3	)		CC			—						533.3
											35.8			DD			—
Amortization expense			38.9				45.1				91.8			BB			—						175.8
Gain on capital structure derivatives			—				(18.0	)			—						18.0			FF			—
Total Operating expenses			235.7				331.1				124.3						18.0						709.1
Operating income			88.5				172.3				(168.1	)					(18.0	)					74.7
Interest expense, net			10.7				95.7				—						190.5			GG			296.9
Unrealized gain on investments in equity securities			(3.2	)			—				—						—						(3.2	)
Realized gain on equity method investment			(2.6	)			—				—						—						(2.6	)
Financing costs amortization			8.3				10.5				—						110.2			GG			129.0
Foreign currency loss (gain)			0.9				(8.1	)			—						—						(7.2	)
Other income			—				(5.9	)			—						—						(5.9	)
Other expense, net			0.3				—				—						—						0.3
Income (loss) before income taxes and equity in earnings of unconsolidated affiliates, net			74.1				80.1				(168.1	)					(318.7	)					(332.6	)
Income tax expense			13.5				47.7				(42.0	)		EE			(78.6	)		EE			(59.4	)
Income before equity in earnings of unconsolidated affiliates, net			60.6				32.4				(126.1	)					(240.1	)					(273.2	)
Equity in earnings of unconsolidated affiliates, net			0.3				2.1				—						—						2.4
Net income (loss)			60.9				34.5				(126.1	)					(240.1	)					(270.8	)
Income attributable to noncontrolling interests, net of taxes			1.8				9.0				—						—						10.8
Net income (loss) attributable to Chart		$	59.1			$	25.5			$	(126.1	)				$	(240.1	)				$	(281.6	)
Earnings (loss) per share (Note 4):
Basic		$	1.66																			$	(9.76	)
Diluted		$	1.44																			$	(9.76	)
Weighted average number of common shares outstanding:
Basic			35.61																				35.61
Diluted			41.11																				48.97

See accompanying notes to unaudited pro forma condensed combined financial information.

 

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Note 1. Basis of Presentation

The unaudited pro forma condensed combined financial information and related notes are prepared in accordance with Regulation S-X Article 11, Pro Forma Financial Information, as amended by the final rule, Amendments to Financial Disclosures About Acquired and Disposed Businesses, as adopted by the SEC on May 20, 2020.

Both Chart’s and Howden’s historical financial statements were prepared in accordance with GAAP and presented in U.S. dollars. As discussed in Note 2. Reclassification Adjustments, certain reclassifications adjustments were made to align Howden’s financial statement presentation with that of Chart.

The unaudited pro forma condensed combined financial information was prepared using the acquisition method of accounting in accordance with ASC 805, with Chart assumed as the accounting acquirer, and based on the historical consolidated financial statements of Chart and Howden Under ASC 805, assets acquired, and liabilities assumed in a business combination are recognized and measured at their assumed acquisition date fair value, while transaction costs associated with a business combination are expensed as incurred. The excess of acquisition consideration over the fair value of assets acquired and liabilities assumed, if any, is allocated to goodwill.

The Unaudited Pro Forma Condensed Combined Balance Sheet is presented as if the acquisition had occurred on September 30, 2022, and the Unaudited Pro Forma Condensed Combined Statement of Income for the nine months ended September 30, 2022, and the year ended December 31, 2021, give effect to the acquisition as if it occurred on January 1, 2021.

The unaudited pro forma condensed combined financial information does not reflect any anticipated synergies or dis-synergies, operating efficiencies or cost savings that may result from the acquisition and integration costs that may be incurred. The pro forma adjustments represent Chart’s best estimates and are based upon currently available information and certain assumptions that Chart believes are reasonable under the circumstances. There are no material transactions between Chart and Howden during the periods presented.

Note 2. Reclassification Adjustments

During the preparation of this unaudited pro forma condensed combined financial information, management performed a preliminary analysis of Howden’s financial information to identify differences in accounting policies compared to those of Chart, and differences in financial statement presentation compared to the presentation of Chart. At the time of preparing the unaudited pro forma condensed combined financial information, other than the adjustments described herein, Chart is not aware of any other material differences.

Balance Sheet Adjustments as of September 30, 2022:

 

Chart Industries Presentation		Historical Howden Presentation		Historical				Reclassification Adjustments				Notes				Howden Historical Adjusted
Cash and cash equivalents		Cash and cash equivalents		$	114.6			$	—							$	114.6
Accounts receivable, net		Trade receivables, less allowances for doubtful accounts			623.4				(193.6	)			a				429.8
Inventories, net		Inventories, net			238.3				—								238.3

 

10

Unbilled contract revenue					—				193.6				a				193.6
Prepaid expenses		Prepaid expenses			49.0				—								49.0
Other current assets		Other current assets			74.5				—								74.5
Total Current assets		Total Current assets			1,099.8				—								1,099.8
Property, plant and equipment, net		Property, plant and equipment, net			224.4				63.1				c				287.5
Goodwill		Goodwill			779.0				—								779.0
Identifiable intangible assets, net		Intangible assets, net			700.6				—								700.6
Equity method investments					—				11.2				i				11.2
Investments in equity securities					—				—								—
		Deferred income taxes			0.2				(0.2	)			b				—
		Lease asset - right of use			63.1				(63.1	)			c				—
Other assets		Non-current derivative asset			43.7				—								43.7
		Other non-current asset			45.7				(11.0	)			b, i				34.7
Total Assets		Total Assets		$	2,956.5			$	—							$	2,956.5
Accounts payable		Accounts payable			358.7				—								358.7
Customer advances and billings in excess of contract revenue		Customer advances and billings in excess of contract revenue			274.9				—								274.9
Accrued salaries, wages and benefits					—				60.4				d				60.4
Accrued income taxes					—				34.4				e				34.4
Current portion of warranty reserve					—				37.0				f				37.0
Current convertible notes					—				—								—

 

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Operating lease liabilities, current					—				10.7				g				10.7
Other current liabilities					—				83.1				h				83.1
Current portion of long-term debt		Current portion of long-term debt			13.1				—								13.1
		Accrued liabilities			225.6				(60.4	)			d				—
					—				(34.4	)			e
					—				(37.0	)			f
					—				(10.7	)			g
					—				(83.1	)			h
Total Current Liabilities		Total Current Liabilities			872.3				—								872.3
Long-term deferred tax liabilities		Deferred tax liabilities			113.5				—								113.5
Long-term debt		Long-term debt, less current portion			1,439.1				—								1,439.1
Accrued pension liabilities					—												—
Operating lease liabilities, non-current		Non-current lease liability			51.5				—								51.5
Other long-term liabilities		Non-current derivative liability			—				—								—
		Other non-current liabilities			27.9												27.9
Total Liabilities		Total Liabilities			2,504.3				—								2,504.3
Equity:
Common stock					—				—								—
Additional paid-in capital		Additional paid-in capital			554.1				—								554.1
Treasury stock					—				—								—

 

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Series A Cumulative Participating Convertible Preferred Stock					—				—				—
Retained earnings (Accumulated deficit)		Accumulated deficit			(90.6	)			—				(90.6	)
Accumulated other comprehensive loss		Accumulated other comprehensive loss			(42.7	)			—				(42.7	)
Total Shareholders’ Equity		Total Shareholders’ Equity			420.8				—				420.8
Noncontrolling interests		Non-controlling interests			31.4				—				31.4
Total Equity		Total Equity			452.2				—				452.2
TOTAL LIABILITIES AND EQUITY		TOTAL LIABILITIES AND EQUITY		$	2,956.5			$	—			$	2,956.5
				—				—				—

 

a)	Adjustment to reclassify Howden’s contract assets to unbilled contract revenue.

b)	Adjustment to reclassify Howden’s deferred income taxes to other assets.

c)	Adjustment to reclassify Howden’s lease asset - right of use to property, plant and equipment, net.

d)	Adjustment to reclassify Howden’s accrued payroll to accrued salaries, wages and benefits.

e)	Adjustment to reclassify Howden’s accrued taxes to accrued income taxes.

f)	Adjustment to reclassify Howden’s warranty liability to current portion of warranty reserve.

g)	Adjustment to reclassify Howden’s current operating lease liability to operating lease liabilities, current.

h)	Adjustment to reclassify Howden’s remaining accrued liabilities to other current liabilities.

i)	Adjustment to reclassify Howden’s equity method investments from other non-current assets.

Income Statement Adjustments for the nine months ended September 30, 2022:

 

Chart Industries Presentation		Historical Howden Presentation		Historical				Reclassification Adjustments				Notes				Howden Historical Adjusted
Sales		Net sales		$	1,295.3			$	—							$	1,295.3
Cost of sales		Cost of sales			890.5				—								890.5
Gross profit		Gross profit			404.8				—								404.8
Selling, general, and administrative expenses		Selling, general and administrative expense			285.1				(28.1	)			a, b, c, d, e				257.0

 

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