[8-K] Enpro Inc. Reports Material Event

Rhea-AI Filing Summary

Core Natural Resources (NYSE: CNR) – Form 10-Q, quarter ended 30 Jun 2025

The first quarter after the all-stock merger with Arch Resources (closed 14 Jan 2025) shows a dramatic scale-up in size but near-term earnings pressure.

• Revenue: Q2 25 $1.10 bn (+125% YoY); 1H 25 $2.12 bn (+104%).
• Net loss: Q2 25 $(36.6) m vs +$58.1 m; 1H 25 $(105.8) m vs +$160.0 m. Losses reflect higher cost of sales, $291 m DD&A and ~$38 m merger & integration expenses.
• EPS: basic and diluted –$0.70 (Q2) and –$2.06 (1H).
• Cash flow (1H): Ops +$110.5 m; Capex –$154.0 m; Share buybacks –$183.2 m; Dividends $0.20/sh.
• Balance sheet post-merger: Assets $6.21 bn (up from $2.88 bn at FY-24); Equity $3.77 bn. Cash & equivalents $413 m; Net debt ~$(42) m (cash exceeds debt); 1.50× first-lien leverage covenant headroom vs 0.13× actual.
• Segment mix Q2: Coal revenue $1.09 bn (45% domestic, 55% export) split among Power Generation 44%, Industrial 25%, Metallurgical 31%. Terminal & Other revenue $9 m.
• Purchase price allocation: $2.58 bn consideration; preliminary $1.4 bn PP&E fair-value step-up; identifiable intangibles $84 m.

Outlook: Management has yet to provide updated synergy targets; integration costs and higher DD&A will pressure FY-25 profit, but liquidity is strong and leverage low. Investors will watch for margin recovery, cost synergies and export pricing.

Insights

Equity Research Analyst

TL;DR: Revenue doubled post-merger, but merger costs and higher depreciation pushed CNR to a modest loss; balance-sheet strength limits near-term risk.

Performance: Top-line expansion is impressive (Q2 +125% YoY) driven by Arch assets, especially export met coal. Gross margin, however, compressed sharply (cost of sales 83% of revenue vs 70% LY) and DD&A tripled, indicating a higher asset base and short-term integration drag.

Capital structure: Cash $413 m comfortably exceeds total debt $371 m; first-lien leverage well below 1.0× and coverage 68×, affording flexibility for $0.10/sh dividends and buybacks. New tax-exempt bonds locked in 5-5.75% fixed coupons through 2035.

Valuation & catalysts: Market will focus on synergy realization, export coal pricing and progress reducing elevated inventories ($377 m). If EBITDA normalises and capex moderates, free-cash conversion should rebound.

Risk Analyst

TL;DR: Merger elevates scale but adds integration, legal and legacy liability risks that could weigh on cash until 2026.

The transaction increased AROs to $492 m (+132%), post-retirement and pneumoconiosis obligations by ~$190 m, and inventories four-fold, tying up working capital. Legal exposure persists (UMWA 1992 Plan litigation), and pro-forma 1H loss suggests synergy timeline slippage. While liquidity is currently ample, continued buybacks amid losses may irritate creditors if macro coal demand weakens.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (date of earliest event reported): August 5, 2025

ENPRO INC.

(Exact name of Registrant, as specified in its charter)

North Carolina

001-31225

01-0573945

(State or other jurisdiction

(Commission file number)

(I.R.S. Employer

of incorporation)

Identification No.)

5605 Carnegie Boulevard, Suite 500

Charlotte

North Carolina

28209

(Address of principal executive offices, including zip code)

(704) 731-1500

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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, $0.01 par value			NPO			New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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. ☐

Item 2.02    Results of Operations and Financial Condition

    The information set forth in this Item 2.02 of this Current Report and in Exhibit 99.1 is intended to be “furnished” under Item 2.02 of Form 8-K. Such information shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

    On August 5, 2025, Enpro Inc. (the “Company”) issued a press release announcing its earnings for the quarter ended June 30, 2025. A copy of such press release is included as Exhibit 99.1 hereto.

Item 9.01    Financial Statements and Exhibits

(d) Exhibits

99.1			Press Release of Enpro Inc. dated August 5, 2025
104			Cover Page Interactive Data File (embedded within the Inline XBRL document)

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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 hereunto duly authorized.

    Date:    August 5, 2025

			ENPRO INC.
			By:						/s/ Robert S. McLean
									Robert S. McLean
									Executive Vice President, Chief Administrative Officer and General Counsel

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