We will also discuss non-GAAP financial metrics and encourage you to read our disclosures and reconciliation tables provided within today's earnings release and within our accompanying earnings presentation carefully as you consider these metrics. So, with that, let me turn the call over to John.

John Kasel: Thanks Stephanie and hello everyone. Thank you for joining us today for our 2023 fourth quarter earnings call. As I look back and reflect on what the team accomplished over last year, I cannot be more proud of our progress. In late 2021, we said also transform L.B. Foster into a high-growth, technology-oriented infrastructure solutions provider. Since then we've accomplished -- we completed eight portfolio transactions, significantly reducing our complexity, and narrowing our focus on becoming a clear infrastructure pure play with a focus on technology and innovation. We also launched multiple growth and profitability initiatives, have significantly improved the earnings and cash generating potential of the business.

Clearly, the impact of our efforts is evident in our 2023 results. Fourth quarter sales continued to show strong organic growth at 7.7%, with a reported decline of 1.7% due to strategic divestitures of Chemtec and CXT ties. Portfolio work, organic growth and pricing initiatives drove improved gross margins of 21.5%, up 200 basis points over the last year. While gross margins were up $2.3 million versus last year, adjusted EBITDA was down $1.4 million due primarily to higher variable incentive compensation expense that will reset to target levels in 2024. The highlight for the quarter was our operating cash flow generation of $22.1 million and operating cash flow translating to a $16 million reduction in net debt during the quarter. Net debt finished the year at $52.7 million with gross leverage ratio for our credit agreement facility improving to 1.7 times at year-end, down from 2.0 times at the start of the quarter.

In line with our disciplined capital allocation priorities, operating cash flow was used to maintain a reasonable leverage levels, fund growth-oriented capital spending projects, complete tuck-in acquisitions for our key growth platforms, and continued capital returns to shareholders through stock repurchases. And with that, I'm pleased to report that we have made solid progress on all these fronts in Q4. Turning to Slide 6. You can see how our strong finish contributed to the substantial progress we made in 2023 as reflected in our full year results. In fact, both sales and adjusted EBITDA results exceeded the upper end of our guidance for the year. Sales of $543.7 million were up 9.3% over 2022, gross margins of 20.7% were up 270 basis points.

Adjusted EBITDA of $31.8 million was up $7.6 million over last year or 31.4%. It should be noted these results were achieved despite an ongoing commercial weakness in the U.K. market. specifically in our contract services business. Similar to Q4, cash generation was a highlight for the full year. In fact, it was fantastic results with operating cash flow results of totaling $37.4 million for 2023. We also generated $8.2 million from divestitures and asset sales. These proceeds were used primarily to reduce our net debt by $36.3 million during the year, bringing our gross leverage ratio down to 1.7 times versus 2.8 times last year. We also made good progress funding our growth CapEx initiatives and stock repurchase throughout 2023. As indicated in our earnings announcement, we realigned our management and operating structure at the end of the year with the business now reporting up to two highly qualified segment leaders.

Greg Lippard for Rail, Bob Ness for Infrastructure. Congratulations to both Greg and Bob. As a result of these changes, we have updated the segment reporting to align with how we run -- how we're running the business. And finally, we established financial guidance for 2024 with sales expected to range between $525 million and $560 million. We estimate this sales range will represent organic growth of 5% to 6% year-over-year. Adjusted EBITDA outlook for 2024 is a range of $34 million to $39 million. With the benefits of the portfolio work and profitability initiatives expected to deliver improved adjusted EBITDA margins. With the improved profitability outlook and our disciplined approach to managing working capital, we are now expecting to generate free cash flow ranging from $12 million to $18 million in 2024, with capital spending represent 2% to 2.5% of sales.

We continue to fund our organic growth initiatives. And as a reminder, this will be the last year of our Union Pacific settlement funding, with payments totaling $8 million in 2024, this will give us a great boost to cash flow starting in 2025. In summary, we're pleased with the great progress we've made in 2023 and look forward to continuing our journey in 2024. Next, Bill will cover the detailed financials for Q4, and I'll come back at the end with some closing remarks on our outlook. Over to you, Bill.

William Thalman: Thanks John. Good morning everyone. I'll begin by covering the highlights of our fourth quarter on Slide 8. As a reminder, the schedules in the appendix provide more information on our financial results including non-GAAP reconciliations. Net sales of $134.9 million declined 1.7% in the fourth quarter due to a 9.4% decline from divestitures, partially offset by organic sales growth of 7.7%. The 2022 acquisitions of Skratch and VanHooseCo are now included in organic sales, while the 2023 divestiture decline was due to the Chemtec and Ties businesses. Our improved profitability profile continues to be reflected in our margins with gross profit up 8.5%, expanding 200 basis points to 21.5%. This improvement is due to organic growth, portfolio changes, favorable business mix, and price realization, partially offset by the impact of the challenging commercial environment in our U.K. rail business.

SG&A costs are higher due primarily the increased personnel costs, including variable incentive expenses that will reset back to target levels in 2024, coupled with a $1 million bad debt provision for U.K. customer that previously filed for administrative protection. We also recorded a $700,000 restructuring charge in our U.K. business as we rightsized to the market conditions. Net loss for the quarter was $400,000, favorable $43.5 million over the prior year quarter due to last year's $37.9 million deferred tax valuation allowance and $8 million impairment charges. As John mentioned in his opening remarks, one of the most notable highlights for the quarter was the $22.1 million in operating cash. I'll cover these details along with orders and backlog later in the presentation.

The graphs on Slide 9 highlights the changes in sales and adjusted EBITDA as a result of our divestiture activity and within our remaining legacy business, which now includes VanHooseCo and Skratch. As a result of the Chemtec and Ties divestitures in 2023, Q4 sales were down $12.9 million or 9.4%, but adjusted EBITDA increased $1.1 million as a result of these transactions. While the legacy business delivered organic growth of $10.6 million year-over-year, adjusted EBITDA was down $2.4 million due primarily to higher variable incentive compensation expenses as well as the weaker commercial environment in the U.K. Our guidance anticipates these two drivers will have less of an impact in 2024. Slide 10 reflects an important trend demonstrating the progress we've made in the sales growth and profitability over the last two years.

We reported strong organic growth in each quarter into 2023, which highlights the resilience of our business and robust demand levels in our end markets. The adjusted gross profit improved year-over-year in each quarter in 2023 with the 2023 average of 21.2%, up 240 basis points over the prior year. In summary, we believe our business portfolio transformation and focused profitability initiatives have translated into a structural improvement in the gross margin profile of our business that should be sustainable with the longer-term demand prospects for our infrastructure end markets. Over the next couple of slides, I'll cover our segment performance in Q4 and as previously mentioned, we are now reporting two business segments; Rail and Infrastructure.

I'll first cover the Rail segment on Slide 11. Fourth quarter Rail segment revenues of $69.3 million were down 10.9% year-over-year, 6.9% of which was due to the Ties divestiture in 2023. The balance of the decline was due primarily to our Rail Distribution business within Rail Products, which often fluctuates due to the timing of large orders. Softness in the U.K. Rail business also contributed to the decline. Partially offsetting was improved volumes in both Global Friction Management and our domestic Total Track Monitoring business. Rail margins of 19.2% were down 390 basis points, driven primarily by the margin impacts from continued weakness in the U.K. commercial construction market, coupled with slightly weaker margins in global friction management.

Rail orders and backlog were both down year-over-year due primarily to timing of orders within Rail Products, which is already showing signs of improvement in early 2024. Slide 12 reflects the fourth quarter results of our Infrastructure segment. As a reminder, Infrastructure is now a combination of our Precast Concrete Products and Steel Products businesses reporting to Bob Ness. The previous Steel Products and Measurement division has been renamed to Steel Products after the sale of Chemtec. Prior periods have been recast to reflect our current reporting structure. Infrastructure revenue increased $6.1 million or 10.3% year-over-year. Sales were up 23.1% organically, partially offset by the Chemtec divestiture, which drove a 12.7% decline.

Gross profit margins for the segment increased 910 basis points, which was driven by gains in volume, pricing, and product mix in both Precast and Steel Products as well as an uplift from the sale of Chemtec and the Bridge Grid Deck product line exit, both of which were previously dilutive to gross margins. New orders declined $18.8 million and backlog was down $37.6 million, both of which were due primarily to the Chemtec divestiture and Bridge product line exit. The full year results on Slide 13 highlights the momentum we've established in our business throughout all of 2023. Sales were up 9.3% year-over-year, 11.7% organically and gross profit margins expanded 270 basis points to 20.7%. Adjusted EBITDA increased $7.6 million or 31.4% with the EBITDA margin of 5.8%, up 90 basis points versus last year.

SG&A costs for the year were up due to the increased personnel costs, including variable compensation as well as $2.5 million in U.K. bad debt and restructuring costs. Excluding the bad debt and restructuring charges, SG&A as a percentage of sales was 17.4% in 2023 compared to 16.6% in 2022, up 80 basis points due primarily to the higher variable incentive costs. As John mentioned in his opening remarks, we achieved a significant improvement in operating cash flow in 2023, generating $37.4 million compared to a use of $10.6 million in 2022. This progress allowed us to fund key capital allocation priorities, which I'll now cover over the next several slides. Cash generation and leverage metrics are reflected on Slide 14. Improved profitability and lower working capital requirements drove $37.4 million in cash flow from operations for the year.

The strong operating cash flow allowed us to reduce net debt $16 million in the quarter and $36.3 million for the full year. As a result, our gross leverage per our credit agreement decreased from 2.8 times at the start of the year to 1.7 times at year end. We're pleased with the significant progress achieved improving our leverage metrics over the last several quarters. And our leverage is now well below the elevated level immediately after the acquisitions of VanHooseCo and Skratch in the summer of 2022. Our normal working capital cycle is expected to increase net debt and leverage in early 2024, with a steady decline and improved year-over-year metrics in the second half of the year. Free cash flow provided robust funding of $33 million in 2023.

However, we actually reduced our net debt by $36.3 million this year due in part to the two divestitures completed during the year, both of which were accretive to our leverage ratio. The balance of the free cash flow funded stock repurchases and a small tuck-in precast acquisition in line with our capital allocation priorities. As a reminder, we have $103 million in Federal net operating losses that should minimize our U.S. tax obligation for the foreseeable future. We believe our 2023 results highlight the cash-generating power of our business and our 2024 free cash flow guidance ranges between $12 million to $18 million, reflecting higher capital spending for organic growth projects. With our improved profitability outlook, capital-light business model, and the winding up of the Union Pacific settlement payments, we believe consistent free cash flow between $25 million and $35 million is achievable beyond 2024.

This would be a free cash flow yield of approximately 10% to 13% at today's valuation. As a reminder, our capital allocation priorities are outlined on Slide 15. We continue to focus on managing our net debt and leverage levels, while cautiously investing in organic growth opportunities we see in Rail Technologies and Precast Concrete. And we will also look for small tuck-in acquisitions that are aligned with our portfolio growth strategy as evidenced by the Cougar Mountain Precast acquisition that was completed in Q4. We are comfortable with gross leverage around 2 times and pleased we've achieved this level a little after a year -- a little over for a year after the completion of two strategic acquisitions in 2022. Capital spending is expected to run at approximately 2% to 2.5% of sales on average, which is slightly higher than our historical levels due to anticipated organic growth investments expected to have high returns and quick paybacks.

We will continue to evaluate opportunities to return cash to shareholders through our stock repurchase program. We've been active since its inception in February of 2023 and are pleased with the progress made throughout the year with 1.2% reduction in outstanding shares thus far, consuming $2.3 million of the $15 million authorization. And while distributing value to shareholders through a dividend is not a current priority, we will continue to consider this capital allocation option as the prospects for stronger stable free cash flow continue to improve. My closing comments will refer to Slides 16 and 17, covering orders and backlog trends by business. Consolidated book-to-bill ratio for 2023 was 0.97:1 with total new orders of $529 million, down $22.9 million or 4.2%.

While the decline in orders is largely attributed to the net impact of M&A, orders in the legacy Rail segment were also down due to the lumpy nature and seasonality of orders in the rail distribution business. We are seeing increased quoting activity and order rate activity in early 2024 and we remain optimistic about our prospects for improving demand from the majority of our end markets. And lastly, our consolidated backlog on Slide 17 reflects a healthy backlog level at $213.8 million. While backlog decreased $58.5 million from elevated levels at year-end last year, $31.3 million of the decline was due to divestiture and product line exit activities. The balance of change is due primarily to timing of orders in the Rail segment, which we believe will recover in early 2024.

In closing, our fourth quarter and 2023 results highlight the momentum we're seeing in the business and benefits from our strategic transformation. We're pleased with the progress achieved in 2023, which exceeded our expectations in most cases, and we continue to be confident in our strategic road map. We look forward to further progress in 2024 and beyond. Thanks again for your time. And I'll now hand it back over to John for his closing remarks. John?

John Kasel: Thanks Bill. I'll begin my closing remarks by covering the near-term outlook for our key end markets on Slide 19. We remain optimistic about prospects for continued growth in North America Rail, Infrastructure markets, particularly given the increasing customer emphasis on rail safety, fuel savings, and operating efficiency. Funding for the U.S. programs approved over the last couple of years has been slowly making its way through the system. We began to realize some of these project-related business activities in 2023 and we expect the trend to continue moving to 2024. As previously mentioned, our U.K. Rail Technology Service business to continue to face difficult market conditions with weaker demand levels and ongoing disruptions, liquidity disruptions with some customers.

The U.K. construction market has been very challenging over the last year and so we continue to assess this business in light of ongoing weakness. As Bill mentioned, we completed a restructuring program in the U.K. in the fourth quarter to help train our costs in line with current commercial environment. Although conditions are challenging, they appear to be showing some signs of bottoming up. This is a top focus for myself and the team and we will continue to monitor the situation and manage what we can control. Moving away from the U.K., we believe the eight portfolio actions completed over the last few years, allow for a more focused effort to grow our core businesses and serve infrastructure markets with strong ongoing demand. In our Infrastructure business, we continue to see strong demand in Precast Concrete.

We are focusing on expanding our reach both geographically and through proprietary technology and product licenses. A good example of this, as Bill mentioned, is our acquisition of the operating assets of Cougar Mountain LLC, which was completed during Q4. The acquired business was integrating to our Boise, ID, Precast operation included already rock product license that expands our precast offering in the greater Boise market. While our North America bridge business saw some challenges with obsolescence in our Bridge Grid deck offering. We believe that we are now positioned to better support our customers, while focusing on more innovative solutions. Finally, we also continue to see some improved demand activity in our Protective Pipeline Coatings business.

In summary, despite the isolated challenges we face in the U.K., we believe our overall prospects for profitable growth remains strong in light of the infrastructure investment super cycle, which we expect to continue for years to come. I thought I'd begin to wrap up for today's call with our investment thesis, which is supported by four compelling pillars; first, we have taken strategic steps necessary to begin transforming L.B. Foster, resulting in structural improvements and profitability that are evident in our 2023 results and the 2024 guidance we provided today. Second, we reported strong organic growth in 2023 and we believe we represent an infrastructure pure play with multiple avenues for growth in the investment super cycle. Those clearly needed in our served markets.

Third, we delivered exceptional cash flow in 2023 and our capital-light business model coupled with improving profitability suggests a favorable cash flow outlook. And finally, we have a disciplined capital allocation approach with multiple levers at our disposal, several of which have not yet been fully deployed. Our strategic execution along these four pillars translated into improved financial results in 2023. With these pillars in place, we are confident in our prospects for the future. Turning to Slide 21, we are closely monitoring the potential for L.B. Foster to be added back to the Russell 2000 Index, which will be reconstituted the spring. As you recall, we were removed from the index back in 2021 when the current index was reconstituted in May of 2023, the cut off market cap was approximately $160 million.

Our market cap at that time was $125 million. Over the last year, our stock price has appreciated over 90% compared to approximately 8% for the Russell 2000. And our current market cap today stands at approximately $260 million. We believe that the Russell 2000 was reconstituted today, we would be included in the index, which should translate into increased interest in the stock and our strategic transformation that is now in play. In closing, I would like to thank the team for their great work and exceptional results delivered in 2023. We made substantial progress since we rolled out our 2025 aspirational goals of $600 million of sales and $50 million of adjusted EBITDA back in 2021. We now have a clear line of sight and steps we need to take to achieve those goals.

The company is energized going into 2024 and we continue to build momentum. And finally, in the recent past, we unveiled our new company core purpose, we innovate to solve global infrastructure challenge. With this tagline, came the launch of our new brand identity and global website, including the new L.B. Foster logo, which has now visually represents the momentum of our business and connects the business we are today with the aspirations we have for the future. As this focus on innovation and relentless ambition to solve complex problems that continues to drive our people and the company moving forward. Thank you for your time and continuing interest in L.B. Foster. I'll turn it back to the operator for the Q&A session.

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