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): July 23, 2008

DOVER CORPORATION

(Exact Name of Registrant as Specified in Charter)

Delaware		1-4018		53-0257888
(State or other Jurisdiction of Incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

280 Park Avenue
New York, NY 10017
(Address of Principal Executive Offices)

(212) 922-1640
(Registrant’s telephone number, including area code)

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):

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

 

 

Item 2.02 Results of Operations and Financial Condition.

On July 23, 2008, Dover Corporation (i) issued the press release attached hereto as Exhibit 99.1 announcing its results of operations for the quarter ended June 30, 2008; and (ii) posted on its website at http://www.dovercorporation.com the investor supplement attached hereto as Exhibit 99.2 for the quarter ended June 30, 2008.

The information in this Current Report on Form 8-K, including Exhibits, is being furnished to the Securities and Exchange Commission (the “SEC”) and shall not be deemed to be incorporated by reference into any of Dover’s filings with the SEC under the Securities Act of 1933.

Item 9.01 Financial Statements and Exhibits.

(a)		Financial statements of businesses acquired. Not applicable.
(b)		Pro forma financial information. Not applicable.
(c)		Shell company transactions. Not applicable.
(d)		Exhibits.

          The following exhibits are furnished as part of this report:

	99.1		Press Release of Dover Corporation, dated July 23, 2008.
	99.2		Investor Supplement Posted on Dover Corporation’s Website at http://dovercorporation.com.

SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.

EXHIBIT INDEX

Number		Exhibit
99.1		Press Release of Dover Corporation, dated July 23, 2008
99.2		Investor Supplement Posted on Dover Corporation’s Website at http://dovercorporation.com

Exhibit 99.1

CONTACT:		READ IT ON THE WEB
Paul Goldberg		www.dovercorporation.com
Treasurer & Director of Investor Relations (212) 922-1640
		July 23, 2008

DOVER CORPORATION REPORTS SECOND QUARTER 2008 RESULTS

New York, New York, July 23, 2008 — Dover Corporation (NYSE: DOV) announced today that for the second quarter ended June 30, 2008, it had earnings from continuing operations of $186.9 million or $0.98 diluted earnings per share (“EPS”), compared to $174.7 million or $0.85 EPS from continuing operations in the prior-year period, representing increases of 7% and 16%, respectively. Revenue for the second quarter of 2008 was $2.0 billion, an increase of 10% over the prior-year period, driven by organic growth of 5%, acquisition growth of 1%, and 4% from the effects of foreign currency.

Earnings from continuing operations for the six months ended June 30, 2008 were $334.8 million or $1.74 EPS, compared to $312.5 million or $1.52 EPS in the prior-year period, representing increases of 7% and 15%, respectively. Revenue for the six month period ended June 30, 2008 was $3.9 billion, up 9% over the prior year period.

Commenting on the second quarter results, Dover’s Chief Executive Officer, Ronald L. Hoffman, stated: “We are pleased to report another strong quarterly result. Our diluted EPS of $0.98 built upon our solid first quarter showing. Revenue was up at all four of our segments and overall operating margins improved 20 basis points over last year to 15.8%. Additionally, organic sales growth increased in the second quarter to 5.4%. Our market trends stayed positive during the quarter buoyed by continued strength in our Energy, Fluid Solutions and Product Identification platforms. We also had strong free cash flow of $192 million or 10% of revenue during the second quarter.

“During the quarter, we continued to focus on both internal improvements and our balanced capital allocation strategy. I’m encouraged by the depth and breadth of synergistic activities taking place across our businesses. These activities are improving both the effectiveness and profitability of our organization. I’m also pleased that we have continued to execute on our capital allocation strategy by staying disciplined on acquisitions and repurchasing over $190 million of Dover stock during the quarter.

“Despite escalating material costs and an unsettled economic environment, activity levels remain positive across the majority of our businesses and our backlog remains healthy. As our business indicators remain strong, we continue to be confident in our ability to deliver 12%+ annual EPS growth for the year. We will stay vigilant in monitoring our businesses and stand ready to take corrective actions should our business environment change.”

Net earnings for the second quarter of 2008 were $135.3 million or $0.71 EPS, including a loss from discontinued operations of $51.6 million or $0.27 EPS, compared to net earnings of $172.2 million or $0.84 EPS for the same period of 2007, which included a loss from discontinued operations of $2.5 million or $0.01 EPS. The net earnings for the six months ended June 30, 2008 were $282.5 million or $1.47 EPS, including a loss from discontinued operations of $52.4 million or $0.27 EPS, compared to net earnings of $301.1 million or $1.46 EPS for the same period of 2007, which included a loss from discontinued operations of $11.4 million or $0.06 EPS. The loss from discontinued operations

primarily reflects the decision in the second quarter of 2008 to discontinue Triton in the Engineered Products segment.

Dover will host a webcast of its second quarter 2008 conference call at 8:00 A.M. Eastern Time on Wednesday, July 23, 2008. The webcast can be accessed at the Dover Corporation website at www.dovercorporation.com. The conference call will also be made available for replay on the website and additional information on Dover’s second quarter 2008 results and its operating companies can also be found on the Company website.

Dover Corporation, with over $7 billion in annual revenues, is a global portfolio of manufacturing companies providing innovative components and equipment, specialty systems and support services for a variety of applications in the industrial products, engineered systems, fluid management and electronic technologies markets. For more information, please visit www.dovercorporation.com.

Dover Corporation makes information available to the public, orally and in writing, which may use words like “anticipates,” “expects,” “believes,” “indicates,” “suggests,” “will,” “plans” and “should,” which are “forward-looking statements” under the Private Securities Litigation Reform Act of 1995. This press release contains forward-looking statements concerning future events and the performance of Dover Corporation that involve inherent risks and uncertainties that could cause actual results to differ materially from current expectations, including, but not limited to, failure to achieve expected synergies, the impact of continued events in the Middle East on the worldwide economy, economic conditions, including the sub-prime lending and credit issues, increases in the cost of raw materials, changes in customer demand, increased competition in the markets served by Dover Corporation’s operating companies, the impact of natural disasters, such as hurricanes, and their effect on global energy markets and other risks. Dover Corporation refers you to the documents that it files from time to time with the Securities and Exchange Commission, such as its reports on Form 10-K, Form 10-Q and Form 8-K, for a discussion of these and other risks and uncertainties that could cause its actual results to differ materially from its current expectations and from the forward-looking statements contained in this press release. Dover Corporation undertakes no obligation to update any forward-looking statement.

EXHIBIT 99.2

INVESTOR SUPPLEMENT — SECOND QUARTER 2008

DOVER CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited) (dollars in thousands, except per share data)

		Three Months Ended June 30								Six Months Ended June 30
		2008				2007				2008				2007
Revenue		$	2,010,978			$	1,824,143			$	3,876,464			$	3,568,576
Cost of goods and services			1,271,359				1,170,526				2,457,299				2,293,526
Gross profit			739,619				653,617				1,419,165				1,275,050
Selling and administrative expenses			446,531				391,508				890,306				798,742
Operating earnings			293,088				262,109				528,859				476,308
Interest expense, net			27,388				22,684				50,819				44,585
Other expense (income), net			1,186				(45	)			3,719				(423	)
Total interest/other expense, net			28,574				22,639				54,538				44,162
Earnings before provision for income taxes and discontinued operations			264,514				239,470				474,321				432,146
Provision for income taxes			77,604				64,799				139,480				119,655
Earnings from continuing operations			186,910				174,671				334,841				312,491
Loss from discontinued operations, net of tax			(51,634	)			(2,476	)			(52,387	)			(11,365	)
Net earnings		$	135,276			$	172,195			$	282,454			$	301,126
Basic earnings (loss) per common share:
Earnings from continuing operations		$	0.99			$	0.85			$	1.76			$	1.53
Loss from discontinued operations			(0.27	)			(0.01	)			(0.27	)			(0.06	)
Net earnings			0.72				0.84				1.48				1.47
Weighted average shares outstanding			189,094				204,431				190,760				204,446
Diluted earnings (loss) per common share:
Earnings from continuing operations		$	0.98			$	0.85			$	1.74				1.52
Loss from discontinued operations			(0.27	)			(0.01	)			(0.27	)			(0.06	)
Net earnings			0.71				0.84				1.47				1.46
Weighted average shares outstanding			190,589				206,145				191,966				206,155
Dividends paid per common share		$	0.200			$	0.185			$	0.400			$	0.370

The following table is a reconciliation of the share amounts used in computing earnings per share:

		Three Months Ended June 30								Six Months Ended June 30
		2008				2007				2008				2007
Weighted average shares outstanding — Basic			189,094				204,431				190,760				204,446
Dilutive effect of assumed exercise of employee stock options			1,495				1,714				1,206				1,709
Weighted average shares outstanding — Diluted			190,589				206,145				191,966				206,155
Anti-dilutive shares excluded from diluted EPS computation			3,778				3,403				3,778				3,403

DOVER CORPORATION — INVESTOR SUPPLEMENT
SECOND QUARTER 2008

DOVER CORPORATION
QUARTERLY SEGMENT INFORMATION
(unaudited) (dollars in thousands)

		2007																								2008
										Q2																								Q2
		Q1				Q2				YTD				Q3				Q4				FY 2007				Q1				Q2				YTD
REVENUE
Industrial Products
Material Handling		$	293,466			$	299,588			$	593,054			$	276,236			$	275,963			$	1,145,253			$	287,208			$	306,988			$	594,196
Mobile Equipment			307,758				315,394				623,152				315,920				323,912				1,262,984				329,723				342,228				671,951
Eliminations			(219	)			(220	)			(439	)			(203	)			(335	)			(977	)			(157	)			(210	)			(367	)
			601,005				614,762				1,215,767				591,953				599,540				2,407,260				616,774				649,006				1,265,780
Engineered Systems
Product Identification			206,625				224,353				430,978				227,617				253,985				912,580				231,526				249,250				480,776
Engineered Products			260,002				284,457				544,459				311,337				283,682				1,139,478				267,696				289,479				557,175
			466,627				508,810				975,437				538,954				537,667				2,052,058				499,222				538,729				1,037,951
Fluid Management
Energy			189,367				188,690				378,057				197,759				199,208				775,024				213,003				236,461				449,464
Fluid Solutions			169,669				174,579				344,248				176,756				186,109				707,113				188,328				210,207				398,535
Eliminations			(40	)			(24	)			(64	)			(12	)			(53	)			(129	)			(32	)			(38	)			(70	)
			358,996				363,245				722,241				374,503				385,264				1,482,008				401,299				446,630				847,929
Electronic Technologies			321,173				340,717				661,890				363,002				365,211				1,390,103				351,757				379,958				731,715
Intra-segment eliminations			(3,368	)			(3,391	)			(6,759	)			(3,306	)			(4,094	)			(14,159	)			(3,566	)			(3,345	)			(6,911	)
Total consolidated revenue		$	1,744,433			$	1,824,143			$	3,568,576			$	1,865,106			$	1,883,588			$	7,317,270			$	1,865,486			$	2,010,978			$	3,876,464
NET EARNINGS
Segment Earnings:
Industrial Products		$	74,521			$	88,796			$	163,317			$	77,418			$	71,751			$	312,486			$	78,838			$	87,925			$	166,763
Engineered Systems			51,657				77,828				129,485				84,223				78,019				291,727				62,996				80,045				143,041
Fluid Management			73,842				73,283				147,125				79,184				78,267				304,576				85,139				97,878				183,017
Electronic Technologies			36,949				45,354				82,303				50,801				47,233				180,337				36,234				51,029				87,263
Total Segments			236,969				285,261				522,230				291,626				275,270				1,089,126				263,207				316,877				580,084
Corporate expense / other			(22,392	)			(23,107	)			(45,499	)			(21,092	)			(20,578	)			(87,169	)			(29,969	)			(24,975	)			(54,944	)
Net interest expense			(21,901	)			(22,684	)			(44,585	)			(22,469	)			(22,536	)			(89,590	)			(23,431	)			(27,388	)			(50,819	)
Earnings from continuing operations before provision for income taxes			192,676				239,470				432,146				248,065				232,156				912,367				209,807				264,514				474,321
Provision for income taxes			54,856				64,799				119,655				65,938				57,024				242,617				61,876				77,604				139,480
Earnings from continuing operations			137,820				174,671				312,491				182,127				175,132				669,750				147,931				186,910				334,841
Earnings (loss) from discontinued operations, net			(8,889	)			(2,476	)			(11,365	)			(7,536	)			10,232				(8,669	)			(753	)			(51,634	)			(52,387	)
Net earnings		$	128,931			$	172,195			$	301,126			$	174,591			$	185,364			$	661,081			$	147,178			$	135,276			$	282,454
SEGMENT OPERATING MARGIN
Industrial Products			12.4	%			14.4	%			13.4	%			13.1	%			12.0	%			13.0	%			12.8	%			13.5	%			13.2	%
Engineered Systems			11.1	%			15.3	%			13.3	%			15.6	%			14.5	%			14.2	%			12.6	%			14.9	%			13.8	%
Fluid Management			20.6	%			20.2	%			20.4	%			21.1	%			20.3	%			20.6	%			21.2	%			21.9	%			21.6	%
Electronic Technologies			11.5	%			13.3	%			12.4	%			14.0	%			12.9	%			13.0	%			10.3	%			13.4	%			11.9	%
Total Segment			13.6	%			15.6	%			14.6	%			15.6	%			14.6	%			14.9	%			14.1	%			15.8	%			15.0	%

DOVER CORPORATION — INVESTOR SUPPLEMENT
SECOND QUARTER 2008

DOVER CORPORATION
QUARTERLY SEGMENT INFORMATION (continued)
(unaudited) (dollars in thousands)

		2007																								2008
										Q2																								Q2
		Q1				Q2				YTD				Q3				Q4				FY 2007				Q1				Q2				YTD
BOOKINGS
Industrial Products
Material Handling		$	304,050			$	286,875			$	590,925			$	272,405			$	278,625			$	1,141,955			$	296,278			$	313,199			$	609,477
Mobile Equipment			374,845				353,122				727,967				298,016				338,357				1,364,340				360,324				318,059				678,383
Eliminations			(438	)			(445	)			(883	)			(324	)			(349	)			(1,556	)			(296	)			(385	)			(681	)
			678,457				639,552				1,318,009				570,097				616,633				2,504,739				656,306				630,873				1,287,179
Engineered Systems
Product Identification			215,596				219,111				434,707				231,166				253,343				919,216				239,547				250,538				490,085
Engineered Products			299,270				317,006				616,276				272,229				228,133				1,116,638				284,257				279,673				563,930
			514,866				536,117				1,050,983				503,395				481,476				2,035,854				523,804				530,211				1,054,015
Fluid Management
Energy			200,010				187,502				387,512				194,733				202,820				785,065				233,662				252,535				486,197
Fluid Solutions			171,944				180,964				352,908				177,021				186,715				716,644				197,289				217,466				414,755
Eliminations			(15	)			(16	)			(31	)			(12	)			(67	)			(110	)			(24	)			(32	)			(56	)
			371,939				368,450				740,389				371,742				389,468				1,501,599				430,927				469,969				900,896
Electronic Technologies			311,840				354,858				666,698				381,804				330,049				1,378,551				360,337				384,790				745,127
Intra-segment eliminations			(3,019	)			(4,330	)			(7,349	)			(4,453	)			(2,837	)			(14,639	)			(2,992	)			(3,490	)			(6,482	)
Total consolidated bookings		$	1,874,083			$	1,894,647			$	3,768,730			$	1,822,585			$	1,814,789			$	7,406,104			$	1,968,382			$	2,012,353			$	3,980,735
BACKLOG
Industrial Products
Material Handling		$	252,474			$	240,977							$	237,468			$	213,653							$	228,082			$	235,284
Mobile Equipment			501,591				541,683								529,423				543,776								575,070				549,430
Eliminations			(207	)			(236	)							(275	)			(195	)							(171	)			(186	)
			753,858				782,424								766,616				757,234								802,981				784,528
Engineered Systems
Product Identification			66,875				62,216								68,682				68,938								79,956				82,196
Engineered Products			281,120				321,530								282,728				227,523								244,981				235,513
			347,995				383,746								351,410				296,461								324,937				317,709
Fluid Management
Energy			88,392				89,044								87,105				88,245								106,540				119,033
Fluid Solutions			65,683				72,028								73,007				73,713								85,130				91,870
Eliminations			(8	)			—								—				(14	)							(6	)			—
			154,067				161,072								160,112				161,944								191,664				210,903
Electronic Technologies			229,010				243,996								266,474				232,704								246,711				251,403
Intra-segment eliminations			(1,193	)			(2,110	)							(3,224	)			(1,913	)							(2,038	)			(1,424	)
Total consolidated backlog		$	1,483,737			$	1,569,128							$	1,541,388			$	1,446,430							$	1,564,255			$	1,563,119
ACQUISITION RELATED DEPRECIATION AND AMORTIZATION EXPENSE *
Industrial Products		$	6,741			$	6,697			$	13,438			$	7,213			$	7,179			$	27,830			$	9,215			$	8,070			$	17,285
Engineered Systems			11,607				5,459				17,066				5,755				6,441				29,262				6,109				6,116				12,225
Fluid Management			3,800				3,812				7,612				3,796				4,161				15,569				3,914				5,607				9,521
Electronic Technologies			8,756				10,319				19,075				9,957				9,264				38,296				8,902				9,416				18,318
		$	30,904			$	26,287			$	57,191			$	26,721			$	27,045			$	110,957			$	28,140			$	29,209			$	57,349

DOVER CORPORATION — INVESTOR SUPPLEMENT
SECOND QUARTER 2008

DOVER CORPORATION
QUARTERLY EARNINGS PER SHARE
(unaudited)

		2007																								2008
		Q1				Q2				YTD				Q3				Q4				FY 2007				Q1				Q2				YTD
Basic earnings (loss) per common share:
Continuing operations		$	0.67			$	0.85			$	1.53			$	0.91			$	0.89			$	3.33			$	0.77			$	0.99			$	1.76
Discontinued operations			(0.04	)			(0.01	)			(0.06	)			(0.04	)			0.05				(0.04	)			(0.00	)			(0.27	)			(0.27	)
Net earnings			0.63				0.84				1.47				0.87				0.95				3.28				0.76				0.72				1.48
Diluted earnings (loss) per common share:
Continuing operations		$	0.67			$	0.85			$	1.52			$	0.90			$	0.89			$	3.30			$	0.77			$	0.98			$	1.74
Discontinued operations			(0.04	)			(0.01	)			(0.06	)			(0.04	)			0.05				(0.04	)			(0.00	)			(0.27	)			(0.27	)
Net earnings			0.63				0.84				1.46				0.86				0.94				3.26				0.76				0.71				1.47