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 22, 2011
________________________________
DOVER CORPORATION
(Exact Name of Registrant as Specified in Charter)
________________________________
|
Delaware
(State or other Jurisdiction
of Incorporation)
|
1-4018
(Commission File Number)
|
53-0257888
(I.R.S. Employer
Identification No.)
|
|
3005 Highland Parkway, Suite 200
Downers Grove, Illinois 60515
(Address of Principal Executive Offices)
|
(630) 541-1540
(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 22, 2011, Dover Corporation (i) issued the press release attached hereto as Exhibit 99.1 announcing its results of operations for the quarter ended June 30, 2011; 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, 2011 and the presentation slides attached hereto as Exhibit 99.3 for the quarter ended June 30, 2011.
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 22, 2011.
99.2 Investor Supplement Posted on Dover Corporation’s Website at http://www.dovercorporation.com.
99.3 Presentation Slides Posted on Dover Corporation’s Website at http://www.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.
| Date: July 22, 2011 | DOVER CORPORATION | ||
| (Registrant) | |||
|
By:
|
/s/ Joseph W. Schmidt | ||
| Joseph W. Schmidt | |||
| Senior Vice President, General Counsel & Secretary | |||
EXHIBIT INDEX
|
Number
|
Exhibit
|
|
|
99.1
|
Press Release of Dover Corporation, dated July 22, 2011
|
|
|
99.2
|
Investor Supplement Posted on Dover Corporation’s Website at http://www.dovercorporation.com
|
|
|
99.3
|
Presentation Slides Posted on Dover Corporation’s Website at http://www.dovercorporation.com
|
Exhibit 99.1
|
CONTACT:
|
READ IT ON THE WEB
|
|
Paul Goldberg
|
www.dovercorporation.com
|
|
Treasurer & Director of Investor Relations
|
|
| (212) 922-1640 |
DOVER CORPORATION REPORTS SECOND QUARTER 2011 RESULTS
| ● | Reports revenue of $2.2 billion, an increase of 21% over the prior year |
| ● | Delivers quarterly diluted earnings per share from continuing operations of $1.31, up 44% from prior year |
| ● | Achieves adjusted quarterly diluted earnings per share of $1.19, excluding tax benefits of $0.12, up 31% from prior year |
| ● | Raises guidance for full year organic revenue growth to 12% -14%, and diluted earnings per share from continuing operations to $4.50 - $4.60 |
Downers Grove, Illinois, July 22, 2011 — Dover Corporation (NYSE: DOV) announced today that for the second quarter ended June 30, 2011, revenue was $2.2 billion, an increase of 21% over the prior-year period. The revenue increase was driven by organic revenue growth of 14%, a 4% increase from acquisitions and a 3% favorable impact from foreign exchange. Earnings from continuing operations were $249.1 million or $1.31 diluted earnings per share (“EPS”), compared to $171.9 million or $0.91 EPS from continuing operations in the prior-year period, representing increases of 45% and 44%, respectively. Excluding the impact of tax benefits of $0.12 recognized in the quarter, adjusted diluted EPS from continuing operations was $1.19, an increase of 31% over the prior year. The tax benefits of $0.12 were principally related to the favorable resolution of domestic tax positions.
Revenue for the six months ended June 30, 2011 was $4.1 billion, an increase of 22% over the prior year period, reflecting organic growth of 16%, a 4% increase from acquisitions, and a 2% favorable impact from foreign exchange. Earnings from continuing operations for the six months ended June 30, 2011 were $432.4 million or $2.28 EPS, compared to $293.4 million or $1.55 EPS in the prior-year period, representing increases in both measures of 47%. Excluding the impact of tax benefits recognized in the first and second quarters of 2011 of $0.04 and $0.12 EPS, respectively, adjusted diluted EPS from continuing operations for the six months ended June 30, 2011 was $2.12, an increase of 37% over the prior year period.
Commenting on the second quarter results, Dover’s President and Chief Executive Officer, Robert A. Livingston, said, “I was pleased with Dover’s second quarter performance, as quarterly revenue, earnings, margin, bookings and backlog all increased over the prior year. Revenue growth of 21% was largely driven by strength in our energy markets and a continued recovery in selected infrastructure markets served by Industrial Products. Our segment margin of 17.4% was led by strong performances at Fluid Management and Electronic Technologies. We also continued to see solid order rates across most of Dover, resulting in a book-to-bill of 1.03. Lastly, we completed the previously announced acquisition of Sound Solutions, which will operate as Knowles Sound Solutions, in the beginning of July and everyone at Dover is excited to welcome them into our organization. Knowles Sound Solutions will add nearly $200 million to our second half revenue and will be slightly dilutive for 2011, inclusive of significant early period acquisition related expenses.
“Given our second quarter results and the addition of Knowles Sound Solutions, we now expect full-year 2011 revenue growth of 18% - 20%, representing organic revenue growth of 12% - 14% and 6% growth from acquisitions. As a result, we are raising our full-year guidance to reflect higher volume, the aforementioned tax benefit and a slightly lower effective tax rate, net of the impact of Knowles Sound Solutions (-$0.03 to -$0.05 EPS). We now expect full-year diluted EPS from continuing operations to be in the range of $4.50 - $4.60.”
Net earnings for the second quarter of 2011 were $249.8 million or $1.32 diluted EPS, including a gain from discontinued operations of $0.7 million, compared to net earnings of $169.9 million or $0.90 EPS for the same period of 2010, which included a loss from discontinued operations of $2.0 million or $0.01 EPS. Net earnings for the six months ended June 30, 2011 were $444.7 million or $2.34 EPS, including a gain from discontinued operations of $12.3 million or $0.06 EPS, compared to net earnings of $278.0 million or $1.47 EPS for the same period of 2010, which included a loss from discontinued operations of $15.4 million or $0.08 EPS.
Dover will host a webcast of its second quarter 2011 conference call at 10:30 A.M. Eastern Time (9:30 A.M. Central Time) on Friday, July 22, 2011. 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. Additional information on Dover’s second quarter 2011 results and its operating companies can also be found on the Company website.
Dover Corporation is a global manufacturer 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.
This press release contains “forward-looking” statements within the meaning of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. Such statements relate to, among other things, income, earnings, cash flows, changes in operations, operating improvements, industries in which Dover companies operate and the U.S. and global economies. Statements in this press release that are not historical may be indicated by words or phrases such as “anticipates,” “expects,” “believes,” “indicates,” “suggests,” “will,” “plans,” “supports,” “projects,” “should,” “would,” “could,” “hope,” “forecast” and “management is of the opinion,” use of future tense and similar words or phrases. Forward-looking statements are subject to inherent risks and uncertainties that could cause actual results to differ materially from current expectations, including, but not limited to, political events that could impact the worldwide economy; the impact of natural disasters and their effect on global supply chains and energy markets; increases in the cost of raw materials; current economic conditions and uncertainties in the credit and capital markets; the Company’s ability to achieve expected savings from integration, synergy and other cost-control initiatives; the ability to identify and successfully consummate value-adding acquisition opportunities; increased competition and pricing pressures in the markets served by Dover’s operating companies; the ability of Dover’s companies to expand into new geographic markets and to anticipate and meet customer demands for new products and product enhancements; changes in customer demand; the impact of loss of a single-source manufacturing facility; a downgrade in Dover’s credit ratings; international economic conditions including interest rate and currency exchange rate fluctuations; the relative mix of products and services which impacts margins and operating efficiencies; short-term capacity constraints; domestic and foreign governmental and public policy changes including environmental regulations and tax policies (including domestic and international export subsidy programs, R&E credits and other similar programs); unforeseen developments in contingencies such as litigation; protection and validity of patent and other intellectual property rights; the cyclical nature of some of Dover’s companies; domestic housing industry weakness; instability in countries where Dover conducts business; and possible future terrorist threats and their effect on the worldwide economy. 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 2011
DOVER CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS
(unaudited) (in thousands, except per share figures)
|
Three Months Ended June 30,
|
Six Months Ended June 30,
|
|||||||||||||||
|
2011
|
2010
|
2011
|
2010
|
|||||||||||||
|
Revenue
|
$ | 2,156,871 | $ | 1,786,696 | $ | 4,115,892 | $ | 3,369,966 | ||||||||
|
Cost of goods and services
|
1,341,014 | 1,097,998 | 2,551,210 | 2,069,111 | ||||||||||||
|
Gross profit
|
815,857 | 688,698 | 1,564,682 | 1,300,855 | ||||||||||||
|
Selling and administrative expenses
|
474,130 | 423,809 | 952,649 | 832,978 | ||||||||||||
|
Operating earnings
|
341,727 | 264,889 | 612,033 | 467,877 | ||||||||||||
|
Interest expense, net
|
28,134 | 26,942 | 56,420 | 54,111 | ||||||||||||
|
Other expense (income), net
|
1,374 | (4,708 | ) | 2,594 | (5,949 | ) | ||||||||||
|
Earnings before provision for income taxes and discontinued operations
|
312,219 | 242,655 | 553,019 | 419,715 | ||||||||||||
|
Provision for income taxes
|
63,125 | 70,762 | 120,619 | 126,337 | ||||||||||||
|
Earnings from continuing operations
|
249,094 | 171,893 | 432,400 | 293,378 | ||||||||||||
|
Earnings (loss) from discontinued operations, net
|
675 | (2,023 | ) | 12,274 | (15,381 | ) | ||||||||||
|
Net earnings
|
$ | 249,769 | $ | 169,870 | $ | 444,674 | $ | 277,997 | ||||||||
|
Basic earnings (loss) per common share:
|
||||||||||||||||
|
Earnings from continuing operations
|
$ | 1.34 | $ | 0.92 | $ | 2.32 | $ | 1.57 | ||||||||
|
Gain (loss) from discontinued operations, net
|
- | (0.01 | ) | 0.07 | (0.08 | ) | ||||||||||
|
Net earnings
|
1.34 | 0.91 | 2.38 | 1.49 | ||||||||||||
|
Weighted average shares outstanding
|
186,443 | 186,823 | 186,522 | 186,998 | ||||||||||||
|
Diluted earnings (loss) per common share:
|
||||||||||||||||
|
Earnings from continuing operations
|
$ | 1.31 | $ | 0.91 | $ | 2.28 | $ | 1.55 | ||||||||
|
Gain (loss) from discontinued operations, net
|
- | (0.01 | ) | 0.06 | (0.08 | ) | ||||||||||
|
Net earnings
|
1.32 | 0.90 | 2.34 | 1.47 | ||||||||||||
|
Weighted average shares outstanding
|
189,705 | 188,720 | 189,905 | 188,948 | ||||||||||||
|
Dividends paid per common share
|
$ | 0.275 | $ | 0.26 | $ | 0.55 | $ | 0.52 | ||||||||
|
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,
|
|||||||||||||||
| 2011 | 2010 | 2011 | 2010 | |||||||||||||
|
Weighted average shares outstanding - Basic
|
186,443 | 186,823 | 186,522 | 186,998 | ||||||||||||
|
Dilutive effect of assumed exercise of employee stock options, SARs and Performance Shares
|
3,262 | 1,897 | 3,383 | 1,950 | ||||||||||||
|
Weighted average shares outstanding - Diluted
|
189,705 | 188,720 | 189,905 | 188,948 | ||||||||||||
|
Anti-dilutive options/SARs excluded from diluted EPS computation
|
1,513 | 3,790 | 1,184 | 1,501 | ||||||||||||
DOVER CORPORATION - INVESTOR SUPPLEMENT
SECOND QUARTER 2011
DOVER CORPORATION
QUARTERLY SEGMENT INFORMATION
(unaudited) (in thousands)
|
2010
|
2011
|
|||||||||||||||||||||||||||||||||||
| Q1 | Q2 |
Q2 YTD
|
Q3 | Q4 |
FY 2010
|
Q1 | Q2 |
Q2 YTD
|
||||||||||||||||||||||||||||
|
REVENUE
|
||||||||||||||||||||||||||||||||||||
|
Industrial Products
|
||||||||||||||||||||||||||||||||||||
|
Material Handling
|
$ | 189,052 | $ | 214,295 | $ | 403,347 | $ | 220,997 | $ | 229,987 | $ | 854,331 | $ | 252,766 | $ | 276,828 | $ | 529,594 | ||||||||||||||||||
|
Mobile Equipment
|
240,139 | 248,523 | 488,662 | 250,664 | 255,833 | 995,159 | 266,675 | 290,668 | 557,343 | |||||||||||||||||||||||||||
|
Eliminations
|
(393 | ) | (432 | ) | (825 | ) | (453 | ) | (401 | ) | (1,679 | ) | (679 | ) | (721 | ) | (1,400 | ) | ||||||||||||||||||
| 428,798 | 462,386 | 891,184 | 471,208 | 485,419 | 1,847,811 | 518,762 | 566,775 | 1,085,537 | ||||||||||||||||||||||||||||
|
Engineered Systems
|
||||||||||||||||||||||||||||||||||||
|
Product Identification
|
212,500 | 219,551 | 432,051 | 221,677 | 236,743 | 890,471 | 226,330 | 239,035 | 465,365 | |||||||||||||||||||||||||||
|
Engineered Products
|
271,773 | 357,570 | 629,343 | 398,685 | 311,176 | 1,339,204 | 334,315 | 406,620 | 740,935 | |||||||||||||||||||||||||||
| 484,273 | 577,121 | 1,061,394 | 620,362 | 547,919 | 2,229,675 | 560,645 | 645,655 | 1,206,300 | ||||||||||||||||||||||||||||
|
Fluid Management
|
||||||||||||||||||||||||||||||||||||
|
Energy
|
205,327 | 216,020 | 421,347 | 220,001 | 244,234 | 885,582 | 303,540 | 321,076 | 624,616 | |||||||||||||||||||||||||||
|
Fluid Solutions
|
175,505 | 187,759 | 363,264 | 196,554 | 194,832 | 754,650 | 205,563 | 213,599 | 419,162 | |||||||||||||||||||||||||||
|
Eliminations
|
(32 | ) | (105 | ) | (137 | ) | (127 | ) | (178 | ) | (442 | ) | (163 | ) | (137 | ) | (300 | ) | ||||||||||||||||||
| 380,800 | 403,674 | 784,474 | 416,428 | 438,888 | 1,639,790 | 508,940 | 534,538 | 1,043,478 | ||||||||||||||||||||||||||||
|
Electronic Technologies
|
290,989 | 345,607 | 636,596 | 381,386 | 405,682 | 1,423,664 | 373,330 | 412,630 | 785,960 | |||||||||||||||||||||||||||
|
Intra-segment eliminations
|
(1,590 | ) | (2,092 | ) | (3,682 | ) | (2,243 | ) | (2,367 | ) | (8,292 | ) | (2,656 | ) | (2,727 | ) | (5,383 | ) | ||||||||||||||||||
|
Total consolidated revenue
|
$ | 1,583,270 | $ | 1,786,696 | $ | 3,369,966 | $ | 1,887,141 | $ | 1,875,541 | $ | 7,132,648 | $ | 1,959,021 | $ | 2,156,871 | $ | 4,115,892 | ||||||||||||||||||
|
NET EARNINGS
|
||||||||||||||||||||||||||||||||||||
|
Segment Earnings:
|
||||||||||||||||||||||||||||||||||||
|
Industrial Products
|
$ | 51,039 | $ | 61,635 | $ | 112,674 | $ | 59,473 | $ | 54,238 | $ | 226,385 | $ | 64,413 | $ | 73,316 | $ | 137,729 | ||||||||||||||||||
|
Engineered Systems
|
54,843 | 84,655 | 139,498 | 91,442 | 70,966 | 301,906 | 67,313 | 94,116 | 161,429 | |||||||||||||||||||||||||||
|
Fluid Management
|
86,767 | 96,168 | 182,935 | 101,847 | 103,638 | 388,420 | 113,685 | 131,382 | 245,067 | |||||||||||||||||||||||||||
|
Electronic Technologies
|
44,905 | 59,582 | 104,487 | 69,617 | 76,324 | 250,428 | 59,775 | 76,917 | 136,692 | |||||||||||||||||||||||||||
|
Total Segments
|
237,554 | 302,040 | 539,594 | 322,379 | 305,166 | 1,167,139 | 305,186 | 375,731 | 680,917 | |||||||||||||||||||||||||||
|
Corporate expense / other
|
33,325 | 32,443 | 65,768 | 34,553 | 35,393 | 135,714 | 36,100 | 35,378 | 71,478 | |||||||||||||||||||||||||||
|
Net interest expense
|
27,169 | 26,942 | 54,111 | 26,335 | 25,895 | 106,341 | 28,286 | 28,134 | 56,420 | |||||||||||||||||||||||||||
|
Earnings from continuing operations before provision for income taxes
|
177,060 | 242,655 | 419,715 | 261,491 | 243,878 | 925,084 | 240,800 | 312,219 | 553,019 | |||||||||||||||||||||||||||
|
Provision for income taxes
|
55,575 | 70,762 | 126,337 | 38,732 | 52,107 | 217,176 | 57,494 | 63,125 | 120,619 | |||||||||||||||||||||||||||
|
Earnings from continuing operations
|
121,485 | 171,893 | 293,378 | 222,759 | 191,771 | 707,908 | 183,306 | 249,094 | 432,400 | |||||||||||||||||||||||||||
|
Earnings (loss) from discontinued operations, net
|
(13,358 | ) | (2,023 | ) | (15,381 | ) | 1,000 | 6,577 | (7,804 | ) | 11,599 | 675 | 12,274 | |||||||||||||||||||||||
|
Net earnings
|
$ | 108,127 | $ | 169,870 | $ | 277,997 | $ | 223,759 | $ | 198,348 | $ | 700,104 | $ | 194,905 | $ | 249,769 | $ | 444,674 | ||||||||||||||||||
|
SEGMENT OPERATING MARGIN
|
||||||||||||||||||||||||||||||||||||
|
Industrial Products
|
11.9 | % | 13.3 | % | 12.6 | % | 12.6 | % | 11.2 | % | 12.3 | % | 12.4 | % | 12.9 | % | 12.7 | % | ||||||||||||||||||
|
Engineered Systems
|
11.3 | % | 14.7 | % | 13.1 | % | 14.7 | % | 13.0 | % | 13.5 | % | 12.0 | % | 14.6 | % | 13.4 | % | ||||||||||||||||||
|
Fluid Management
|
22.8 | % | 23.8 | % | 23.3 | % | 24.5 | % | 23.6 | % | 23.7 | % | 22.3 | % | 24.6 | % | 23.5 | % | ||||||||||||||||||
|
Electronic Technologies
|
15.4 | % | 17.2 | % | 16.4 | % | 18.3 | % | 18.8 | % | 17.6 | % | 16.0 | % | 18.6 | % | 17.4 | % | ||||||||||||||||||
|
Total Segment
|
15.0 | % | 16.9 | % | 16.0 | % | 17.1 | % | 16.3 | % | 16.4 | % | 15.6 | % | 17.4 | % | 16.5 | % | ||||||||||||||||||
DOVER CORPORATION - INVESTOR SUPPLEMENT
SECOND QUARTER 2011
DOVER CORPORATION
QUARTERLY SEGMENT INFORMATION
(unaudited) (in thousands)
|
2010
|
2011
|
|||||||||||||||||||||||||||||||||||
| Q1 | Q2 |
Q2 YTD
|
Q3 | Q4 |
FY 2010
|
Q1 | Q2 |
Q2 YTD
|
||||||||||||||||||||||||||||
|
BOOKINGS
|
||||||||||||||||||||||||||||||||||||
|
Industrial Products
|
||||||||||||||||||||||||||||||||||||
|
Material Handling
|
$ | 204,098 | $ | 223,787 | $ | 427,885 | $ | 222,961 | $ | 248,948 | $ | 899,794 | $ | 288,714 | $ | 293,000 | $ | 581,714 | ||||||||||||||||||
|
Mobile Equipment
|
231,128 | 288,887 | 520,015 | 233,731 | 279,368 | 1,033,114 | 337,273 | 336,212 | 673,485 | |||||||||||||||||||||||||||
|
Eliminations
|
(407 | ) | (303 | ) | (710 | ) | (444 | ) | (976 | ) | (2,130 | ) | (499 | ) | (734 | ) | (1,233 | ) | ||||||||||||||||||
| 434,819 | 512,371 | 947,190 | 456,248 | 527,340 | 1,930,778 | 625,488 | 628,478 | 1,253,966 | ||||||||||||||||||||||||||||
|
Engineered Systems
|
||||||||||||||||||||||||||||||||||||
|
Product Identification
|
220,410 | 223,203 | 443,613 | 218,213 | 241,048 | 902,874 | 232,934 | 239,234 | 472,168 | |||||||||||||||||||||||||||
|
Engineered Products
|
368,134 | 379,048 | 747,182 | 329,119 | 332,142 | 1,408,443 | 399,757 | 400,604 | 800,361 | |||||||||||||||||||||||||||
| 588,544 | 602,251 | 1,190,795 | 547,332 | 573,190 | 2,311,317 | 632,691 | 639,838 | 1,272,529 | ||||||||||||||||||||||||||||
|
Fluid Management
|
||||||||||||||||||||||||||||||||||||
|
Energy
|
208,669 | 226,301 | 434,970 | 213,247 | 247,143 | 895,360 | 354,774 | 335,748 | 690,522 | |||||||||||||||||||||||||||
|
Fluid Solutions
|
179,037 | 192,035 | 371,072 | 195,865 | 191,065 | 758,002 | 217,787 | 218,868 | 436,655 | |||||||||||||||||||||||||||
|
Eliminations
|
(85 | ) | (51 | ) | (136 | ) | (144 | ) | (895 | ) | (1,175 | ) | (309 | ) | 51 | (258 | ) | |||||||||||||||||||
| 387,621 | 418,285 | 805,906 | 408,968 | 437,313 | 1,652,187 | 572,252 | 554,667 | 1,126,919 | ||||||||||||||||||||||||||||
|
Electronic Technologies
|
358,477 | 394,441 | 752,918 | 402,332 | 389,704 | 1,544,954 | 420,261 | 393,860 | 814,121 | |||||||||||||||||||||||||||
|
Intra-segment eliminations
|
(1,616 | ) | (2,244 | ) | (3,860 | ) | (2,278 | ) | (2,644 | ) | (8,782 | ) | (2,617 | ) | (3,315 | ) | (5,932 | ) | ||||||||||||||||||
|
Total consolidated bookings
|
$ | 1,767,845 | $ | 1,925,104 | $ | 3,692,949 | $ | 1,812,602 | $ | 1,924,903 | $ | 7,430,454 | $ | 2,248,075 | $ | 2,213,528 | $ | 4,461,603 | ||||||||||||||||||
|
BACKLOG
|
||||||||||||||||||||||||||||||||||||
|
Industrial Products
|
||||||||||||||||||||||||||||||||||||
|
Material Handling
|
$ | 131,521 | $ | 140,452 | $ | 142,959 | $ | 165,505 | $ | 201,925 | $ | 217,518 | ||||||||||||||||||||||||
|
Mobile Equipment
|
319,801 | 359,727 | 344,160 | 368,140 | 439,693 | 485,276 | ||||||||||||||||||||||||||||||
|
Eliminations
|
(386 | ) | (257 | ) | (248 | ) | (822 | ) | (642 | ) | (654 | ) | ||||||||||||||||||||||||
| 450,936 | 499,922 | 486,871 | 532,823 | 640,976 | 702,140 | |||||||||||||||||||||||||||||||
|
Engineered Systems
|
||||||||||||||||||||||||||||||||||||
|
Product Identification
|
78,976 | 80,550 | 80,986 | 86,315 | 96,090 | 97,236 | ||||||||||||||||||||||||||||||
|
Engineered Products
|
314,465 | 334,971 | 267,545 | 288,969 | 352,067 | 346,335 | ||||||||||||||||||||||||||||||
| 393,441 | 415,521 | 348,531 | 375,284 | 448,157 | 443,571 | |||||||||||||||||||||||||||||||
|
Fluid Management
|
||||||||||||||||||||||||||||||||||||
|
Energy
|
76,844 | 84,800 | 84,659 | 94,113 | 163,475 | 177,129 | ||||||||||||||||||||||||||||||
|
Fluid Solutions
|
63,535 | 65,639 | 69,130 | 65,525 | 77,553 | 81,436 | ||||||||||||||||||||||||||||||
|
Eliminations
|
(55 | ) | (1 | ) | (17 | ) | (33 | ) | (180 | ) | - | |||||||||||||||||||||||||
| 140,324 | 150,438 | 153,772 | 159,605 | 240,848 | 258,565 | |||||||||||||||||||||||||||||||
|
Electronic Technologies
|
271,340 | 318,450 | 357,800 | 342,578 | 392,823 | 374,139 | ||||||||||||||||||||||||||||||
|
Intra-segment eliminations
|
(362 | ) | (570 | ) | (490 | ) | (748 | ) | (711 | ) | (1,243 | ) | ||||||||||||||||||||||||
|
Total consolidated backlog
|
$ | 1,255,679 | $ | 1,383,761 | $ | 1,346,484 | $ | 1,409,542 | $ | 1,722,093 | $ | 1,777,172 | ||||||||||||||||||||||||
|
DEPRECIATION AND AMORTIZATION EXPENSE
|
||||||||||||||||||||||||||||||||||||
|
Industrial Products
|
$ | 17,370 | $ | 17,118 | $ | 34,488 | $ | 16,929 | $ | 17,045 | $ | 68,462 | $ | 16,401 | $ | 16,589 | $ | 32,990 | ||||||||||||||||||
|
Engineered Systems
|
15,750 | 15,273 | 31,023 | 15,626 | 15,699 | 62,348 | 15,826 | 16,350 | 32,176 | |||||||||||||||||||||||||||
|
Fluid Management
|
14,763 | 15,523 | 30,286 | 15,109 | 15,868 | 61,263 | 21,597 | 21,775 | 43,372 | |||||||||||||||||||||||||||
|
Electronic Technologies
|
17,688 | 17,823 | 35,511 | 18,811 | 19,974 | 74,296 | 19,279 | 19,178 | 38,457 | |||||||||||||||||||||||||||
|
Corporate
|
369 | 336 | 705 | 658 | 674 | 2,037 | 584 | 626 | 1,210 | |||||||||||||||||||||||||||
| $ | 65,940 | $ | 66,073 | $ | 132,013 | $ | 67,133 | $ | 69,260 | $ | 268,406 | $ | 73,687 | $ | 74,518 | $ | 148,205 | |||||||||||||||||||
DOVER CORPORATION - INVESTOR SUPPLEMENT
SECOND QUARTER 2011
DOVER CORPORATION
QUARTERLY EARNINGS PER SHARE
(unaudited)
|
2010
|
2011
|
|||||||||||||||||||||||||||||||||||
| Q1 | Q2 |
Q2 YTD
|
Q3 | Q4 |
FY 2010
|
Q1 | Q2 |
Q2 YTD
|
||||||||||||||||||||||||||||
|
Basic earnings (loss) per common share:
|
||||||||||||||||||||||||||||||||||||
|
Continuing operations
|
$ | 0.65 | $ | 0.92 | $ | 1.57 | $ | 1.19 | $ | 1.03 | $ | 3.79 | $ | 0.98 | $ | 1.34 | $ | 2.32 | ||||||||||||||||||
|
Discontinued operations
|
(0.07 | ) | (0.01 | ) | (0.08 | ) | 0.01 | 0.04 | (0.04 | ) | 0.06 | - | 0.07 | |||||||||||||||||||||||
|
Net earnings
|
0.58 | 0.91 | 1.49 | 1.20 | 1.06 | 3.75 | 1.04 | 1.34 | 2.38 | |||||||||||||||||||||||||||
|
Diluted earnings (loss) per common share:
|
||||||||||||||||||||||||||||||||||||
|
Continuing operations
|
$ | 0.65 | $ | 0.91 | $ | 1.55 | $ | 1.18 | $ | 1.01 | $ | 3.74 | $ | 0.96 | $ | 1.31 | $ | 2.28 | ||||||||||||||||||
|
Discontinued operations
|
(0.07 | ) | (0.01 | ) | (0.08 | ) | 0.01 | 0.03 | (0.04 | ) | 0.06 | - | 0.06 | |||||||||||||||||||||||
|
Net earnings
|
0.58 | 0.90 | 1.47 | 1.19 | 1.04 | 3.70 | 1.03 | 1.32 | 2.34 | |||||||||||||||||||||||||||
|
NOTE:
|
||||||||||
|
Diluted earnings per share in the first and second quarters of 2011 and third and fourth quarters of 2010 were favorably impacted by discrete tax events. The third quarter of 2010 was additionally impacted by the favorable resolution of a tax position in a foreign jurisdiction. As a result, the Company's effective tax rates in the first and second quarters of 2011 and the third and fourth quarters of 2010 were 23.9%, 20.2%, 14.8% and 21.4%, respectively, which were lower than the Company's previously estimated tax rates of 27% to 29% for each of the respective periods. These lower effective tax rates contributed incremental diluted earnings per share of $0.04 and $0.12 in the first and second quarters of 2011 and $0.20 and $0.07 in the third and fourth quarters of 2010, respectively.
|
||||||||||
DOVER CORPORATION - INVESTOR SUPPLEMENT
SECOND QUARTER 2011
DOVER CORPORATION
QUARTERLY FREE CASH FLOW INFORMATION
(unaudited) (in thousands)
|
2010
|
2011
|
|||||||||||||||||||||||||||||||
| Q1 | Q2 | Q3 | Q4 |
FY 2010
|
Q1 | Q2 |
Q2 YTD
|
|||||||||||||||||||||||||
|
Cash From Operations
|
$ | 87,066 | $ | 231,199 | $ | 200,847 | $ | 431,439 | $ | 950,551 | $ | 132,609 | $ | 209,288 | $ | 341,897 | ||||||||||||||||
|
CAPEX
|
(39,336 | ) | (46,945 | ) | (43,556 | ) | (53,380 | ) | (183,217 | ) | (52,650 | ) | (73,770 | ) | (126,420 | ) | ||||||||||||||||
|
Free Cash Flow
|
$ | 47,730 | $ | 184,254 | $ | 157,291 | $ | 378,059 | $ | 767,334 | $ | 79,959 | $ | 135,518 | $ | 215,477 | ||||||||||||||||
|
Free Cash Flow to Earnings From Continuing Operations
|
39.3 | % | 107.2 | % | 70.6 | % | 197.1 | % | 108.4 | % | 43.6 | % | 54.4 | % | 49.8 | % | ||||||||||||||||
Exhibit 99.3
Dover Corporation
Second Quarter 2011
Conference Call
Second Quarter 2011
Conference Call
July 22, 2011
10:30 am ET
2
Forward Looking Statements
We want to remind everyone that our comments
may contain forward-looking statements that are
inherently subject to uncertainties. We caution
everyone to be guided in their analysis of Dover
Corporation by referring to our Form 10-K for a list
of factors that could cause our results to differ from
those anticipated in any such forward-looking
statements.
may contain forward-looking statements that are
inherently subject to uncertainties. We caution
everyone to be guided in their analysis of Dover
Corporation by referring to our Form 10-K for a list
of factors that could cause our results to differ from
those anticipated in any such forward-looking
statements.
We would also direct your attention to our internet
site, www.dovercorporation.com, where
considerably more information can be found.
site, www.dovercorporation.com, where
considerably more information can be found.
|
Revenue
|
$ 2.2B
|
↑ 21%
|
$ 4.1B
|
↑ 22%
|
|
EPS (cont.)
|
$1.31
|
↑ 44%
|
$2.28
|
↑ 47%
|
|
Bookings
|
$2.2B
|
↑ 15%
|
$4.5B
|
↑ 21%
|
|
Seg. Margins
|
17.4%
|
↑ 50 bps
|
16.5%
|
↑ 50 bps
|
|
Organic Rev.
|
|
↑ 14%
|
|
↑ 16%
|
|
Acq. Growth
|
|
↑ 4%
|
|
↑ 4%
|
|
FCF (a)
|
$136M
|
↓ 26%
|
$215M
|
↓ 7%
|
3
Dover’s Q2 2011 Performance
Continuing Earnings Per Share
2009
FY $3.74
• Strong results are broad-based, as all segments
achieved double-digit growth in revenue and
earnings
achieved double-digit growth in revenue and
earnings
•Solid organic revenue growth, with Fluid
Management, Industrial Products and Electronic
Technologies all over 15%
Management, Industrial Products and Electronic
Technologies all over 15%
•Segment operating margin of 17.4% is Dover’s
best ever
best ever
• Bookings strength is primarily driven by oil & gas
and global infrastructure resulting in a book-to-bill
of 1.03
and global infrastructure resulting in a book-to-bill
of 1.03
Q2
Q2/Q2
2010
FY $1.99
2011
* Includes discrete tax benefits of $0.15 EPS in
Q2 2009, $0.20 EPS in Q3 2010, $0.07 in Q4 2010, $0.04
in Q1 2011 and $0.12 in Q2 2011
Q2 2009, $0.20 EPS in Q3 2010, $0.07 in Q4 2010, $0.04
in Q1 2011 and $0.12 in Q2 2011
YTD $2.28
1H
1H/1H
Adjusted continuing earnings per share
Discrete tax benefits
(a) See Form 10-Q for free cash flow reconciliation
4
Revenue
|
Q2 2011
|
Industrial
Products |
Engineered
Systems |
Fluid
Management |
Electronic
Technologies |
Total
Dover
|
|
Organic
|
20%
|
8%
|
16%
|
17%
|
14%
|
|
Net Acquisitions
|
2%
|
-
|
14%
|
-
|
4%
|
|
Currency
|
1%
|
4%
|
2%
|
2%
|
3%
|
|
Total
|
23%
|
12%
|
32%
|
19%
|
21%
|
|
1H 2011
|
Industrial
Products |
Engineered
Systems |
Fluid
Management |
Electronic
Technologies |
Total
Dover
|
|
Organic
|
20%
|
11%
|
18%
|
21%
|
16%
|
|
Net Acquisitions
|
1%
|
-
|
14%
|
-
|
4%
|
|
Currency
|
1%
|
3%
|
1%
|
2%
|
2%
|
|
Total
|
22%
|
14%
|
33%
|
23%
|
22%
|
5
Sequential Results - Q1 11 / Q2 11
Material Handling
Fluid Solutions
Mobile Equipment
Energy
Product Identification
Engineered Products
↑ 9%
↑ 15%
Electronic Technologies
↑ 1%
↑ 1%
↓ 3%
↓ 6%
$ in millions
6
Industrial Products
•Revenue and bookings growth
was broad-based, led by strong
downstream energy activity and
solid infrastructure markets
was broad-based, led by strong
downstream energy activity and
solid infrastructure markets
•Margin impacted by product
mix, increased investment in
sales and marketing, and the
one-time gain on a property sale
in Q2 2010
mix, increased investment in
sales and marketing, and the
one-time gain on a property sale
in Q2 2010
•Book-to-bill at 1.11
•Backlog grew 40% to $702
million
million
$ in millions
|
|
Q2
2011
|
Q2
2010
|
%
Change
|
|
Revenue
|
$567
|
$462
|
+23%
|
|
Earnings
|
$ 73
|
$ 62
|
+19%
|
|
Margin
|
12.9%
|
13.3%
|
↓ 40 bps
|
|
Bookings
|
$628
|
$512
|
+23%
|
Quarterly Comments
|
|
1H
2011
|
1H
2010
|
%
Change
|
|
Revenue
|
$1,086
|
$891
|
+22%
|
|
Earnings
|
$ 138
|
$113
|
+22%
|
|
Margin
|
12.7%
|
12.6%
|
↑ 10 bps
|
|
Bookings
|
$1,254
|
$947
|
+32%
|
7
Engineered Systems
•All companies posted revenue
gains with retail refrigeration
having the largest positive impact
gains with retail refrigeration
having the largest positive impact
• Strong earnings leverage and
operating margin performance at
Engineered Products were offset
by new product launch related
costs at Product ID
operating margin performance at
Engineered Products were offset
by new product launch related
costs at Product ID
•Product ID’s results improve
sequentially within the quarter on
increased sales activities
sequentially within the quarter on
increased sales activities
•Bookings up 6%, led by strong
activity at SWEP, partially offset by
a moderating refrigeration case
market; book-to-bill is 0.99
activity at SWEP, partially offset by
a moderating refrigeration case
market; book-to-bill is 0.99
$ in millions
Quarterly Comments
|
|
Q2
2011
|
Q2
2010
|
%
Change
|
|
Revenue
|
$646
|
$577
|
+12%
|
|
Earnings
|
$ 94
|
$ 85
|
+11%
|
|
Margin
|
14.6%
|
14.7%
|
↓ 10 bps
|
|
Bookings
|
$640
|
$602
|
+6%
|
|
|
1H
2011
|
1H
2010
|
%
Change
|
|
Revenue
|
$1,206
|
$1,061
|
+14%
|
|
Earnings
|
$ 161
|
$ 139
|
+16%
|
|
Margin
|
13.4%
|
13.1%
|
↑ 30 bps
|
|
Bookings
|
$1,273
|
$1,191
|
+7%
|
8
Fluid Management
•Revenue growth was broad-
based, especially at our
businesses serving the oil & gas
markets
based, especially at our
businesses serving the oil & gas
markets
•Operating margin improvement
driven by volume; especially
strong revenue growth in Energy
driven by volume; especially
strong revenue growth in Energy
•Fluid Solutions continues to
perform at a high level with strong
activity in their petro-chemical and
energy markets
perform at a high level with strong
activity in their petro-chemical and
energy markets
•Book-to-bill of 1.04
$ in millions
Quarterly Comments
|
|
Q2
2011
|
Q2
2010
|
%
Change
|
|
Revenue
|
$535
|
$404
|
+32%
|
|
Earnings
|
$131
|
$ 96
|
+37%
|
|
Margin
|
24.6%
|
23.8%
|
↑ 80 bps
|
|
Bookings
|
$555
|
$418
|
+33%
|
|
|
1H
2011
|
1H
2010
|
%
Change
|
|
Revenue
|
$1,043
|
$784
|
+33%
|
|
Earnings
|
$ 245
|
$183
|
+34%
|
|
Margin
|
23.5%
|
23.3%
|
↑ 20 bps
|
|
Bookings
|
$1,127
|
$806
|
+40%
|
9
Electronic Technologies
•Revenue growth was driven by
strong solar equipment deliveries,
and continued strong demand for
MEMS microphones; telecom end
-markets were soft
strong solar equipment deliveries,
and continued strong demand for
MEMS microphones; telecom end
-markets were soft
•Operating margin increase was
driven by good leverage on higher
volume
driven by good leverage on higher
volume
•Sound Solutions acquisition
closed in early July and will
operate as Knowles Sound
Solutions
closed in early July and will
operate as Knowles Sound
Solutions
•Strong bookings gains at
Knowles were offset by weaker
electronic equipment orders,
especially solar equipment,
resulting in book-to-bill of 0.95
Knowles were offset by weaker
electronic equipment orders,
especially solar equipment,
resulting in book-to-bill of 0.95
$ in millions
Quarterly Comments
|
|
Q2
2011
|
Q2
2010
|
%
Change
|
|
Revenue
|
$413
|
$346
|
+19%
|
|
Earnings
|
$ 77
|
$ 60
|
+29%
|
|
Margin
|
18.6%
|
17.2%
|
↑ 140 bps
|
|
Bookings
|
$394
|
$394
|
Flat
|
|
|
1H
2011
|
1H
2010
|
%
Change
|
|
Revenue
|
$786
|
$637
|
+23%
|
|
Earnings
|
$137
|
$104
|
+31%
|
|
Margin
|
17.4%
|
16.4%
|
↑ 100 bps
|
|
Bookings
|
$814
|
$753
|
+8%
|
Q2 2011 Overview
|
|
Q2 2011
|
|
Net Interest Expense
|
$28.1 million, up $1 million from last year, due
to higher outstanding debt |
|
Corporate Expense
|
$35.3 million, up $3 million from last year, and
in-line with expectations |
|
Effective Tax Rate (ETR)
|
Q2 rate was 20.2%. Rate reflects $0.12 EPS
benefit on resolution of certain domestic tax matters. Adjusting for this benefit, the normalized rate would have been 27.4% |
10
11
FY 2011 Guidance - Update
• Revenue:
– Core revenue: ≈ 12.0% - 14.0%
– Acquisitions: ≈ 6.0%
– Total revenue: ≈ 18.0% - 20.0%
• Corporate expense: ≈ $135 million (unchanged)
• Interest expense: ≈ $116 million (unchanged)
• Full-Year Tax Rate: ≈ 27% - 27.5%*
• Capital expenditures: ≈ 2.8% - 3.0% of rev. (unchanged)
• Free cash flow for full year: ≈ 10% - 11% of rev. (unchanged)
* Excludes Q1 & Q2 discrete tax benefits of $0.16 EPS
(Sound Solutions = 3%)
• 2010 EPS - Continuing Ops $3.74
– Less 2010 tax benefits: ($0.27)
• 2010 Adjusted EPS - Continuing Ops $3.47
– Volume, mix, price (inc. FX): $0.67 - $0.76
– Net benefits of productivity: $0.26 - $0.30
– Acquisitions: $0.06 - $0.07
– Investment / Compensation: ($0.16 - $0.20)
– Corporate expense: -
– Interest: ($0.03)
– Tax (including discrete tax benefits(1) and lower rate): $0.23
• 2011 EPS - Continuing Ops $4.50 - $4.60
12
2011 EPS Guidance Bridge - Cont. Ops
(inc. Sound Solutions: -$0.03 to -$0.05)
(1) $0.04 in Q1 2011 and $0.12 in Q2 2011
2011 & 2012 Knowles Sound Solutions
13
|
|
2H 2011
|
FY 2012
|
|
Revenue
|
$190M - $200M
|
$400M - $410M
|
|
EPS
|
-$0.03 to -$0.05 (a)
|
+$0.18 to +$0.22
|
Q3 2011 EPS dilution is expected to be -$0.06 to -$0.08; Q4
2011 EPS accretion is expected to be $0.03
2011 EPS accretion is expected to be $0.03
(a)
Marginal tax rate for Knowles Sound Solutions is expected
to be ≈ 15% - 20%
to be ≈ 15% - 20%
Note: