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Dover Reports Fourth Quarter and Full Year 2002 Results
NEW YORK, Jan. 27 /PRNewswire-FirstCall/ -- Dover Corporation (NYSE: DOV) had net earnings from continuing operations for the full year 2002 of $211.1 million or $1.04 diluted earnings per share (DEPS) compared to $181.8 million or $.89 DEPS from continuing operations last year. The year's earnings from continuing operations (net of tax) included inventory, restructuring and other charges of $25.3 million or $.12 DEPS in 2002 and $52.6 million or $.26 DEPS in 2001. For the full year of 2002, net earnings before changes in accounting principles were $171.8 million or $.84 DEPS, including $39.4 million or $.20 DEPS in losses from discontinued operations, compared to $248.5 million or $1.22 DEPS in 2001 which included $66.7 million or $.33 DEPS in earnings from discontinued operations which was primarily the result of the gains from the sale of the AC Compressor and DovaTech businesses. Sales for 2002 were $4,183.7 million compared to $4,368.4 million in 2001, a decrease of 4%. For 2002, free cash flow was $268.9 million or 6.4% of sales compared to $332.8 million or 7.6% of sales in 2001.
For 2002, the net loss was $121.3 million or $.60 DEPS compared to earnings of $248.5 million or $1.22 DEPS in 2001. 2002 results include the impact of the adoption of Statement of Financial Accounting Standards No. 142, Goodwill and Other Intangible Assets (SFAS 142). The adoption resulted in a goodwill impairment charge of $345.1 million ($293.0 million net of tax or $1.44 DEPS) which was recognized as the cumulative effect of a change in accounting principle in the first quarter of 2002. The adoption of SFAS 142 also discontinued the amortization of goodwill, effective January 1, 2002. Goodwill amortization, adjusted for discontinued operations, totaled $11.1 million net of tax or $.05 DEPS in the fourth quarter of 2001 and $42.2 million net of tax or $.21 DEPS for the full year of 2001.
Fourth quarter earnings were $38.9 million or $.19 DEPS compared to $42.8 million or $.21 DEPS from continuing operations in the comparable period of 2001. Sales in the fourth quarter of 2002 were $1,044.8 million, basically unchanged when compared to the prior year. Earnings from continuing operations (net of tax) included restructuring, inventory and other charges of $17.2 million or $.08 DEPS in 2002 and $9.5 million or $.05 DEPS in 2001. Dover's free cash flow for the current quarter was $172.2 million or 16.5% of sales compared to $141.4 million and 13.6% of sales in 2001.
Net earnings for the fourth quarter of 2002, including the results of discontinued operations, were $15.0 million or $.07 DEPS compared to $23.6 million or $.12 DEPS in the fourth quarter of 2001. Net earning included the losses from discontinued operations (net of tax) of $23.9 million or $.12 DEPS for the fourth quarter of 2002 compared to $19.3 million or $.09 DEPS in 2001. In the fourth quarter of 2002, Dover discontinued six businesses in the Technologies and Resources segments. These losses include the write-down of the businesses to their estimated fair value as well as operational losses for the periods presented.
Commenting on the results and the current outlook, Thomas L. Reece, Chairman and CEO, said, "While we were moderately optimistic early in 2002 that economic conditions would improve, the remainder of 2002 proved as difficult as 2001. All but a very few of our companies continue to suffer the effects of this protracted manufacturing recession and those aligned with the electronics industry continue to be hit the hardest.
As in 2002, our plans for 2003 are based on "no growth" in the economy and, as indicated by another round of fourth quarter charges, we have made even more radical moves to downsize and restructure our businesses, particularly at Dover Technologies. We are determined to produce improved operating results with or without a near term recovery in the worldwide manufacturing economy. Current conditions notwithstanding, we are confident in our businesses and their prospects and our companies continue to do the right things to maximize their success when the economy does begin to turn around. They are staying focused on customers, developing new products, expanding their market share and presence, and continuing to look for earnings growth opportunities, both internal and external. It is a tribute to our businesses and their management teams that, given difficult market conditions, they continue to generate significant positive cash flow from their operations. This free cash flow allows Dover to further strengthen its financial position while continuing to strategically invest in long-term growth opportunities.
We will come out of this very difficult period stronger than we were going into it, and we will enjoy very positive leverage as a result of our reduced costs, our steady investments in R&D, and our strong competitive position."
SEGMENT RESULTS
Dover Industries' full year 2002 earnings increased 4% or $5.3 million to $147.6 million. Sales for the year declined 3% or $36.1 million to $1,124.0 million. Full year results included inventory, restructuring and other charges of $3.7 million and $4.6 million for 2002 and 2001, respectively. The impact of goodwill amortization on earnings for the full year in 2001 was $14.6 million. Bookings for the year were $1,085.8 million, a decrease of 5% from last year. The book-to-bill ratio for the current year was .97. Industries generated cash transfers of $193.7 million in 2002, which represents 131% of earnings.
Fourth quarter earnings decreased 5% or $1.8 million to $32.1 million and sales declined 3% or $7.9 million to $273.0 million from the comparable period in 2001. The current quarter's results include inventory, restructuring and other charges of $1.3 million and $1.9 million in the comparable period of 2001. The impact of goodwill amortization on earnings in the fourth quarter of 2001 was $4.1 million. Bookings in the quarter were $238.5 million, a decrease of 7% from 2001 and the book-to-bill ratio was .87 for the current quarter. Backlog decreased 20% from the beginning of the year to $132.7 million.
Overall, results for the fourth quarter and full year continue to reflect challenging conditions in markets served, most of which suffered volume declines, in some cases at double digit rates. In general, Industries' companies held or improved their respective market shares while maintaining margins. For the quarter, the principal businesses favorably impacting earnings were Rotary Lift, Tipper Tie, Texas Hydraulics, Triton and the newly formed DIFoodservice Group - Groen, Randall and Avtec. Of these, Triton, a manufacturer of ATM's, had the most beneficial impact on the segment as it continued to show significant improvement over 2001 based on successful new product introductions along with a reduced cost structure.
For the full year 2002, Triton was the largest contributor to the segment's earnings with other strong performances from Rotary, Marathon and the DIFoodservice Group, all of which showed profit improvement on flat to modest sales gains. In particular, Rotary and Marathon benefited from new product developments which boosted both sales and profits for the year. Tipper Tie's sales rose on strong overseas demand which offset weak domestic sales. The foodservice businesses' performance has mirrored last year, but a change in the marketing strategies put in place in the latter part of the year is expected to benefit future results.
Other Industries' companies continued to face challenges in 2002. In particular, Heil Environmental suffered from weak markets which contributed to a significant profit decline. As of January 1, 2003, Heil has a new President who was previously the President of Rotary Lift. Heil Trailer continues to experience weak customer demand; its plans to expand production in Europe will provide future market opportunities. By significantly reducing costs, PDQ maintained strong margins despite lower sales volumes as did Texas Hydraulics, particularly given the substantial decline in a number of its key markets. Chief decided to restructure its marketing approach which had a negative impact on performance for the year but should be accretive in 2003. Both Somero and Dovatech experienced profit declines as their respective markets suffered.
Dover Diversifieds' full year 2002 earnings increased 39% or $37.2 million to $133.1 million, compared to 2001 results. Sales for the year increased 7% or $73.8 million to $1,192.1 million. Full year results for 2001 included $18.1 million of inventory, restructuring and other charges. No comparable charges were recorded in 2002. The impact of goodwill amortization on earnings for the full year 2001 was $14.4 million. Bookings for the year were $1,164.2 million, an increase of 2% over last year. The book-to-bill ratio for the current year was .98. Diversified's focus on working capital combined with conservative capital spending produced cash transfers of $173.2 million in 2002 or 130% of earnings.
Fourth quarter earnings were $27.3 million, an increase of $9.2 million or 51% over the comparative period last year, and sales in the quarter were $295.2 million, a $4.8 million or 2% increase compared to 2001. The fourth quarter of 2001 includes $6.8 million of inventory, restructuring and other charges. The impact of goodwill amortization on earnings in the fourth quarter of 2001 was $3.7 million. Bookings in the quarter were $286.8 million and the book-to-bill ratio was .97. Backlog at the end of the quarter was $360.1 million, 6% lower than the beginning of the year.
Diversifieds' quarterly results were much improved over the prior year due mainly to positive comparisons at Crenlo, Mark Andy and Belvac, the latter two finishing with strong bookings and shipments. This more than offset reduced performance at Waukesha, SWF and Tranter. Despite the strong year-over-year quarterly comparison, the fourth quarter was the weakest sales and earnings quarter of 2002 due to slowing markets and seasonal declines at several Diversified companies. For the full year, the earnings increase reflects the full year turnaround at Crenlo, significant improvement at Hill Phoenix and strong performances at PMI and Belvac which offset lower results at all the remaining businesses, primarily Sargent, Waukesha and SWF.
On the positive side, Hill Phoenix's significant market share gain resulted in strong year-over- year comparisons for each quarter of 2002 and its outlook is favorable for 2003. PMI had a very good year with improved sales and profitability and increased its portfolio of businesses with the acquisition in December of Chambon, a manufacturer of high quality crankshafts for the high performance automotive industry. Belvac had a slow start in 2002, operating in depressed capital equipment markets, but order intake improved in the second half of the year, leaving a strong year-end backlog. Crenlo's implementation of Lean Initiatives, right-sizing the business, and focus on operational improvements turned sizable 2001 losses into a modest profit this year, although the current industry outlook is mixed.
The continued weak commercial aircraft market negatively impacted Sargent all year, but a growing military and marine market produced strong fourth quarter bookings. Waukesha started the year strong but experienced weaker conditions in the second half of the year, particularly in the fourth quarter, largely reflecting the downturn in the power generation market. SWF elected to rationalize its manufacturing operations during the fourth quarter which resulted in a loss, but should improve long term profitability.
Dover Resources' full year 2002 earnings increased 1% or $0.9 million, to $115.1 million. Sales for the year decreased 7%, or $60.0 million to $837.4 million. Full year results for 2001 included $7.1 million of inventory, restructuring and other charges. No comparable charges were recorded in 2002. The impact of goodwill amortization on earnings for the full year in 2001 was $10.3 million. Bookings for the year decreased 6% to $830.3 million with a book-to-bill ratio of .99. Cash transfers were $149.0 million for the year or 130% of earnings.
Fourth quarter earnings increased $1.1 million or 4% to $26.7 million on a sales decrease of 3% or $7.1 million to $212.5 million as compared to the same period of the prior year. The fourth quarter of 2001 included $1.8 million of inventory, restructuring and other charges. The impact of goodwill amortization on earnings in the fourth quarter of 2001 was $2.6 million. Bookings in the quarter of $202.5 million were down 1% from the prior year and the book-to-bill ratio for the quarter was .95. Ending backlog was $67.4 million, a 5% decrease from the beginning of the year. However, Resources determined during the quarter that three businesses had limited opportunity for continued growth under their ownership. Accordingly, two entities are currently for sale, one was sold in the fourth quarter and all have been reported as discontinued operations.
Dover Resources' results for the quarter and the full year continue to show the impact of the recession in the various energy, fluid transfer, and engineered industrial products markets served. In response, company presidents focused on internal improvement initiatives to properly size their businesses, reduce costs, and maintain product development efforts to drive future growth. Quarterly performance showed improved earnings on a slight sales decline with more companies down than up compared to last year. This was the weakest quarter of the year due to a slow December in most markets. Operational improvements being implemented in Europe and South America and expansion into China will support future growth. For the full year, six companies showed improved earnings but only two had increased sales. Overall, Resources' companies were successful in maintaining and, in some cases, increasing market share during the year.
For the full year, the oil and gas production equipment companies (Petroleum Equipment Group, C. Lee Cook and Quartzdyne) accounted for most of Resources' 2002 declines in both sales and earnings as oilfield activity actually declined in spite of high commodity prices that traditionally are a barometer of growth. This market will likely remain unsettled until the threat of a war in the Middle East and tensions in Venezuela are resolved. Escalating depletion rates and lower drilling activity in the past year offer optimism for this market in the long term.
The balance of Resources' companies had mixed results. The industrial pump companies (Wilden and Blackmer) had improved earnings with a slight improvement in sales. Cost reduction initiatives, favorable product mix and innovative new products drove this positive operating leverage. Hydro Systems had record earnings for the year as Nova Controls and European operations improved their results. The automotive and industrial markets served by De-Sta-Co Industries and De-Sta-Co Manufacturing both showed positive leverage on decreased sales during the year. De-Sta-Co Industries had sales gains each quarter after a slow start. New automotive platforms and the need for enhanced productivity solutions will continue to drive growth for these companies. The OPW Fueling Components and Fluid Transfer Groups experienced a down market as service station construction declined, bulk fluid tanker production slowed and chemical companies continued to curtail spending. Vapor recovery products and specialty railroad tanker valves were bright spots. Building on this year's increased business in Asia and Latin America and entering into China will help to drive future growth. The Tulsa Winch Group experienced a slow fourth quarter as customers realigned their inventory requirements. RPA Process Technologies had a strong fourth quarter fueled by several large project shipments at its Group Aoustin operation in France.
Dover Technologies' posted an operating loss of $30.4 million for the full year 2002, a decrease of $36.0 million from last year's earnings of $5.6 million. Sales for the year decreased 13% or $161.7 million from last year to $1,036.5 million. The impact of goodwill amortization on earnings for the full year in 2001 was $12.1 million. Also included in these amounts were inventory, restructuring and other charges of $35.2 million in the current year and $43.3 million in 2001. Bookings for the year increased 11% to $1,046.9 million with a book-to-bill ratio of 1.01. Despite operating losses, Technologies transferred $47.1 million in cash for the year.
In the fourth quarter, Dover Technologies recorded a loss of $27.7 million compared to a loss of $1.0 million last year. Fourth quarter sales were $265.6 million, an increase of $18.8 million or 8% from the same period of the prior year. The current quarter's results include foreign exchange losses of $2.5 million. Also included in these amounts were inventory, restructuring and other charges of $25.1 million in the current quarter and $4.1 million in the comparable period of 2001. The impact of goodwill amortization on earnings in the fourth quarter of 2001 was $3.2 million.
Technologies' performance reflects the continued decline in the worldwide electronics industry in 2002. Other than modest growth in automotive and military electronics, computer and industrial electronics remained soft and the telecom industry continued to deteriorate resulting in another significant drop in worldwide production. The US and European communications equipment markets, due to their size, pulled down the entire industry for the second year in a row. Although industry activity in the first six months of 2002 looked promising, it became clear in the third quarter that this was not sustainable. Both Circuit Board Assembly and Test ("CBAT") and Specialized Electronic Component ("SEC") companies started in September to resize and re-engineer their companies for profitability at operating levels not seen since 1996 which resulted in significant write-offs, restructuring charges and discontinued operations. Based on these efforts, the CBAT and SEC companies expect to achieve modest profitability in 2003, assuming no further adverse market conditions.
Technologies' CBAT businesses recorded a loss of $49.2 million in the year 2002 which included inventory, restructuring and other charges of $25.9 million compared to the loss of $61.8 million in 2001 which included inventory, restructuring and other charges of $33.3 million. Sales for the year were $598.6 million, a decrease of $48.4 million or 7% from full year 2001 results. Bookings, at $615.5 million, increased 12% from last year with a book-to-bill ratio of 1.02.
In the fourth quarter of 2002, CBAT experienced a loss of $28.5 million which included inventory, restructuring and other charges of $20.4 million compared to a loss of $11.9 million in the fourth quarter of 2001 which included charges of $0.7 million. Fourth quarter sales were $152.6 million, an increase of $21.8 million or 17% from last year. Bookings, at $148.5 million, were up 16% from the same period last year. The CBAT book-to-bill ratio was .97 for the fourth quarter with backlog at $72.2 million, 35% higher than the beginning of the year. The charges of $20.4 million were for severance, equipment impairment, lease terminations and inventory adjustments at several of the companies including the two largest (Everett Charles and Universal) which had additional major workforce reductions.
There are positive developments affecting CBAT. The market is shifting to Asia (especially China) and the CBAT companies are reacting accordingly. Universal, for example, is just opening a 100,000 square foot plant in Shenzen. In fact, every one of the CBAT companies have efforts underway in China including building direct sales/service organizations, developing supply chains and establishing local manufacturing operations. Coincident with this geographic shift, the industry is dealing with a base of equipment that is aging and becoming obsolete. Even during the recent period of market turmoil, the CBAT companies have continued to invest in developing new products with enhanced capabilities to meet demand when the market turns and when obsolete equipment must be replaced. At the same time, Technologies concluded that one small business had no growth prospects under their ownership. Accordingly, this entity is for sale and has been reported as a discontinued operation.
In Technologies' SEC companies, sales for the year were $205.6 million compared to $341.6 million last year, a decrease of 40%. SEC reported a loss of $7.1 million in 2002 which included inventory, restructuring and other charges of $9.9 million compared to earnings of $42.1 million in 2001 which included restructuring and other charges of $10.2 million. Bookings of $199.3 million increased 10% from the beginning of the year with a book-to-bill ratio of .97.
In the fourth quarter, SEC sales were $49.9 million compared to $59.5 million in last year's fourth quarter, representing a decline of 16%. SEC reported a loss of $4.8 million which included inventory, restructuring and other charges of $5.3 million compared to earnings of $1.7 million in last year's fourth quarter which included inventory, restructuring and other charges of $4.4 million. Bookings in the fourth quarter of $46.0 million were 5% higher than the same period last year. The book-to-bill ratio was .93 for the quarter with backlog at $42.7 million at the end of the period (a 5% decline from the beginning of the year). Much like the CBAT companies, the SEC businesses are continuing to adapt their organizations to current levels of demand and expect that further steps will be taken in the first quarter to adjust to these new circumstances and return to profitability.
Most of the companies in this group, while having historically served the telecom market, are diversifying by developing products for the military, space, medical and industrial markets. K&L Microwave has opened a 40,000 square foot factory in China and most of the companies now have sales organizations operating there. At the same time, Technologies concluded that two businesses in the SEC group no longer had growth prospects under their ownership. Accordingly, these two entities are for sale and have been reported as discontinued operations.
Imaje, the French-based industrial ink-jet printer and ink manufacturer, had full year earnings of $49.8 million, down 7% from last year but still generated the highest earnings of any Dover company. Sales were up 11% or $22.5 million from last year. Imaje's bookings were up 10% over last year to $232.1 million and the book-to-bill ratio was 1.0. In the quarter, Imaje had sales of $63.1 million, up 12% from the comparable period last year. Earnings fell by 9% to $13.4 million from the comparable 2001 quarter. Earnings proved harder to grow as the strength of the Euro made pricing more difficult in non-Euro markets. Nevertheless, the company ended the year with a 21% operating margin. Imaje's worldwide sales network, active in 90 countries, was expanded and reorganized and a new thermal printer line (acquired from Markpoint in 2001) was rolled out worldwide. A new ink plant and R&D building were finished at the company's headquarters in France.
Other Information
Dover Corporation made two acquisitions in the fourth quarter. On October 1, 2002 Dover acquired Hover-Davis Inc., a manufacturer of component feeder systems for the electronic assembly automation industry. Hover-Davis will be reported as a stand-alone operating company in the CBAT group in the Dover Technologies segment. On December 30, 2002, Dover acquired Chambon, a French company which will be an add-on for Performance Motorsports, a Dover Diversified company. For the full year 2002, Dover invested $100.1 million in acquisitions compared to $281.8 million last year. Acquisitions completed during the year had no material impact on segment earnings.
The consolidated tax rate for the full year was 21.7%, which includes a fourth quarter tax benefit of $7.4 million. This rate improved from the third quarter rate of 27.7% largely because of two factors. First, the Company continued to benefit from tax credit programs, such as R&D, foreign tax and the U.S. export program, which have been enhanced in the U.S. and various other jurisdictions over the past two years. Second, the adverse impact which market conditions have had on the Company, particularly in connection with its adoption of SFAS 142, has provided the Company with the ability to identify related tax benefits that were recognized in the fourth quarter. While the Company estimates these impacts throughout the year, the magnitude and timing of these benefits were not fully determinable until final year-end information was available.
Dover's net debt levels decreased by $139.8 million to $759.1 million during the quarter and the debt to total capital ratio fell to 24.1% from 27.6%. In the current year, Dover repurchased 511,400 shares of stock on the open market at an average price of $27.45.
Additional unaudited information on Dover and its operating companies can be found on the company website (http://www.dovercorporation.com). Dover makes no representation about the utility of this data or the validity of any conclusions that might be reached by referring to it. In addition, Dover will post to the website supplemental financial information for the fourth quarter 2002.
The Dover website will host a Webcast of the fourth quarter conference call at 9:00 AM Eastern Time on Tuesday, January 28, 2003. The conference call will also be made available for replay on the website.
Forward-Looking Statements
Dover Corporation makes information available to the public, orally and in writing, which may use words like "expects" and "believes", which are "forward-looking statements" under the Private Securities Litigation Reform Act of 1995. This press release contains forward-looking statements regarding future events and the performance of Dover Corporation that involve risks and uncertainties that could cause actual results to differ materially including, but not limited to, failure to achieve expected synergies, failure to successfully integrate acquisitions, continuing impact from the terrorist events of September 11, 2001 on the worldwide economy, economic conditions, customer demand, increased competition in the relevant market, and others. Dover Corporation refers you to the documents that it files from time to time with the Securities and Exchange Commission, such as the Form 10-K, Form 10-Q and Form 8-K, which contain additional important factors that could cause its actual results to differ from its current expectations and from the forward-looking statements contained in this press release.
DOVER CORPORATION AND SUBSIDIARIES
MARKET SEGMENT RESULTS
(unaudited) (in thousands except per share figures)
Fourth quarter ended December 31,
SALES 2002 2001
Dover Industries $273,033 $280,901
Dover Diversified 295,192 290,394
Dover Resources 212,458 219,543
Dover Technologies 265,588 246,782
Total Continuing (after
intramarket eliminations) $1,044,803 $1,036,390
EARNINGS (Loss)
Dover Industries $32,096 $33,873
Dover Diversified 27,306 18,110
Dover Resources 26,743 25,664
Dover Technologies (27,689) (953)
Subtotal Continuing 58,456 76,694
Corporate expense (11,260) (6,726)
Net interest expense (15,694) (18,011)
Earnings from Continuing Operations,
before taxes on income 31,502 51,957
Taxes on income (7,428) 9,116
Net Earnings from Continuing
Operations 38,930 42,841
Net Earnings (Loss) from Discontinued
Operations* (23,901) (19,295)
Net Earnings $15,029 $23,546
Net Earnings (Loss) per diluted
common share:
Continuing Operations $0.19 $0.21
Discontinued Operations* (0.12) (0.09)
Net Earnings $0.07 $0.12
Average number of diluted shares
outstanding 202,829 203,425
Impact of goodwill amortization on
continuing diluted EPS:
EPS from Continuing Operations $0.19 $0.21
Goodwill amortization (net of
tax)** -- 0.05
EPS before goodwill amortization $0.19 $0.26
*Includes discontinued gains and losses and discontinued income from
operations for the periods presented.
In the fourth quarter of 2002 six reporting units were designated as held
for sale and identified as discontinued operations. While none of the
entities that were designated as discontinued had material operational
results when compared to the consolidated financial results of Dover, the
losses associated to the write-down of the businesses to their estimated
fair value were significant.
**In accordance with the adoption of SFAS 142, goodwill and
indefinite-lived intangible assets are no longer amortized.
DOVER CORPORATION AND SUBSIDIARIES
MARKET SEGMENT RESULTS
(unaudited) (in thousands except per share figures)
Twelve months ended December 31,
SALES 2002 2001
Dover Industries $1,124,039 $1,160,147
Dover Diversified 1,192,057 1,118,283
Dover Resources 837,363 897,380
Dover Technologies 1,036,472 1,198,137
Total Continuing (after
intramarket eliminations) $4,183,664 $4,368,415
EARNINGS (Loss)
Dover Industries $147,572 $142,234
Dover Diversified 133,097 95,935
Dover Resources 115,077 114,171
Dover Technologies (30,340) 5,622
Subtotal Continuing 365,406 357,962
Corporate expense (30,886) (23,908)
Net interest expense (64,829) (75,209)
Earnings from Continuing Operations,
before taxes on income 269,691 258,845
Taxes on Income 58,542 77,014
Net Earnings from Continuing
Operations 211,149 181,831
Net Earnings (Loss) from Discontinued
Operations* (39,361) 66,706
Net Earnings before cumulative effect
of change in accounting principle 171,788 248,537
Cumulative effect of change in
accounting principle, net of tax** (293,049) --
Net Earnings (Loss) $(121,261) $248,537
Net Earnings (Loss) per diluted
common share:
Continuing Operations $1.04 $0.89
Discontinued Operations* (0.20) 0.33
Net Earnings before cumulative effect
of change in accounting principle 0.84 1.22
Cumulative effect of change in
accounting principle, net of tax** (1.44) --
Net Earnings (Loss) $(0.60) $1.22
Average number of diluted shares
outstanding 203,346 204,013
Impact of goodwill amortization on
continuing diluted EPS:
EPS from Continuing Operations $1.04 $0.89
Goodwill amortization (net of
tax)** - 0.21
EPS before goodwill amortization $1.04 $1.10
*Includes discontinued gains and losses and discontinued income from
operations for the periods presented.
In the second quarter of 2002 Vectron Gmbh was sold and classified as
discontinued. In the fourth quarter
of 2002 six reporting units were designated as held for sale and
identified as discontinued operations.
While none of the entities that were designated as discontinued had
material operational results when compared to the consolidated
financial results of Dover, the losses associated to the write-down of
the businesses to their estimated fair value were significant.
**Reflects the transitional provisions of SFAS No. 142, which resulted in
a $293 million write down (net of $52 million in tax)
of impaired goodwill to fair value. In addition, beginning in 2002
goodwill and indefinite-lived intangible
assets are no longer amortized.
Dover Corporation and Subsidiaries
RESTATED MARKET SEGMENT DATA FROM CONTINUING OPERATIONS*
(unaudited) (in thousands except per share figures)
Operational Profit
(Loss) * DII DTI DDI DRI DOVER **
2002
First Qtr. $41,650 $(6,933) $30,047 $27,172 $91,936
Second Qtr. 39,853 3,030 39,396 30,512 112,792
Third Qtr. 33,972 1,252 36,348 30,650 102,223
Fourth Qtr. 32,097 (27,688) 27,306 26,743 58,455
YTD - 2002 $147,572 $(30,339) $133,097 $115,077 $365,406
2001
First Qtr. $36,355 $47,755 $20,509 $32,300 $136,919
Second Qtr. 39,410 131 35,036 30,423 105,001
Third Qtr. 32,595 (41,312) 22,279 25,784 39,346
Fourth Qtr. 33,873 (953) 18,110 25,665 76,696
Total - 2001 $142,233 $5,621 $95,934 $114,172 $357,962
Sales * DII DTI DDI DRI DOVER ***
2002
First Qtr. $278,323 $228,845 $288,437 $200,349 $994,569
Second Qtr. 286,427 272,682 309,026 215,132 1,081,841
Third Qtr. 286,256 269,356 299,401 209,424 1,062,451
Fourth Qtr. 273,033 265,589 295,193 212,458 1,044,803
YTD - 2002 $1,124,039 $1,036,472 $1,192,057 $837,363 $4,183,664
2001
First Qtr. $290,262 $407,896 $253,821 $227,038 $1,177,587
Second Qtr. 299,383 284,381 277,898 228,340 1,088,511
Third Qtr. 289,600 259,078 296,170 222,459 1,065,927
Fourth Qtr. 280,901 246,782 290,394 219,543 1,036,390
Total-2001 $1,160,146 $1,198,137 $1,118,283 $897,380 $4,368,415
*Restated segment sales and earnings that reflect the sale of Vectron
GmbH (reclassified to discontinued) in June 2002 and designation of
six reporting units in fourth quarter 2002 as discontinued.
**Includes corporate operational results
***Total continuing sales after intramarket eliminations
Dover Corporation and Subsidiaries
RESTATED QUARTERLY DATA FROM CONTINUING OPERATIONS*
(unaudited) (in thousands except per share figures)
Net Net Per Share
Quarter Sales Earnings Basic Diluted
2002
First $994,569 $48,416 $0.24 $0.24
Second 1,081,841 65,312 0.32 0.32
Third 1,062,451 58,491 0.29 0.29
Fourth 1,044,803 38,930 0.19 0.19
$4,183,664 $211,149 $1.04 $1.04
2001
First $1,177,587 $78,095 $0.38 $0.38
Second 1,088,511 49,319 0.25 0.24
Third 1,065,927 11,577 0.05 0.06
Fourth 1,036,390 42,840 0.22 0.21
$4,368,415 $181,831 $0.90 $0.89
Dover Corporation and Subsidiaries
RESTATED QUARTERLY DATA FROM DISCONTINUED OPERATIONS*
(unaudited) (in thousands except per share figures)
Net Net Per Share
Earnings
Quarter Sales (loss) Basic Diluted
2002
First $18,236 $(3,299) $(0.02)$(0.02)
Second 19,542 (10,111) (0.04) (0.05)
Third 19,046 (2,049) (0.01) (0.01)
Fourth 10,501 (23,902) (0.11) (0.12)
$67,325 $(39,361) $(0.19)$(0.20)
2001
First $69,976 $990 $0.01 $0.01
Second 50,062 93,981 0.45 0.46
Third 22,627 (8,971) (0.03) (0.05)
Fourth 16,904 (19,294) (0.11) (0.09)
$159,569 $66,706 $0.32 $0.33
-
In accordance with SFAS 144, the Company identified entities that qualified for discontinued operations presentation, including AC Compressor and the welding businesses of DovaTech that were sold in the second quarter of 2001. In the fourth quarter 2001 impairment charges were recorded to write down discontinued operations to fair value. In the second quarter of 2002, Vectron GmbH was classified as discontinued. In the fourth quarter of 2002 six reporting units were designated as held for sale and identified as discontinued operations. While none of the entities that were designated as discontinued had material operational results when compared to the consolidated financial results of Dover, the losses associated to the write-down of the businesses to their estimated fair value were significant. Year-to-date results and corresponding prior year periods, including interim periods were restated to present the results of operations, the impairment charges and the gains on the sale of these discontinued operations, net of tax, in the net earnings from discontinued operations.
DOVER CORPORATION AND SUBSIDIARIES
FREE CASH FLOW
(unaudited) (in thousands)
Fourth quarter ended Twelve months ended
December 31, December 31,
2002 2001 2002 2001
Long-Term Debt $1,032,220 $1,045,963 $1,033,449 $1,035,474
Notes Payable 40,936 212,223 20,610 39,783
Cash & Equivalents (174,270) (221,432) (294,959) (176,328)
Net Debt $898,886 $1,036,754 $759,100 $898,929
Equity 2,354,863 2,540,980 2,394,623 2,519,713
Total Capital $3,253,749 $3,577,734 $3,153,723 $3,418,642
Net Debt % To Capital 27.6% 29.0% 24.1% 26.3%
Cash Flow Uses:
Reduction In Net Debt 139,786 137,824 139,829 388,464
Acquisitions 48,883 6,641 100,138 281,819
Net Proceeds from
Dispositions (16,818) (3,137) 21,877 * (369,623)
Treasury Stock Purchases 371 41 15,510 32,155
Interest Rate Swap
Settlement (8,431)
Free Cash Flow from
Operations ** 172,222 141,369 268,923 332,815
Net Sales $1,044,803 $1,036,389 $4,183,664 $4,368,415
Free Cash Flow % Sales 16.5% 13.6% 6.4% 7.6%
* Included in this amount is a tax payment of approximately $38,695,
made in 2002, which related to the sales of AC Compressor and
Dovatech in 2001.
** Free Cash Flow is not a measure of financial performance under
Generally Accepted Accounting Principles (GAAP) and may not be
comparable to other similarly titled measures of other companies.
However, Free Cash Flow is derived from the books and records of
the Company which are maintained in accordance with GAAP.
DOVER CORPORATION AND SUBSIDIARIES
TAX RATE ANALYSIS - CONTINUING OPERATIONS
(unaudited)
Twelve months ended December 31,
2002 2001
U.S. Federal income tax rate 35.0% 35.0%
State and Local taxes, net of
federal income tax benefit 0.6% 0.8%
Foreign operation tax effect 3.3% 2.9%
38.9% 38.7%
R&E tax credits (2.4)% (2.4)%
FSC benefit / ET exclusion (4.1)% (4.8)%
Foreign tax credits (1.1)% (1.1)%
Non-tax deductible items * (1.4)% 1.4%
Effective rate before
restructuring 29.9% 31.8%
Non-recurring restructuring:
U.S. ** (7.8)% (2.0)%
Foreign (0.4)% --
Total non-recurring restructuring (8.2)% (2.0)%
Effective rate from continuing
operations 21.7% 29.8%
* 2001 includes effect of non-taxable goodwill amortization.
Goodwill amortization ceased with the adoption of SFAS 142 in
2002.
** Utilization of capital loss carrybacks.
SOURCE Dover Corporation
-0- 01/27/2003
/CONTACT: Robert G. Kuhbach, Vice President, Finance & Chief Financial Officer, +1-212-922-1640/