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 25, 2007

DOVER CORPORATION

(Exact Name of Registrant as Specified in Charter)

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

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

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

(Former Name or Former address, if Changed Since Last Report)

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

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 25, 2007, Dover Corporation issued the press release attached hereto as Exhibit 99.1 announcing its results of operations for its quarter ended June 30, 2007.

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 exhibit is furnished as part of this report: 99.1 Press Release of Dover Corporation, dated July 25, 2007.

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 25, 2007

EXHIBIT 99.1

CONTACT:		READ IT ON THE WEB
Robert G. Kuhbach		www.dovercorporation.com
Vice President Finance &
Chief Financial Officer
(212) 922-1640		July 25, 2007

DOVER REPORTS RECORD SECOND QUARTER 2007 RESULTS

New York, New York, July 25, 2007 — Dover Corporation (NYSE: DOV) announced today that for the second quarter ended June 30, 2007, it had earnings from continuing operations of $175.1 million or $0.85 diluted earnings per share (“EPS”), compared to $158.8 million or $0.77 EPS from continuing operations in the prior-year period, both representing increases of 10%. Revenue for the second quarter of 2007 was $1.859 billion, an increase of 12% over the prior-year period.

Earnings from continuing operations for the six months ended June 30, 2007 were $314.0 million or $1.52 EPS, compared to $290.1 million or $1.41 EPS in the prior-year period, both representing increases of 8%. Revenue for the six month period ended June 30, 2007 was $3.639 billion, up 15% over the prior year period.

Commenting on the second quarter results, Dover’s President and Chief Executive Officer, Ronald L. Hoffman, stated: “We are pleased to report another record-setting quarter at Dover. We set all-time quarterly records with earnings from continuing operations of $175 million, diluted earnings per share of $0.85 and revenue of $1.9 billion. Continuing earnings increased 10% over the second quarter of 2006 while revenue was up 12% over the same period. Additionally, bookings for the quarter were a record $1.9 billion, a 17% increase over the comparable period of 2006 and we ended the quarter with a record backlog of $1.6 billion.”

Mr. Hoffman continued, “Our second quarter performance primarily reflected earnings contributions from acquisitions in Material Handling and Product Identification and strength in the Process Equipment, Mobile Equipment and Oil & Gas Equipment Groups, which more than offset weakness in the Automation & Measurement Group. Sequentially, all segments showed improvement in earnings and sales and all had positive leverage, with operating margins up 200 basis points to 15.0%. Our PerformanceCOUNTS program continues to drive world class performance across our operating companies, as we hit four out of five target metrics for the second quarter. Further evidence of our operational focus can be found in our free cash flow generation of $218 million in the second quarter which was 11.7% of revenue, bringing the six month free cash flow total to $235 million, or 6.5% of revenue.

“Looking forward to the third quarter, we expect moderate growth in organic revenue and earnings assuming the global economy stays healthy, and a modest improvement in the A & M Group. Taking into account the earnings contributions of 2006 acquisitions and a strong performance in most of our industrial markets, we anticipate that the third quarter will be another record-setting quarter.

“The remainder of the year will be an exciting time at Dover. Late in the third quarter we will announce a new organizational structure which better aligns Dover’s operating companies with broadly served markets,

enhances our strategic acquisition focus and increases our shareholder transparency. We will also continue to be highly disciplined in our acquisition activity to ensure our capital is allocated in an efficient manner. While we didn’t close on any acquisitions in the second quarter, we did repurchase 1 million shares during that timeframe, bringing our year-to-date total to 1.5 million shares. Finally, I’d like to thank our dedicated employees around the world for producing a great quarter in the face of a dynamic and competitive market.”

Net earnings for the second quarter of 2007 were $172.2 million or $0.84 EPS, including a loss from discontinued operations of $2.9 million or $0.01 EPS, compared to net earnings of $71.9 million or $0.35 EPS for the same period of 2006, which included a loss from discontinued operations of $86.8 million or $0.42 EPS. Net earnings for the six months ended June 30, 2007 were $301.1 million or $1.46 EPS, including a loss from discontinued operations of $12.8 million or $0.06 EPS, compared to net earnings of $275.7 million or $1.34 EPS for the same period of 2006, which included a loss from discontinued operations of $14.3 million or $0.07 EPS.

Dover will host a webcast of its second quarter 2007 conference call at 8:00 AM Eastern Time on Wednesday, July 25, 2007. 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 2007 results and its operating companies can also be found on the Company website and in the Company’s Form 10-Q filed after this release.

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, 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.

TABLES FOLLOW

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

		Three Months Ended June 30,								Six Months Ended June 30,
		2007				2006				2007				2006
Revenue		$	1,858,965			$	1,660,341			$	3,639,152			$	3,170,554
Cost of goods and services			1,191,792				1,045,397				2,336,068				2,007,701
Gross profit			667,173				614,944				1,303,084				1,162,853
Selling and administrative expenses			404,765				366,126				825,196				701,626
Operating earnings			262,408				248,818				477,888				461,227
Interest expense, net			22,444				19,247				44,284				40,732
Other expense (income), net			147				4,113				(137	)			6,935
Total interest/other expense, net			22,591				23,360				44,147				47,667
Earnings before provision for income taxes and discontinued operations			239,817				225,458				433,741				413,560
Provision for income taxes			64,690				66,699				119,770				123,510
Earnings from continuing operations			175,127				158,759				313,971				290,050
Loss from discontinued operations, net			(2,933	)			(86,848	)			(12,846	)			(14,313	)
Net earnings		$	172,194			$	71,911			$	301,125			$	275,737
Basic earnings (loss) per common share:
Earnings from continuing operations		$	0.86			$	0.78			$	1.54			$	1.42
Loss from discontinued operations, net			(0.01	)			(0.43	)			(0.06	)			(0.07	)
Net earnings			0.84				0.35				1.47				1.35
Weighted average shares outstanding			204,431				203,897				204,446				203,602
Diluted earnings (loss) per common share:
Earnings from continuing operations		$	0.85			$	0.77			$	1.52			$	1.41
Loss from discontinued operations, net			(0.01	)			(0.42	)			(0.06	)			(0.07	)
Net earnings			0.84				0.35				1.46				1.34
Weighted average shares outstanding			206,145				205,615				206,155				205,234
Dividends paid per common share		$	0.185			$	0.170			$	0.370			$	0.340

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,
		2007				2006				2007				2006
Weighted average shares outstanding — Basic			204,431				203,897				204,446				203,602
Dilutive effect of assumed exercise of employee stock options			1,714				1,718				1,709				1,632
Weighted average shares outstanding — Diluted			206,145				205,615				206,155				205,234
Anti-dilutive shares excluded from diluted EPS computation			3,403				1,875				3,403				6,141

DOVER CORPORATION
MARKET SEGMENT INFORMATION
(unaudited) (In thousands)

		2006																								2007
										Q2																								Q2
		Q1				Q2				YTD				Q3				Q4				YTD				Q1				Q2				YTD
REVENUE
Diversified			193,677				202,358				396,035				191,755				190,336				778,126				215,004				218,945				433,949
Electronics			199,495				222,751				422,246				225,469				232,969				880,684				222,418				234,724				457,142
Industries			218,742				226,072				444,814				233,744				242,311				920,869				230,461				239,595				470,056
Resources			425,162				435,341				860,503				463,853				517,135				1,841,491				551,979				561,946				1,113,925
Systems			181,285				234,124				415,409				217,543				201,902				834,854				205,583				220,997				426,580
Technologies			294,941				343,367				638,308				330,768				344,469				1,313,545				358,538				386,642				745,180
Intramarket eliminations			(3,089	)			(3,672	)			(6,761	)			(3,453	)			(3,356	)			(13,570	)			(3,796	)			(3,884	)			(7,680	)
Total consolidated revenue			1,510,213				1,660,341				3,170,554				1,659,679				1,725,766				6,555,999				1,780,187				1,858,965				3,639,152
NET EARNINGS
Segment Earnings:
Diversified			22,584				23,384				45,968				24,308				19,779				90,055				26,968				28,739				55,707
Electronics			20,754				29,862				50,616				31,618				37,191				119,425				23,838				27,792				51,630
Industries			27,328				30,208				57,536				31,389				35,057				123,982				30,837				38,428				69,265
Resources			82,797				80,919				163,716				76,641				75,971				316,328				93,812				97,137				190,949
Systems			26,972				38,341				65,313				24,920				23,880				114,113				26,576				34,129				60,705
Technologies			47,712				60,684				108,396				52,257				46,075				206,728				29,924				53,119				83,043
Total segments			228,147				263,398				491,545				241,133				237,953				970,631				231,955				279,344				511,299
Corporate expense / other			(18,560	)			(18,693	)			(37,253	)			(16,351	)			(17,174	)			(70,778	)			(16,191	)			(17,083	)			(33,274	)
Net interest expense			(21,485	)			(19,247	)			(40,732	)			(17,184	)			(19,068	)			(76,984	)			(21,840	)			(22,444	)			(44,284	)
Earnings from continuing operations before provision for income taxes			188,102				225,458				413,560				207,598				201,711				822,869				193,924				239,817				433,741
Provision for income taxes			56,811				66,699				123,510				50,455				45,575				219,541				55,080				64,690				119,770
Earnings from continuing operations			131,291				158,759				290,050				157,143				156,135				603,328				138,844				175,127				313,971
Earnings (loss) from discontinued operations, net			72,535				(86,848	)			(14,313	)			10,382				(37,615	)			(41,546	)			(9,913	)			(2,933	)			(12,846	)
Net earnings			203,826				71,911				275,737				167,525				118,520				561,782				128,931				172,194				301,125
SEGMENT OPERATING MARGIN
Diversified			11.7	%			11.6	%			11.6	%			12.7	%			10.4	%			11.6	%			12.5	%			13.1	%			12.8	%
Electronics			10.4	%			13.4	%			12.0	%			14.0	%			16.0	%			13.6	%			10.7	%			11.8	%			11.3	%
Industries			12.5	%			13.4	%			12.9	%			13.4	%			14.5	%			13.5	%			13.4	%			16.0	%			14.7	%
Resources			19.5	%			18.6	%			19.0	%			16.5	%			14.7	%			17.2	%			17.0	%			17.3	%			17.1	%
Systems			14.9	%			16.4	%			15.7	%			11.5	%			11.8	%			13.7	%			12.9	%			15.4	%			14.2	%
Technologies			16.2	%			17.7	%			17.0	%			15.8	%			13.4	%			15.7	%			8.3	%			13.7	%			11.1	%

QUARTERLY EPS & EARNINGS
(unaudited) (in thousands)

		2006																2007
		1 Qtr.				2 Qtr.				3 Qtr.				4 Qtr.				1 Qtr.				2 Qtr.
Basic earnings (loss) per common share:
Continuing operations		$	0.65			$	0.78			$	0.77			$	0.76			$	0.68			$	0.86
Discontinued operations			0.36				(0.43	)			0.05				(0.18	)			(0.05	)			(0.01	)
Net earnings			1.00				0.35				0.82				0.58				0.63				0.84
Diluted earnings (loss) per common share:
Continuing operations		$	0.64			$	0.77			$	0.77			$	0.76			$	0.67			$	0.85
Discontinued operations			0.35				(0.42	)			0.05				(0.18	)			(0.05	)			(0.01	)
Net earnings			0.99				0.35				0.82				0.58				0.63				0.84

DOVER CORPORATION
MARKET SEGMENT INFORMATION
(unaudited) (in thousands)

		2006																								2007
										Q2												Q4												Q2
		Q1				Q2				YTD				Q3				Q4				YTD				Q1				Q2				YTD
		2006																								2007
BOOKINGS
Diversified		$	208,245			$	210,061			$	418,306			$	199,207			$	213,243			$	830,756			$	219,406			$	222,307			$	441,713
Electronics			223,559				219,784				443,343				231,527				213,374				888,244				218,954				240,850				459,804
Industries			219,424				232,185				451,609				251,017				236,523				939,149				296,526				277,057				573,583
Resources			454,669				441,761				896,430				471,625				505,186				1,873,241				577,533				555,588				1,133,121
Systems			231,036				229,633				460,669				210,132				171,112				841,913				235,079				246,512				481,591
Technologies			339,124				325,101				664,225				307,885				325,609				1,297,719				361,759				392,117				753,876
BOOK-TO-BILL
Diversified			1.08				1.04				1.06				1.04				1.12				1.07				1.02				1.02				1.02
Electronics			1.12				0.99				1.05				1.03				0.92				1.01				0.98				1.03				1.01
Industries			1.00				1.03				1.02				1.07				0.98				1.02				1.29				1.16				1.22
Resources			1.07				1.01				1.04				1.02				0.98				1.02				1.05				0.99				1.02
Systems			1.27				0.98				1.11				0.97				0.85				1.01				1.14				1.12				1.13
Technologies			1.15				0.95				1.04				0.93				0.95				0.99				1.01				1.01				1.01
BACKLOG
Diversified		$	317,750			$	323,567							$	334,638			$	358,385							$	358,118			$	371,818
Electronics			165,253				163,182								169,151				150,143								184,260				190,318
Industries			234,174				251,301								282,234				288,835								360,037				398,682
Resources			196,379				203,757								249,040				237,987								262,845				258,095
Systems			223,843				218,360								211,939				181,530								210,850				236,683
Technologies			147,984				141,526								123,416				125,929								130,062				136,558