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

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 April 21, 2011, Dover Corporation (i) issued the press release attached hereto as Exhibit 99.1 announcing its results of operations for the quarter ended March 31, 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 March 31, 2011 and the presentation slides attached hereto as Exhibit 99.3 for the quarter ended March 31, 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 April 21, 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.

EXHIBIT INDEX

Number				Exhibit
99.1				Press Release of Dover Corporation, dated April 21, 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 FIRST QUARTER 2011 RESULTS

	•		Reports revenue of $2.0 billion, an increase of 24% over the prior year
	•		Delivers quarterly diluted earnings per share from continuing operations of $0.96, up 48% from prior year
	•		Achieves adjusted quarterly diluted earnings per share of $0.92, excluding tax benefits of $0.04, up 42% from prior year
	•		Raises guidance for full year organic revenue growth to 9% - 11%, and diluted earnings per share from continuing operations to $4.30 - $4.45

Downers Grove, Illinois, April 21, 2011 — Dover Corporation (NYSE: DOV) announced today that for the first quarter ended March 31, 2011, revenue was $2.0 billion, an increase of 24% over the prior-year period. The revenue increase was driven by organic revenue growth of 19%, a 4% increase from acquisitions and a 1% favorable impact from foreign exchange. Earnings from continuing operations were $183.3 million or $0.96 diluted earnings per share (“EPS”), compared to $121.5 million or $0.65 EPS from continuing operations in the prior-year period, representing increases of 51% and 48%, respectively. Excluding the impact of tax benefits of $0.04 recognized in the quarter, adjusted diluted EPS from continuing operations was $0.92, an increase of 42% over the prior year. The tax benefits of $0.04 were principally related to the favorable resolution of domestic tax positions.

Commenting on the first quarter results, Dover’s President and Chief Executive Officer, Robert A. Livingston, said, “Building upon the momentum of last year, 2011 is off to a great start. Revenue, earnings, bookings and backlog were all up significantly over the prior year. Revenue growth of 24% was above our expectations and largely driven by improving end-markets served by Industrial Products and a very strong energy market. Margin improved to 15.6% in the quarter, with all segments showing year-over-year improvement, absent the effect of one-time acquisition costs. We closed four acquisitions during the quarter, the largest being Harbison-Fischer, and our companies continued to record solid order rates through the first quarter resulting in a strong book-to-bill of 1.15.

“Given the strength of our first quarter results, we now expect full year 2011 revenue growth of 12% - 14%, representing organic revenue growth of 9% - 11% and 3% growth from acquisitions. Based on this revenue growth assumption, the aforementioned tax benefit, and a lower effective tax rate, we expect full-year diluted EPS from continuing operations to be in the range of $4.30 - $4.45.”

Net earnings for the first quarter of 2011 were $194.9 million or $1.03 EPS, including a tax benefit from discontinued operations of $11.6 million or $0.06 EPS, compared to net earnings of $108.1 million or $0.58 EPS for the same period of 2010, which included a loss from discontinued operations of $13.4 million or $0.07 EPS.

Dover will host a webcast of its first quarter 2011 conference call at 11:30 A.M. Eastern Time (10:30 A.M. Central Time) on Thursday, April 21, 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 first 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 — FIRST QUARTER 2011
DOVER CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS
(unaudited) (in thousands, except per share figures)

		Three Months Ended March 31,
		2011				2010
Revenue		$	1,959,021			$	1,583,270
Cost of goods and services			1,210,196				971,113
Gross profit			748,825				612,157
Selling and administrative expenses			478,519				409,169
Operating earnings			270,306				202,988
Interest expense, net			28,286				27,169
Other expense (income), net			1,220				(1,241	)
Earnings before provision for income taxes and discontinued operations			240,800				177,060
Provision for income taxes			57,494				55,575
Earnings from continuing operations			183,306				121,485
Earnings (loss) from discontinued operations, net			11,599				(13,358	)
Net earnings		$	194,905			$	108,127
Basic earnings (loss) per common share:
Earnings from continuing operations		$	0.98			$	0.65
Gain (loss) from discontinued operations, net			0.06				(0.07	)
Net earnings			1.04				0.58
Weighted average shares outstanding			186,659				187,093
Diluted earnings (loss) per common share:
Earnings from continuing operations		$	0.96			$	0.65
Gain (loss) from discontinued operations, net			0.06				(0.07	)
Net earnings			1.03				0.58
Weighted average shares outstanding			190,090				187,886
Dividends paid per common share		$	0.275			$	0.26

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

		Three Months Ended March 31,
		2011				2010
Weighted average shares outstanding — Basic			186,659				187,093
Dilutive effect of assumed exercise of employee stock options, SARs and Performance Shares			3,431				793
Weighted average shares outstanding — Diluted			190,090				187,886
Anti-dilutive options/SARs excluded from diluted EPS computation			1,524				2,928

DOVER CORPORATION — INVESTOR SUPPLEMENT
FIRST QUARTER 2011

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

		2010																				2011
		Q1				Q2				Q3				Q4				FY 2010				Q1
REVENUE
Industrial Products
Material Handling		$	189,052			$	214,295			$	220,997			$	229,987			$	854,331			$	252,766
Mobile Equipment			240,138				248,523				250,664				255,834				995,159				266,675
Eliminations			(392	)			(432	)			(453	)			(402	)			(1,679	)			(679	)
			428,798				462,386				471,208				485,419				1,847,811				518,762
Engineered Systems
Product Identification			212,500				219,551				221,677				236,743				890,471				226,330
Engineered Products			271,773				357,570				398,685				311,176				1,339,204				334,315
			484,273				577,121				620,362				547,919				2,229,675				560,645
Fluid Management
Energy			205,327				216,020				220,001				244,234				885,582				303,540
Fluid Solutions			175,504				187,759				196,554				194,833				754,650				205,563
Eliminations			(31	)			(105	)			(127	)			(179	)			(442	)			(163	)
			380,800				403,674				416,428				438,888				1,639,790				508,940
Electronic Technologies			290,989				345,607				381,386				405,682				1,423,664				373,330
Intra-segment eliminations			(1,590	)			(2,092	)			(2,243	)			(2,367	)			(8,292	)			(2,656	)
Total consolidated revenue		$	1,583,270			$	1,786,696			$	1,887,141			$	1,875,541			$	7,132,648			$	1,959,021
NET EARNINGS
Segment Earnings:
Industrial Products		$	51,039			$	61,635			$	59,473			$	54,238			$	226,385			$	64,413
Engineered Systems			54,843				84,655				91,442				70,966				301,906				67,313
Fluid Management			86,767				96,168				101,847				103,638				388,420				113,685
Electronic Technologies			44,905				59,582				69,617				76,324				250,428				59,775
Total Segments			237,554				302,040				322,379				305,166				1,167,139				305,186
Corporate expense / other			(33,325	)			(32,443	)			(34,553	)			(35,393	)			(135,714	)			(36,100	)
Net interest expense			(27,169	)			(26,942	)			(26,335	)			(25,895	)			(106,341	)			(28,286	)
Earnings from continuing operations before provision for income taxes			177,060				242,655				261,491				243,878				925,084				240,800
Provision for income taxes			55,575				70,762				38,732				52,107				217,176				57,494
Earnings from continuing operations			121,485				171,893				222,759				191,771				707,908				183,306
Earnings (loss) from discontinued operations, net			(13,358	)			(2,023	)			1,000				6,577				(7,804	)			11,599
Net earnings		$	108,127			$	169,870			$	223,759			$	198,348			$	700,104			$	194,905
SEGMENT OPERATING MARGIN
Industrial Products			11.9	%			13.3	%			12.6	%			11.2	%			12.3	%			12.4	%
Engineered Systems			11.3	%			14.7	%			14.7	%			13.0	%			13.5	%			12.0	%
Fluid Management			22.8	%			23.8	%			24.5	%			23.6	%			23.7	%			22.3	%
Electronic Technologies			15.4	%			17.2	%			18.3	%			18.8	%			17.6	%			16.0	%
Total Segment			15.0	%			16.9	%			17.1	%			16.3	%			16.4	%			15.6	%

DOVER CORPORATION — INVESTOR SUPPLEMENT
FIRST QUARTER 2011

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

		2010																				2011
		Q1				Q2				Q3				Q4				FY 2010				Q1
BOOKINGS
Industrial Products
Material Handling		$	204,098			$	223,787			$	222,961			$	248,948			$	899,794			$	288,714
Mobile Equipment			231,128				288,887				233,731				279,368				1,033,114				337,273
Eliminations			(407	)			(303	)			(444	)			(976	)			(2,130	)			(499	)
			434,819				512,371				456,248				527,340				1,930,778				625,488
Engineered Systems
Product Identification			220,410				223,203				218,213				241,048				902,874				232,934
Engineered Products			368,134				379,048				329,119				332,142				1,408,443				399,757
			588,544				602,251				547,332				573,190				2,311,317				632,691
Fluid Management
Energy			208,669				226,301				213,247				247,143				895,360				354,774
Fluid Solutions			179,037				192,035				195,865				191,065				758,002				217,787
Eliminations			(85	)			(51	)			(144	)			(895	)			(1,175	)			(309	)
			387,621				418,285				408,968				437,313				1,652,187				572,252
Electronic Technologies			358,477				394,441				402,332				389,704				1,544,954				420,261
Intra-segment eliminations			(1,616	)			(2,244	)			(2,278	)			(2,644	)			(8,782	)			(2,617	)
Total consolidated bookings		$	1,767,845			$	1,925,104			$	1,812,602			$	1,924,903			$	7,430,454			$	2,248,075
BACKLOG
Industrial Products
Material Handling		$	131,521			$	140,452			$	142,959			$	165,505							$	201,925
Mobile Equipment			319,801				359,727				344,160				368,140								439,693
Eliminations			(386	)			(257	)			(248	)			(822	)							(642	)
			450,936				499,922				486,871				532,823								640,976
Engineered Systems
Product Identification			78,976				80,550				80,986				86,315								96,090
Engineered Products			314,465				334,971				267,545				288,969								352,067
			393,441				415,521				348,531				375,284								448,157
Fluid Management
Energy			76,844				84,800				84,659				94,113								163,475
Fluid Solutions			63,535				65,639				69,130				65,525								77,553
Eliminations			(55	)			(1	)			(17	)			(33	)							(180	)
			140,324				150,438				153,772				159,605								240,848
Electronic Technologies			271,340				318,450				357,800				342,578								392,823
Intra-segment eliminations			(362	)			(570	)			(490	)			(748	)							(711	)
Total consolidated backlog		$	1,255,679			$	1,383,761			$	1,346,484			$	1,409,542							$	1,722,093
DEPRECIATION AND AMORTIZATION EXPENSE
Industrial Products		$	17,370			$	17,118			$	16,929			$	17,045			$	68,462			$	16,401
Engineered Systems			15,750				15,273				15,626				15,699				62,348				15,826
Fluid Management			14,763				15,523				15,109				15,868				61,263				21,597
Electronic Technologies			17,688				17,823				18,811				19,974				74,296				19,279
Corporate			369				336				658				674				2,037				584
		$	65,940			$	66,073			$	67,133			$	69,260			$	268,406			$	73,687

DOVER CORPORATION — INVESTOR SUPPLEMENT
FIRST QUARTER 2011

DOVER CORPORATION
QUARTERLY EARNINGS PER SHARE
(unaudited)

		2010																				2011
		Q1				Q2				Q3				Q4				FY 2010				Q1
Basic earnings (loss) per common share:
Continuing operations		$	0.65			$	0.92			$	1.19			$	1.03			$	3.79			$	0.98
Discontinued operations			(0.07	)			(0.01	)			0.01				0.04				(0.04	)			0.06
Net earnings			0.58				0.91				1.20				1.06				3.75				1.04
Diluted earnings (loss) per common share:
Continuing operations		$	0.65			$	0.91			$	1.18			$	1.01			$	3.74			$	0.96
Discontinued operations			(0.07	)			(0.01	)			0.01				0.03				(0.04	)			0.06
Net earnings			0.58				0.90				1.19				1.04				3.70				1.03

NOTE:

Diluted earnings per share in the first quarter 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 quarter of 2011 and the third and fourth quarters of 2010 were 23.9%, 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 in the first quarter of 2011 and $0.20 and $0.07 in the third and fourth quarters of 2010, respectively.

DOVER CORPORATION — INVESTOR SUPPLEMENT
FIRST QUARTER 2011

DOVER CORPORATION
QUARTERLY FREE CASH FLOW INFORMATION
(unaudited) (in thousands)

		2010																				2011
		Q1				Q2				Q3				Q4				FY 2010				Q1
Cash From Operations		$	87,066			$	231,199			$	200,847			$	431,439			$	950,551			$	132,609
CAPEX			(39,336	)			(46,945	)			(43,556	)			(53,380	)			(183,217	)			(52,650	)
Free Cash Flow		$	47,730			$	184,254			$	157,291			$	378,059			$	767,334			$	79,959
Free Cash Flow to Earnings From Continuing Operations			39.3	%			107.2	%			70.6	%			197.1	%			108.4	%			43.6	%