Document


 
 
 
 
 

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): October 19, 2017
________________________________
 
DOVER CORPORATION
(Exact name of registrant as specified in its charter)
________________________________
 
State of Delaware
1-4018
53-0257888
(State or other jurisdiction of incorporation)
 (Commission File Number)
(I.R.S. Employer Identification No.)
 
 
 
3005 Highland Parkway
 
 
Downers Grove, Illinois
 
60515
(Address of principal executive offices)
 
(Zip Code)
(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:
 
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ¨
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 
 
 
 
 





Item 2.02 Results of Operations and Financial Condition.
 
On October 19, 2017, Dover Corporation (i) issued the Press Release attached hereto as Exhibit 99.1 announcing its results of operations for the quarter ended September 30, 2017; and (ii) posted on its website at
http://www.dovercorporation.com the presentation slides attached hereto as Exhibit 99.2 for the quarter ended September 30, 2017.
 
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.

(d) Exhibits.

The following exhibits are furnished as part of this report:
 
99.1 Press Release dated October 19, 2017.
99.2 Presentation Slides.






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:
October 19, 2017
DOVER CORPORATION
 
 
 
(Registrant)
 
 
 
 
 
 
 
 
By:
/s/ Ivonne M. Cabrera
 
 
 
 
Ivonne M. Cabrera
 
 
 
 
Senior Vice President, General Counsel & Secretary
 
 
 
 
 
 








EXHIBIT INDEX
Number
 
Exhibit
 
 
 
 
 




Exhibit


Exhibit 99.1

https://cdn.kscope.io/bb68ddd577f0b18d1520ec526aa50165-image1a05.jpg    
                                                
Investor Contact:
 
Media Contact:
Paul Goldberg
 
Adrian Sakowicz
Vice President - Investor Relations
 
Vice President - Communications
(212) 922-1640
 
(630) 743-5039
peg@dovercorp.com
 
asakowicz@dovercorp.com

DOVER REPORTS THIRD QUARTER 2017 RESULTS AND REAFFIRMS FULL YEAR EPS GUIDANCE

Reports quarterly revenue of $2.0 billion, an increase of 17% from the prior year
Delivers quarterly diluted net earnings per share of $1.14, up 37%
Generates quarterly adjusted diluted net earnings per share of $1.16, excluding disposition and Wellsite separation related costs of $0.02
Reaffirms 2017 full year diluted earnings per share guidance to be in the range of $4.23 to $4.33
Confirms Wellsite separation remains on track; signs agreement to sell the Warn consumer and industrial winch business for $250 million

DOWNERS GROVE, Ill., October 19, 2017 — Dover (NYSE: DOV) announced today that for the third quarter ended September 30, 2017, revenue was $2.0 billion, an increase of 17% from the prior year. The increase in the quarter was driven by organic growth of 9%, acquisition growth of 10% and a favorable impact from foreign exchange ("FX") of 1%, partially offset by a 3% impact from dispositions. Net earnings were $178.9 million, an increase of 38% as compared to $130.1 million for the prior year period. Diluted net earnings per share ("EPS") for the third quarter ended September 30, 2017, were $1.14, compared to $0.83 EPS in the prior year period, representing an increase of 37%. EPS for the third quarter ended September 30, 2017 included disposition and Wellsite separation related costs of $0.02. Excluding these costs, adjusted EPS for the third quarter ended September 30, 2017 was $1.16, an increase of 40% over the comparable prior year period. EPS for the third quarter ended September 30, 2017, and September 30, 2016, include restructuring costs of $0.02 EPS and $0.04 EPS, respectively.

Dover’s President and Chief Executive Officer, Robert A. Livingston, said, “Our third quarter performance reflected continued strength in our global markets. We posted broad-based organic growth in the quarter, which included particularly strong growth at our digital printing, waste handling, bearings & compression and pumps platforms. Additionally, we are very pleased with the strong performance of our businesses comprising Wellsite, which remains on track to be separated in early 2018. In all, our revenue growth and margin improvement were largely in line with our expectations.

“We continue to make strides in simplifying our portfolio. Along with our planned Wellsite separation, we recently signed an agreement to sell the consumer and industrial winch business of Warn for $250 million. This deal marks another step in streamlining our business and focusing on our core growth platforms. The Warn sale is expected to close in the fourth quarter, subject to closing conditions.

“With regard to guidance, we are reaffirming our full year EPS forecast. Our EPS guidance of $4.23 to $4.33 is based on full year revenue growth of 14% to 15% versus our prior forecast of 12% to 14%. Within this guidance, organic growth of 6% to 7%, acquisition growth of 10%, and a negative





2% impact from dispositions all remain largely unchanged. Our revenue forecast includes a neutral impact from FX for the year."

Full year guidance for 2017 does not include the anticipated fourth quarter gain for the Warn sale or any fourth quarter costs related to the Wellsite separation. The gain and incremental separation costs will be reported in EPS upon completion of the Warn disposition, and as costs are incurred for the Wellsite separation.

Dover will host a webcast of its third quarter 2017 conference call at 10:00 A.M. Eastern Time (9:00 A.M. Central Time) on Thursday, October 19, 2017. The webcast can be accessed on the Dover website at dovercorporation.com. The conference call will also be made available for replay on the website. Additional information on Dover’s third quarter results and its operating segments can be found on the Company’s website.

About the Wellsite Separation:

Dover has previously announced it is exploring strategic alternatives for the separation of its upstream energy businesses within its Energy segment, collectively, the “Wellsite” business. The Company is considering options which may include a tax-free spin-off, sale or other strategic combination. Dover’s Wellsite business, which includes Dover Artificial Lift, Dover Energy Automation, and US Synthetic (“USS”), operate in some of the most attractive segments of the oil & gas drilling and production industry. Dover expects to complete its assessment of strategic separation alternatives by the end of the year and will provide additional information once we have decided on a specific transaction or have otherwise determined that further disclosure is required or appropriate.

About Dover:

Dover is a diversified global manufacturer with annual revenue exceeding $7 billion. We deliver innovative equipment and components, specialty systems, consumable supplies, software and digital solutions, and support services through four operating segments: Engineered Systems, Fluids, Refrigeration & Food Equipment and Energy. Dover combines global scale with operational agility to lead the markets we serve. Recognized for our entrepreneurial approach for over 60 years, our team of 29,000 employees takes an ownership mindset, collaborating with customers to redefine what's possible. Headquartered in Downers Grove, Illinois, Dover trades on the New York Stock Exchange under "DOV." Additional information is available at dovercorporation.com.

Forward-Looking Statements:

This press release contains "forward-looking" statements within the meaning of the Private Securities Litigation Reform Act of 1995, as amended. Such statements concern future events and may be indicated by words or phrases such as "may," "anticipates," "expects," "believes," "suggests," "will," "plans," "should," "would," "could," and "forecast," or the use of the future tense and similar words or phrases. Forward-looking statements address matters that are uncertain, including, by way of example only: the potential separation of the Wellsite business, including any potential spin-off, sale or other strategic transaction, operating and strategic plans, future sales, earnings, cash flows, margins, organic growth, growth from acquisitions, restructuring charges, cost structure, capital expenditures, capital allocation, capital structure, dividends, cash flows, exchange rates, tax rates, interest rates, interest expense, changes in operations and trends in industries in which our businesses operate, anticipated market conditions and our positioning, global economies, and operating improvements. Forward-looking statements are subject to numerous important risks, uncertainties, assumptions and other factors, some of which are beyond Dover’s control. These factors could cause actual results to differ materially from current





expectations and include, but are not limited to, uncertainties as to the structure and timing of any Wellsite separation transaction and whether it will be completed, the possibility that closing conditions for a Wellsite separation transaction may not be satisfied or waived, the impact of the strategic review and any separation transaction on Dover and the Wellsite business on a standalone basis if the separation is completed, and whether the strategic benefits of separation can be achieved, economic conditions generally and changes in economic conditions globally and in the markets and industries served by our businesses, including oil and gas activity and U.S. industrials activity; conditions and events affecting domestic and global financial and capital markets; oil and natural gas demand, production growth, and prices; changes in exploration and production spending by our customers and changes in the level of oil and natural gas exploration and development; changes in customer demand and capital spending; risks related to our international operations and the ability of our businesses to expand into new geographic markets; the impact of interest rate and currency exchange rate fluctuations; increased competition and pricing pressures; the impact of loss of a significant customer, or loss or non-renewal of significant contracts; the ability of our businesses to adapt to technological developments; the ability of our businesses to develop and launch new products, timing of such launches and risks relating to market acceptance by customers; the relative mix of products and services which impacts margins and operating efficiencies; the impact of loss of a single-source manufacturing facility; short-term capacity constraints; domestic and foreign governmental and public policy changes or developments, including import/export laws and sanctions, tax policies, environmental regulations and conflict minerals disclosure requirements; increases in the cost of raw materials; our ability to identify and successfully consummate value-adding acquisition opportunities or planned divestitures, and to realize anticipated earnings and synergies from acquired businesses and joint ventures; our ability to achieve expected savings from integration and other cost-control initiatives, such as lean and productivity programs as well as efforts to reduce sourcing input costs; the impact of legal compliance risks and litigation, including product recalls; indemnification obligations related to acquired or divested businesses; cybersecurity and privacy risks; protection and validity of patent and other intellectual property rights; goodwill or intangible asset impairment charges; a downgrade in our credit ratings which, among other matters, could make obtaining financing more difficult and costly; and work stoppages, union and works council campaigns and other labor disputes which could impact our productivity. Dover 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 herein. Dover undertakes no obligation to update any forward-looking statement, except as required by law.






INVESTOR SUPPLEMENT - THIRD QUARTER 2017

DOVER CORPORATION
CONSOLIDATED STATEMENTS OF EARNINGS
(unaudited)(in thousands, except per share data)
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
2017
 
2016
 
2017
 
2016
Revenue
$
2,006,275

 
$
1,707,763

 
$
5,812,998

 
$
5,016,381

Cost of goods and services
1,261,942

 
1,075,975

 
3,658,045

 
3,164,116

Gross profit
744,333

 
631,788

 
2,154,953

 
1,852,265

Selling, general, and administrative expenses
470,516

 
421,042

 
1,439,852

 
1,301,901

Operating earnings
273,817

 
210,746

 
715,101

 
550,364

Interest expense
35,453

 
33,789

 
108,794

 
100,886

Interest income
(1,761
)
 
(795
)
 
(6,679
)
 
(4,021
)
Gain on sale of businesses

 

 
(90,093
)
 
(12,061
)
Other expense (income), net
2,697

 
(3,424
)
 
2,888

 
(7,739
)
Earnings before provision for income taxes
237,428

 
181,176

 
700,191

 
473,299

Provision for income taxes
58,516

 
51,092

 
184,974

 
125,569

Net earnings
$
178,912

 
$
130,084

 
$
515,217

 
$
347,730

 
 
 
 
 
 
 
 
Net earnings per share:
 
 
 
 
 
 
 
Basic
$
1.15

 
$
0.84

 
$
3.31

 
$
2.24

Diluted
$
1.14

 
$
0.83

 
$
3.27

 
$
2.22

 
 
 
 
 
 
 
 
Weighted average shares outstanding:
 
 
 
 
 
 
 
Basic
155,757

 
155,300
 
155,668
 
155,182
Diluted
157,555

 
156,798

 
157,565

 
156,562

 
 
 
 
 
 
 
 
Dividends paid per common share
$
0.47

 
$
0.44

 
$
1.35

 
$
1.28

 
 
 
 
 
 
 
 






DOVER CORPORATION
QUARTERLY SEGMENT INFORMATION
(unaudited)(in thousands)
 
2017
 
2016
 
Q1
Q2
Q3
Q3 YTD
 
Q1
Q2
Q3
Q3 YTD
Q4
FY 2016
REVENUE
 
 
 
 
 
 
 
 
 
 
 
Engineered Systems
 
 
 
 
 
 
 
 
 
 
 
Printing & Identification
$
249,238

$
278,220

$
272,941

$
800,399

 
$
239,681

$
263,648

$
253,091

$
756,420

$
266,082

$
1,022,502

Industrials
358,397

377,210

372,891

1,108,498

 
337,314

328,784

317,471

983,569

360,212

1,343,781

 
607,635

655,430

645,832

1,908,897

 
576,995

592,432

570,562

1,739,989

626,294

2,366,283

 
 
 
 
 
 
 
 
 
 
 
 
Fluids
525,195

553,259

562,818

1,641,272

 
399,062

405,838

412,822

1,217,722

482,852

1,700,574

 
 
 
 
 
 
 
 
 
 
 
 
Refrigeration & Food Equipment
356,834

426,304

438,788

1,221,926

 
363,252

429,386

451,328

1,243,966

376,373

1,620,339

 
 
 
 
 
 
 
 
 
 
 
 
Energy
324,088

359,168

359,298

1,042,554

 
283,230

259,008

273,248

815,486

292,952

1,108,438

 
 
 
 
 
 
 
 
 
 
 
 
Intra-segment eliminations
(380
)
(810
)
(461
)
(1,651
)
 
(266
)
(319
)
(197
)
(782
)
(510
)
(1,292
)
Total consolidated revenue
$
1,813,372

$
1,993,351

$
2,006,275

$
5,812,998

 
$
1,622,273

$
1,686,345

$
1,707,763

$
5,016,381

$
1,777,961

$
6,794,342

 
 
 
 
 
 
 
 
 
 
 
 
NET EARNINGS
 
 
 
 
 
 
 
 
 
 
 
Segment Earnings:
 
 
 
 
 
 
 
 
 
 
 
Engineered Systems
$
174,398

$
106,820

$
98,348

$
379,566

 
$
93,748

$
104,034

$
97,240

$
295,022

$
96,807

$
391,829

Fluids
52,639

73,558

87,164

213,361

 
46,047

54,033

66,178

166,258

34,663

200,921

Refrigeration & Food Equipment
33,562

65,829

65,413

164,804

 
38,161

63,230

64,111

165,502

118,126

283,628

Energy
41,691

53,368

51,936

146,995

 
11,244

(75
)
13,279

24,448

30,888

55,336

Total segments
302,290

299,575

302,861

904,726

 
189,200

221,222

240,808

651,230

280,484

931,714

Corporate expense / other
36,489

34,190

31,741

102,420

 
29,862

24,566

26,638

81,066

31,674

112,740

Interest expense
36,409

36,932

35,453

108,794

 
33,318

33,779

33,789

100,886

35,515

136,401

Interest income
(2,580
)
(2,338
)
(1,761
)
(6,679
)
 
(1,604
)
(1,622
)
(795
)
(4,021
)
(2,738
)
(6,759
)
Earnings before provision for income taxes
231,972

230,791

237,428

700,191

 
127,624

164,499

181,176

473,299

216,033

689,332

Provision for income taxes
59,725

66,733

58,516

184,974

 
28,268

46,209

51,092

125,569

54,871

180,440

Net earnings
$
172,247

$
164,058

$
178,912

$
515,217

 
$
99,356

$
118,290

$
130,084

$
347,730

$
161,162

$
508,892

 
 
 
 
 
 
 
 
 
 
 
 
SEGMENT MARGIN
 
 
 
 
 
 
 
 
 
Engineered Systems
28.7
%
16.3
%
15.2
%
19.9
%
 
16.2
%
17.6
 %
17.0
%
17.0
%
15.5
%
16.6
%
Fluids
10.0
%
13.3
%
15.5
%
13.0
%
 
11.5
%
13.3
 %
16.0
%
13.7
%
7.2
%
11.8
%
Refrigeration & Food Equipment
9.4
%
15.4
%
14.9
%
13.5
%
 
10.5
%
14.7
 %
14.2
%
13.3
%
31.4
%
17.5
%
Energy
12.9
%
14.9
%
14.5
%
14.1
%
 
4.0
%
 %
4.9
%
3.0
%
10.5
%
5.0
%
Total segment operating margin
16.7
%
15.0
%
15.1
%
15.6
%
 
11.7
%
13.1
 %
14.1
%
13.0
%
15.8
%
13.7
%
 
 
 
 
 
 
 
 
 
 
 
 
DEPRECIATION AND AMORTIZATION EXPENSE
 
 
 
 
 
 
 
 
 
Engineered Systems
$
19,575

$
20,259

$
22,104

$
61,938

 
$
16,036

$
16,075

$
16,238

$
48,349

$
25,597

$
73,946

Fluids
28,503

29,473

30,252

88,228

 
20,511

20,981

20,833

62,325

22,899

85,224

Refrigeration & Food Equipment
15,035

14,522

14,093

43,650

 
16,728

16,881

16,146

49,755

15,263

65,018

Energy
31,365

32,000

33,421

96,786

 
34,160

33,289

32,605

100,054

31,366

131,420

Corporate
1,120

1,164

994

3,278

 
1,169

868

901

2,938

2,193

5,131

Total depreciation and amortization expense
$
95,598

$
97,418

$
100,864

$
293,880

 
$
88,604

$
88,094

$
86,723

$
263,421

$
97,318

$
360,739

 
 
 
 
 
 
 
 
 
 
 
 





DOVER CORPORATION
QUARTERLY SEGMENT INFORMATION
(continued)
(unaudited)(in thousands)
 
2017
 
2016
 
Q1
Q2
Q3
Q3 YTD
 
Q1
Q2
Q3
Q3 YTD
Q4
FY 2016
BOOKINGS
 
 
 
 
 
 
 
 
 
 
 
Engineered Systems
 
 
 
 
 
 
 
 
 
 
 
Printing & Identification
$
256,665

$
282,157

$
268,700

$
807,522

 
$
242,569

$
266,490

$
248,443

$
757,502

$
268,951

$
1,026,453

Industrials
419,455

367,352

366,430

1,153,237

 
329,957

304,345

331,435

965,737

374,073

1,339,810

 
676,120

649,509

635,130

1,960,759

 
572,526

570,835

579,878

1,723,239

643,024

2,366,263

 
 
 
 
 
 
 
 
 
 
 
 
Fluids
565,987

554,656

576,538

1,697,181

 
418,345

413,767

413,535

1,245,647

457,283

1,702,930

 
 
 
 
 
 
 
 
 
 
 
 
Refrigeration & Food Equipment
438,576

466,276

357,855

1,262,707

 
411,367

468,661

429,134

1,309,162

336,645

1,645,807

 
 
 
 
 
 
 
 
 
 
 
 
Energy
348,317

352,617

$
368,377

$
1,069,311

 
273,445

246,021

270,685

790,151

299,771

1,089,922

 
 
 
 
 
 
 
 
 
 
 
 
Intra-segment eliminations
(1,149
)
(529
)
(468
)
(2,146
)
 
(90
)
(944
)
(245
)
(1,279
)
(308
)
(1,587
)
 
 
 
 
 
 
 
 
 
 
 
 
Total consolidated bookings
$
2,027,851

$
2,022,529

$
1,937,432

$
5,987,812

 
$
1,675,593

$
1,698,340

$
1,692,987

$
5,066,920

$
1,736,415

$
6,803,335

 
 
 
 
 
 
 
 
 
 
 
 
BACKLOG
 
 
 
 
 
 
 
 
 
 
 
Engineered Systems
 
 
 
 
 
 
 
 
 
 
 
Printing & Identification
$
109,347

$
115,763

$
116,359

 
 
$
102,640

$
104,509

$
101,190

 
$
98,924

 
Industrials
310,008

301,474

297,860

 
 
235,384

210,646

224,892

 
252,780

 
 
419,355

417,237

414,219

 
 
338,024

315,155

326,082

 
351,704

 
 
 
 
 
 
 
 
 
 
 
 
 
Fluids
371,717

378,774

398,827

 
 
286,457

315,786

318,246

 
331,238

 
 
 
 
 
 
 
 
 
 
 
 
 
Refrigeration & Food Equipment
341,530

382,598

302,574

 
 
303,479

332,312

309,462

 
258,329

 
 
 
 
 
 
 
 
 
 
 
 
 
Energy
156,255

147,568

158,645

 
 
144,828

129,873

126,519

 
134,181

 
 
 
 
 
 
 
 
 
 
 
 
 
Intra-segment eliminations
(729
)
(378
)
(383
)
 
 
(36
)
(265
)
(252
)

(102
)
 
 
 
 
 
 
 
 
 
 
 
 
 
Total consolidated backlog
$
1,288,128

$
1,325,799

$
1,273,882

 
 
$
1,072,752

$
1,092,861

$
1,080,057

 
$
1,075,350

 







DOVER CORPORATION
QUARTERLY EARNINGS PER SHARE
(unaudited)(in thousands, except per share data*)
Earnings Per Share
 
 
 
 
 
 
 
 
 
 
 
 
2017
 
2016
 
Q1
Q2
Q3
Q3 YTD
 
Q1
Q2
Q3
Q3 YTD
Q4
FY 2016
Net earnings per share:
 
 
 
 
 
 
 
 
 
 
 
Basic
$
1.11

$
1.05

$
1.15

$
3.31

 
$
0.64

$
0.76

$
0.84

$
2.24

$
1.04

$
3.28

Diluted
$
1.09

$
1.04

$
1.14

$
3.27

 
$
0.64

$
0.76

$
0.83

$
2.22

$
1.03

$
3.25

 
 
 
 
 
 
 
 
 
 
 
 
Net earnings and weighted average shares used in calculated earnings per share amounts are as follows:
 
 
 
 
 
 
 
 
 
 
 
 
Net earnings
$
172,247

$
164,058

$
178,912

$
515,217

 
$
99,356

$
118,290

$
130,084

$
347,730

$
161,162

$
508,892

 
 
 
 
 
 
 
 
 
 
 
 
Weighted average shares outstanding:
 
 
 
 
 
 
 
 
 
Basic
155,540

155,703

155,757

155,668

 
155,064

155,180

155,300

155,182

155,376

155,231

Diluted
157,399

157,513

157,555

157,565

 
156,161

156,595

156,798

156,562

156,816

156,636


Adjusted Earnings Per Share (Non-GAAP)
 
 
 
 
 
 
 
Net earnings are adjusted by gains on disposition of businesses, disposition costs and a product recall charge to derive adjusted net earnings and adjusted diluted earnings per common share as follows:
 
 
 
 
 
 
 
 
 
 
 
 
 
2017
 
2016
 
Q1
Q2
Q3
Q3 YTD
 
Q1
Q2
Q3
Q3 YTD
Q4
FY 2016
Adjusted net earnings:
 
 
 
 
 
 
 
 
Net earnings
$
172,247

$
164,058

$
178,912

$
515,217

 
$
99,356

$
118,290

$
130,084

$
347,730

$
161,162

$
508,892

Gain on dispositions, pre-tax
(88,402
)


(88,402
)
 
(11,853
)


(11,853
)
(85,035
)
(96,888
)
Gain on dispositions, tax impact 1
26,682



26,682

 
625



625

28,060

28,685

Disposition costs, pre-tax 2


5,032

5,032

 






Disposition costs, tax impact 1


(1,464
)
(1,464
)
 






Product recall charge, pre-tax




 




23,150

23,150

Product recall charge, tax impact 1




 




(8,913
)
(8,913
)
Adjusted net earnings
$
110,527

$
164,058

$
182,480

$
457,065

 
$
88,128

$
118,290

$
130,084

$
336,502

$
118,424

$
454,926

 
 
 
 
 
 
 
 
 
 
 
 
Adjusted diluted earnings per common share:
 
 
 
 
 
 
 
 
 
Net earnings
$
1.09

$
1.04

$
1.14

$
3.27

 
$
0.64

$
0.76

$
0.83

$
2.22

$
1.03

$
3.25

Gain on dispositions, pre-tax
(0.56
)


(0.56
)
 
(0.08
)


(0.08
)
(0.54
)
(0.62
)
Gain on dispositions, tax impact
0.17



0.17

 




0.18

0.18

Disposition costs, pre-tax 2


0.03

0.03

 






Disposition costs, tax impact


(0.01
)
(0.01
)
 






Product recall charge, pre-tax




 




0.15

0.15

Product recall charge, tax impact




 




(0.06
)
(0.06
)
Adjusted net earnings
$
0.70

$
1.04

$
1.16

$
2.90

 
$
0.56

$
0.76

$
0.83

$
2.15

$
0.76

$
2.90

 
 
 
 
 
 
 
 
 
 
 
 
1 Gain on dispositions, disposition costs and the product recall charge were tax effected using the statutory tax rates in the specific jurisdiction for each period.
2 Disposition costs include costs related to the Wellsite separation as well as the fourth quarter sale of Warn Industries.
 
 
 
 
 
 
 
 
 
 
 
 
* Per share data may be impacted by rounding.
 
 
 
 
 
 
 








DOVER CORPORATION
ADDITIONAL INFORMATION
(unaudited)(in thousands)

Quarterly Cash Flow
 
2017
 
2016
 
Q1
Q2
Q3
Q3 YTD
 
Q1
Q2
Q3
Q3 YTD
Q4
FY 2016
Net Cash Flows Provided By (Used In):
 
 
 
 
 
 
 
 
 
 
 
Operating activities
$
78,071

$
155,877

$
268,017

$
501,965

 
$
133,413

$
207,868

$
231,665

$
572,946

$
289,029

$
861,975

Investing activities
81,780

(51,137
)
(55,428
)
(24,785
)
 
(425,857
)
(69,415
)
(66,110
)
(561,382
)
(942,461
)
(1,503,843
)
Financing activities
(93,293
)
(216,273
)
(197,634
)
(507,200
)
 
178,507

(127,678
)
98,491

149,320

484,288

633,608


Quarterly Free Cash Flow (Non-GAAP)
 
2017
 
2016
 
Q1
Q2
Q3
Q3 YTD
 
Q1
Q2
Q3
Q3 YTD
Q4
FY 2016
Cash flow from operating activities
$
78,071

$
155,877

$
268,017

$
501,965

 
$
133,413

$
207,868

$
231,665

$
572,946

$
289,029

$
861,975

Less: Capital expenditures
(42,259
)
(48,335
)
(59,555
)
(150,149
)
 
(37,230
)
(35,422
)
(43,116
)
(115,768
)
(49,437
)
(165,205
)
Plus: Cash taxes paid for gains on dispositions1

42,955

5,651

48,606

 

435

217

652

217

869

Plus: Cash paid for Wellsite separation costs


369

369

 






Free cash flow
$
35,812

$
150,497

$
214,482

$
400,791

 
$
96,183

$
172,881

$
188,766

$
457,830

$
239,809

$
697,639

 
 
 
 
 
 
 
 
 
 
 
 
Free cash flow as a percentage of revenue
2.0
%
7.5
%
10.7
%
6.9
%
 
5.9
%
10.3
%
11.1
%
9.1
%
13.5
%
10.3
%
 
 
 
 
 
 
 
 
 
 
 
 
Free cash flow as a percentage of net earnings
20.8
%
91.7
%
119.9
%
77.8
%
 
96.8
%
146.2
%
145.1
%
131.7
%
148.8
%
137.1
%
 
 
 
 
 
 
 
 
 
 
 
 
1 Federal and state tax payments related to the gains on the dispositions of Performance Motorsports in 2017 and Tipper Tie and Texas Hydraulics in 2016.

Revenue Growth Factors
 
Three Months Ended September 30, 2017
 
Engineered Systems
 
Fluids
 
Refrigeration & Food Equipment
 
Energy
 
Total
Organic
7
 %
 
5
%
 
2
 %
 
31
%
 
9
 %
Acquisitions
8
 %
 
30
%
 
 %
 
%
 
10
 %
Dispositions
(3
)%
 
%
 
(6
)%
 
%
 
(3
)%
Currency translation
1
 %
 
1
%
 
1
 %
 
%
 
1
 %
Total *
13
 %
 
36
%
 
(3
)%
 
32
%
 
17
 %
 
 
 
 
 
 
 
 
 
 
* Totals may be impacted by rounding.
 
 
 
 
 
 
 
 
 






 
Nine Months Ended September 30, 2017
 
Engineered Systems
 
Fluids
 
Refrigeration & Food Equipment
 
Energy
 
Total
Organic
5
 %
 
2
 %
 
4
 %
 
28
%
 
8
 %
Acquisitions
9
 %
 
33
 %
 
 %
 
%
 
11
 %
Dispositions
(4
)%
 
 %
 
(6
)%
 
%
 
(3
)%
Currency translation
 %
 
(1
)%
 
 %
 
%
 
 %
Total *
10
 %
 
35
 %
 
(2
)%
 
28
%
 
16
 %
 
 
 
 
 
 
 
 
 
 
* Totals may be impacted by rounding.
 
 
 
 
 
 
 
 
 

Non-GAAP Disclosures:

In an effort to provide investors with additional information regarding our results as determined by GAAP, Management also discloses non-GAAP information that Management believes provides useful information to investors. Adjusted net earnings, adjusted diluted earnings per common share, free cash flow and organic revenue growth are not financial measures under GAAP and should not be considered as a substitute for net earnings, diluted earnings per common share, cash flows from operating activities, or revenue as determined in accordance with GAAP, and they may not be comparable to similarly titled measures reported by other companies. Adjusted net earnings represents net earnings adjusted for gains on disposition of businesses and a product recall charge. Adjusted diluted earnings per common share represents adjusted net earnings divided by average diluted shares. Management believes this information is useful to investors to better understand the company’s ongoing profitability and facilitates easier comparisons of the company’s profitability to prior and future periods and to its peers. Free cash flow represents net cash provided by operating activities minus capital expenditures, plus the add back of cash taxes paid for gains on dispositions (which reflect tax payments on disposition-related investing activities) and cash paid for the Wellsite separation costs. Management believes that free cash flow is an important measure of operating performance because it provides management and investors a measurement of cash generated from operations that is available for mandatory payment obligations and investment opportunities, such as funding acquisitions, paying dividends, repaying debt and repurchasing our common stock. Management believes that reporting organic revenue growth, which excludes the impact of foreign currency exchange rates and the impact of acquisitions and dispositions, provides a useful comparison of our revenue performance and trends between periods.



a201710198kexhibit992
Earnings Conference Call Third Quarter 2017 October 19, 2017 – 9:00am CT Exhibit 99.2


 
2 Forward Looking Statements and Non-GAAP Measures We want to remind everyone that our comments may contain forward-looking statements that are inherently subject to uncertainties and risks. We caution everyone to be guided in their analysis of Dover Corporation by referring to the documents we file from time to time with the SEC, including our Form 10-K for 2016, 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 website, dovercorporation.com, where considerably more information can be found. This document contains non-GAAP financial information. Reconciliations of non-GAAP measures are included either in this presentation or Dover’s earnings release and investor supplement for the third quarter, which are available on our website. 2


 
3 $0.00 $0.25 $0.50 $0.75 $1.00 $1.25 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Earnings per share Adj. EPS* Q3 2017 Performance Earnings Per Share Q3 Q3/Q3 * Excludes gains on dispositions of $0.07 in Q1 2016, $0.36 in Q4 2016, $0.39 in Q1 2017, a $0.09 voluntary product recall charge in Q4 2016, and Wellsite separation and Warn disposition related costs of $0.02 in Q3 2017 (e) See Press Release for free cash flow reconciliation 3 Quarterly Comments 2016  Revenue growth driven by broad-based organic growth and acquisitions; solid organic growth in U.S., Europe and China  Strong sequential margin improvement in Fluids  Segment margin improvement largely driven by strong conversion on volume and the benefits of integration and productivity  Bookings growth reflects organic increases in Engineered Systems, Fluids and Energy, and the impact of acquisitions  Signed agreement to sell the Warn consumer and industrial winch business for $250 million, expected to close in Q4 2017  Book-to-bill at 0.97 Note: EPS and Adj. EPS include restructuring costs of $0.07 in Q1 2016, $0.04 in Q2 2016, $0.04 in Q3 2016, $0.04 in Q4 2016, $0.03 in Q1 2017, $0.01 in Q2 2017 and $0.02 in Q3 2017 Revenue $2.0B 17% EPS $1.14 37% Adjusted EPS (a) $1.16 40% Bookings $1.9B 14% Segment margin 15.1% 100 bps Adj. seg. margin (b) 15.3% 120 bps Organic Rev. (c) 9% Net Acq. Growth (d) 7% Cash flow from Ops. $268M 16% FCF (e) $214M 14% (c) Change in revenue from businesses owned over 12 months, excluding FX impact (d) Change in revenue from acquisitions, less revenue from dispositions 2017 (a) Excludes Warn disposition-related costs and Wellsite separation costs totaling $0.02 EPS (b) Excludes Warn disposition-related costs of $3 million, included in segment results


 
4 Revenue Q3 2017 Engineered Systems Fluids Refrigeration & Food Equip Energy Total Dover Organic 7% 5% 2% 31% 9% Acquisitions 8% 30% - - 10% Dispositions -3% - -6% - -3% Currency 1% 1% 1% - 1% Total 13% 36% -3% 32% 17% Note: Totals may be impacted due to rounding


 
5 Engineered Systems  Organic revenue growth of 7% – Printing & Identification driven by strong digital printing markets and solid growth in marking & coding – Industrial’s growth was broad- based with particular strength in waste handling  Margin slightly below expectations reflecting timing on investments and modest material cost inflation  Organic bookings growth is broad-based  Book-to-bill of 0.98 5 Q3 2017 Q3 2016 % Change % Organic Revenue(a) $646 $571 13% 7% Earnings $ 98 $ 97 1% Adj. Earnings * $102 $ 97 5% Margin 15.2% 17.0% -180 bps Adj. Margin * 15.7% 17.0% -130 bps Bookings(b) $635 $580 10% 3% Revenue by End-Market % of Q3 Revenue Q3/Q3 Growth Organic Growth Printing & Identification 42% 8% 4% Industrial 58% 18% 9% $ in millions (a) Revenue increased 13% overall, reflecting organic growth of 7%, acquisition growth of 8%, and a favorable 1% impact from FX, partially offset by a 3% impact from dispositions (b) Bookings growth of 10% reflects organic growth of 3%, acquisition growth of 9%, and a favorable 1% impact from FX, partially offset by a 3% impact from dispositions Excludes $3M of costs related to pending Warn disposition *


 
6 Fluids  Revenue growth driven by acquisitions and 5% organic growth  Return to organic revenue growth driven by: – Solid retail fueling, industrial pump and hygienic & pharma markets – Transport markets remain weak  Margin primarily impacted by acquisitions – Sequentially up 220 basis points, supported by retail fueling integration  Bookings growth reflects broad-based activity  Book-to-bill at 1.02 6 $ in millions Revenue by End-Market % of Q3 Revenue Q3/Q3 Growth Organic Growth Fueling & Transport 59% 61% 1% Pumps 30% 12% 9% Hygienic & Pharma 11% 12% 12% Q3 2017 Q3 2016 % Change % Organic Revenue $563 $413 36% 5% Earnings $ 87 $ 66 32% Margin 15.5% 16.0% -50 bps Bookings $577 $414 39% 10%


 
7 Refrigeration & Food Equipment  Organic revenue growth reflects strong Refrigeration activity – Solid results in retail refrigeration – Within Food Equipment, continued softness in commercial cooking equipment  Margin performance reflects improved productivity and volume leverage in retail refrigeration  Organic bookings decline driven by soft retail refrigeration order activity  Book-to-bill at 0.82 7 $ in millions Revenue by End-Market % of Q3 Revenue Q3/Q3 Growth Organic Growth Refrigeration 85% 4% 4% Food Equipment(c) 15% -29% -2% (a) Revenue decline of 3% reflects organic growth of 2% and a favorable 1% impact from FX, offset by a 6% impact from dispositions (b) Bookings decline of 17% reflects an organic decline of 11% and a 6% impact from dispositions Q3 2017 Q3 2016 % Change % Organic Revenue(a) $439 $451 -3% 2% Earnings $ 65 $ 64 2% Margin 14.9% 14.2% 70 bps Bookings(b) $358 $429 -17% -11% (c) Revenue decline of 29% reflects an organic decline of 2% and a 27% impact from dispositions


 
8 Energy  Organic revenue growth of 31% – Drilling & Production growth driven by continued improvement in U.S. rig count and increased well completions – Bearings & Compression growth driven by improved OEM build rates and strong service activity – Automation growth reflects improved customer capex spending  Margin of 14.5% reflects significantly higher volume and strong conversion  Bookings growth is broad- based  Book-to-bill at 1.03 8 $ in millions Q3 2017 Q3 2016 % Change % Organic Revenue $359 $273 32% 31% Earnings $ 52 $ 13 291% Margin 14.5% 4.9% 960 bps Bookings $368 $271 36% 36% Revenue by End-Market % of Q3 Revenue Q3/Q3 Growth Organic Growth Drilling & Production 68% 38% 39% Bearings & Compression 21% 9% 9% Automation 11% 45% 45%


 
9 Q3 2017 Overview 9 Q3 2017 Net Interest Expense $34 million Corporate Expense $32 million, includes Wellsite separation costs of $2 million Effective Tax Rate Q3 rate was 24.6%, reflecting the negative impact of geographic mix, more than offset by discrete tax benefits Capex $60 million Share Repurchases No activity


 
10 FY 2017F Updated Guidance  Corporate expense: ≈ $133 million  Net interest expense: ≈ $134 million  Q4 tax rate: ≈ 28%  Capital expenditures: ≈ 2.4% of revenue  FY free cash flow: ≈ 10% - 11% of revenue or 130% - 140% net income* 2017F Engineered Systems Fluids Refrigeration & Food Equip Energy Total Organic rev. 3% - 4% 2% - 3% 2% - 3% 26% - 27% 6% - 7% Acquisitions ≈ 8% ≈ 31% - - ≈ 10% Dispositions (3%) - (5%) - (2%) Currency (1%) (1%) - - - Total revenue 7% - 8% 32% - 33% (3% - 2%) 26% - 27% 14% - 15% * Excludes the gain on sale of business


 


 
12 Appendix


 
13 2017F EPS Guidance – Updated Bridge  2016 EPS – Continuing Ops (GAAP): $3.25 – Less 2016 gain on dispositions(1): (0.44) – Less 2016 earnings from dispositions(2) : (0.05) – Plus 2016 charges related to recall: 0.09  2016 Adjusted EPS $2.85 – Net restructuring(3): 0.08 - 0.10 – Performance including restructuring benefits: 1.31 - 1.35 – Compensation & investment: (0.18 - 0.16) – Interest / Corp. / Tax rate / Shares / Other (net): (0.16 - 0.14) – Net benefits of dispositions(4): 0.34 – Wellsite separation costs(5): (0.01)  2017F EPS – Continuing Ops $4.23 - $4.33 (2) Includes 2016 operating earnings from THI and Tipper Tie (3) Includes restructuring costs of approximately $0.18 in FY 2016 and $0.08 - $0.10 in FY 2017F (1) Includes $0.07 gain on the disposition of THI in Q1 2016 and $0.36 gain on the disposition of Tipper Tie in Q4 2016 (4) Includes $0.39 gain on the disposition of PMI in Q1 2017, partially offset by $0.04 of PMI operational earnings in the prior forecast, and disposition-related costs of $0.01 incurred in Q3 2017 related to the planned sale of Warn Industries consumer and industrial winch business (5) Includes $0.01 incurred in Q3 2017