SEC Filing | Dover Corporation

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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 17, 2019

_______________________________

https://cdn.kscope.io/0d8cb8b1431a8184d417c90c287c32e7-dov-20191017_g1.jpg

DOVER CORPORATION

(Exact name of registrant as specified in its charter)

______________________________________________

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 (see General Instruction A.2. below):


☐			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))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock	DOV	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company 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 17, 2019, Dover Corporation ("Dover") (i) issued the Press Release attached hereto as Exhibit 99.1 announcing its results of operations for the quarter ended September 30, 2019; 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, 2019.

The information in this Current Report on Form 8-K, including the 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, as amended.

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 1 7 , 2019.

99.2 Presentation Slides.

104 Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document).

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 17, 2019

DOVER CORPORATION

(Registrant)

By:

/s/ Ivonne M. Cabrera

Ivonne M. Cabrera

Senior Vice President, General Counsel & Secretary

Document

Exhibit 99.1


Investor Contact:						Media Contact:
Andrey Galiuk						Adrian Sakowicz
Vice President - Corporate Development						Vice President - Communications
and Investor Relations						(630) 743-5039
(630) 743-5131						asakowicz@dovercorp.com
agaliuk@dovercorp.com

DOVER REPORTS THIRD QUARTER 2019 RESULTS; TIGHTENS FULL YEAR 2019 ADJUSTED EPS GUIDANCE TO $5.82 TO $5.85

Reports organic revenue growth of 6%, significant operating margin accretion, and adjusted diluted EPS growth of 18%

DOWNERS GROVE, Ill., October 17, 2019 — Dover (NYSE: DOV), a diversified global manufacturer, announced its financial results for the third quarter ended September 30, 2019.


	Three Months Ended September 30,						Nine Months Ended September 30,
($ in millions, except per share data)	2019	2018	% Change		2019	2018	% Change
U.S. GAAP from continuing operations
Revenue	$1,825	$1,747	4	%	$5,361	$5,183	3	%
Earnings¹	206	157	31	%	510	433	18	%
Diluted EPS¹	1.40	1.05	33	%	3.47	2.82	23	%

Non-GAAP from continuing operations
Adjusted earnings	235	203	15	%	646	545	19	%
Adjusted diluted EPS	1.60	1.36	18	%	4.40	3.55	24	%

¹ Q1 2019 included a $46.9 million ($0.32 of EPS) non-cash after-tax loss on assets held for sale related to Finder Pompe S.r.l.

A full reconciliation between GAAP and adjusted measures is included as an exhibit herein.

Third Quarter 2019 Financial Results:

For the third quarter ended September 30, 2019, revenue was $1.8 billion, an increase of 4.5% over the prior year. The increase in the quarter was driven by organic growth of 5.6% and acquisition growth of 1.0%, partially offset by a 1.6% unfavorable impact from foreign exchange ("FX") and 0.5% due to dispositions.

Earnings from continuing operations of $206.0 million included acquisition-related amortization costs of $25.6 million and rightsizing and other costs of $3.0 million, representing $0.17 and $0.02 of diluted earnings per share from continuing operations ("EPS"), respectively. Excluding these items, adjusted earnings from continuing operations for the quarter were $234.6 million (+15% over the comparable period in 2018), and adjusted EPS was $1.60 (+18% over the comparable period in 2018).

Year to Date 2019 Financial Results:

For the nine month period ended September 30, 2019, revenue was $5.4 billion, an increase of 3.4% over the comparable period in the prior year. The increase was driven by organic growth of 5.5% and acquisition growth of 0.8%, partially offset by a 2.5% unfavorable impact from FX and 0.4% due to dispositions.

Earnings from continuing operations of $509.8 million included acquisition-related amortization costs of $78.5 million and rightsizing and other costs of $11.2 million, representing $0.53 and $0.08 of EPS, respectively. In addition, the period included a $46.9 million, or $0.32 of EPS, non-cash after-tax loss on assets held for sale related to Finder Pompe S.r.l. (a supplier of pumps to the upstream oil & gas industry), which was sold on April 2, 2019. Excluding these items, adjusted earnings from continuing operations for the period were $646.4 million (+19% over the comparable period in 2018), and adjusted EPS was $4.40 (+24% over the comparable period in 2018).

Management Commentary:

Dover’s President and Chief Executive Officer, Richard J. Tobin, said, “The Dover portfolio companies delivered solid third quarter results as organic growth of 6% drove 180 bps of improvement in adjusted operating margins over the comparable period in 2018 as a result of volume leverage and solid operational execution.

“Our Fluids segment had another solid quarter with organic growth of 10%, driven by robust trading conditions and solid production performance in both our retail fueling business and pumps and process solutions markets. Engineered Systems' organic growth of 6% was driven by both the industrial and printing & identification platforms, with our digital printing business posting strong growth during the quarter. Refrigeration & Food Equipment had a slower quarter due to reduced demand conditions in food retail and heat exchangers, particularly in Asia.

“As we turn our attention to the fourth quarter, we are focused on delivering on our objectives for both earnings and cash flow, despite the uncertain demand and macro environment in several of our businesses and operating geographies. As a result of our solid third quarter performance, we are reaffirming and tightening our full year 2019 adjusted EPS guidance to $5.82 to $5.85."

Conference Call Information:

Dover will host a webcast and conference call to discuss its third quarter 2019 results at 10:00 A.M. Eastern Time (9:00 A.M. Central Time) on Thursday, October 17, 2019. 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 and year to date results and its operating segments can be found on the Company’s website.

About Dover:

Dover is a diversified global manufacturer with annual revenue of approximately $7 billion. We deliver innovative equipment and components, specialty systems, consumable supplies, software and digital solutions, and support services through three operating segments: Engineered Systems, Fluids and Refrigeration & Food Equipment. 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 24,000 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. All statements in this document other than statements of historical fact are statements that are, or could be deemed, “forward-looking” statements. Forward-looking statements are subject to numerous important risks, uncertainties, assumptions and other factors, some of which are beyond the Company’s control. Factors that could cause actual results to differ materially from current expectations include, among other things, general economic conditions and conditions in the particular markets in which we operate, changes in customer demand and capital spending, competitive factors and pricing pressures, our ability to develop and launch new products in a cost-effective manner, our ability to realize synergies from newly acquired businesses, and our ability to derive expected benefits from restructuring, productivity initiatives and other cost reduction actions. For details on the risks and uncertainties that could cause our results to differ materially from the forward-looking statements contained herein, we refer you to the documents we file with the Securities and Exchange Commission, including our Annual Report on Form 10-K for the year ended December 31, 2018, and our Quarterly Reports on Form 10-Q and Current Reports on Form 8-K. These documents are available from the Securities and Exchange Commission, and on our website, dovercorporation.com. The Company undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future events or otherwise.

INVESTOR SUPPLEMENT - THIRD QUARTER 2019

DOVER CORPORATION

CONSOLIDATED STATEMENTS OF EARNINGS

(unaudited)(in thousands, except per share data)


	Three Months Ended September 30,						Nine Months Ended September 30,
	2019		2018		2019		2018
Revenue	$	1,825,345	$	1,747,403	$	5,360,808	$	5,183,168
Cost of goods and services	1,151,857		1,100,883		3,391,185		3,268,583
Gross profit	673,488		646,520		1,969,623		1,914,585
Selling, general, and administrative expenses	390,775		426,445		1,195,875		1,290,246
Loss on assets held for sale	—		—		46,946		—
Operating earnings	282,713		220,075		726,802		624,339
Interest expense	31,410		31,192		94,972		98,957
Interest income	(1,263)		(2,060)		(3,098)		(6,680)

Other income, net	(5,364)		(2,073)		(11,059)		(6,641)
Earnings before provision for income taxes	257,930		193,016		645,987		538,703
Provision for income taxes	51,924		35,711		136,191		105,533
Earnings from continuing operations	206,006		157,305		509,796		433,170
Loss from discontinued operations, net	—		—		—		(4,472)
Net earnings	$	206,006	$	157,305	$	509,796	$	428,698



Basic earnings (loss) per share*:
Earnings from continuing operations	$	1.42	$	1.07	$	3.51	$	2.87
Loss from discontinued operations, net	—		—		—		(0.03)
Net earnings	$	1.42	$	1.07	$	3.51	$	2.84



Weighted average shares outstanding	145,372		147,344		145,276		151,177

Diluted earnings (loss) per common share*:
Earnings from continuing operations	$	1.40	$	1.05	$	3.47	$	2.82
Loss from discontinued operations, net	—		—		—		(0.03)
Net earnings	$	1.40	$	1.05	$	3.47	$	2.79

Weighted average shares outstanding	147,051		149,457		147,053		153,429

Dividends paid per common share	$	0.49	$	0.48	$	1.45	$	1.42

* Per share data may be impacted by rounding.

DOVER CORPORATION

QUARTERLY SEGMENT INFORMATION

(unaudited)(in thousands)


	2019																		2018
	Q1			Q2			Q3			Q3 YTD			Q1			Q2			Q3			Q3 YTD			Q4			FY 2018
REVENUE
Engineered Systems
Printing & Identification	$	282,086		$	278,813		$	287,157		$	848,056		$	282,522		$	299,834		$	283,232		$	865,588		$	296,843		$	1,162,431
Industrials	405,105			417,688			414,634			1,237,427			389,104			403,155			388,302			1,180,561			399,956			1,580,517
	687,191			696,501			701,791			2,085,483			671,626			702,989			671,534			2,046,149			696,799			2,742,948

Fluids	703,224			729,433			753,046			2,185,703			628,098			693,666			690,065			2,011,829			785,509			2,797,338

Refrigeration & Food Equipment	334,643			385,474			370,335			1,090,452			338,235			401,766			386,214			1,126,215			326,878			1,453,093



Intra-segment eliminations	(301)			(702)			173			(830)			(288)			(327)			(410)			(1025)			(236)			(1,261)
Total consolidated revenue	$	1,724,757		$	1,810,706		$	1,825,345		$	5,360,808		$	1,637,671		$	1,798,094		$	1,747,403		$	5,183,168		$	1,808,950		$	6,992,118

NET EARNINGS
Segment Earnings:
Engineered Systems	$	123,074		$	131,770		$	136,022		$	390,866		$	102,066		$	126,649		$	108,714		$	337,429		$	113,841		$	451,270
Fluids ¹	52,221			128,915			145,502			326,638			67,348			93,028			101,207			261,583			128,221			389,804
Refrigeration & Food Equipment	24,807			44,375			35,211			104,393			29,182			51,372			42,434			122,988			13,131			136,119

Total segments	200,102			305,060			316,735			821,897			198,596			271,049			252,355			722,000			255,193			977,193
Corporate expense / other	30,866			24,512			28,658			84,036			30,763			30,050			30,207			91,020			38,704			129,724
Interest expense	31,808			31,754			31,410			94,972			35,640			32,125			31,192			98,957			32,015			130,972
Interest income	(890)			(945)			(1,263)			(3,098)			(2,057)			(2,563)			(2,060)			(6,680)			(2,201)			(8,881)
Earnings before provision for income taxes	138,318			249,739			257,930			645,987			134,250			211,437			193,016			538,703			186,675			725,378
Provision for income taxes	32,613			51,654			51,924			136,191			24,841			44,981			35,711			105,533			28,700			134,233
Earnings from continuing operations	105,705			198,085			206,006			509,796			109,409			166,456			157,305			433,170			157,975			591,145
Earnings (loss) from discontinued operations, net	—			—			—			—			22,025			(26,497)			—			(4,472)			(16,406)			(20,878)
Net earnings	$	105,705		$	198,085		$	206,006		$	509,796		$	131,434		$	139,959		$	157,305		$	428,698		$	141,569		$	570,267

SEGMENT MARGIN
Engineered Systems	17.9		%	18.9		%	19.4		%	18.7		%	15.2		%	18.0		%	16.2		%	16.5		%	16.3		%	16.5		%
Fluids ¹	7.4		%	17.7		%	19.3		%	14.9		%	10.7		%	13.4		%	14.7		%	13.0		%	16.3		%	13.9		%
Refrigeration & Food Equipment	7.4		%	11.5		%	9.5		%	9.6		%	8.6		%	12.8		%	11.0		%	10.9		%	4.0		%	9.4		%

Total segment operating margin	11.6		%	16.8		%	17.4		%	15.3		%	12.1		%	15.1		%	14.4		%	13.9		%	14.1		%	14.0		%

DEPRECIATION AND AMORTIZATION EXPENSE
Engineered Systems	$	17,795		$	17,865		$	17,455		$	53,115		$	19,239		$	19,203		$	18,204		$	56,646		$	19,233		$	75,879
Fluids	35,426			35,146			34,762			105,334			34,449			34,981			34,954			104,384			36,060			140,444
Refrigeration & Food Equipment	13,011			12,777			13,047			38,835			13,579			13,524			13,533			40,636			19,841			60,477

Corporate	1,506			1,981			1,523			5,010			1,358			1,595			1,399			4,352			1,428			5,780
Total depreciation and amortization expense	$	67,738		$	67,769		$	66,787		$	202,294		$	68,625		$	69,303		$	68,090		$	206,018		$	76,562		$	282,580

¹ Q1 and Q3 YTD 2019 includes a $46,946 loss on assets held for sale for Finder Pompe S.r.l. ("Finder"). Excluding this loss, Fluids segment earnings was $99,167 and $373,584, respectively, and segment margin was 14.1% and 17.1%, respectively.

DOVER CORPORATION

QUARTERLY SEGMENT INFORMATION

(continued)

(unaudited)(in thousands)


	2019												2018
	Q1		Q2		Q3		Q3 YTD		Q1		Q2		Q3		Q3 YTD		Q4		FY 2018
BOOKINGS
Engineered Systems
Printing & Identification	$	280,658	$	276,402	$	296,654	$	853,714	$	284,437	$	306,770	$	271,367	$	862,574	$	295,963	$	1,158,537
Industrials	414,786		385,181		413,925		1,213,892		466,722		412,780		390,606		1,270,108		481,172		1,751,280
	695,444		661,583		710,579		2,067,606		751,159		719,550		661,973		2,132,682		777,135		2,909,817

Fluids	712,856		770,091		780,320		2,263,267		703,461		737,340		723,996		2,164,797		734,943		2,899,740

Refrigeration & Food Equipment	376,998		384,365		323,422		1,084,785		372,701		428,816		331,979		1,133,496		341,221		1,474,717



Intra-segment eliminations	(682)		(408)		(472)		(1,562)		(624)		33		(549)		(1,140)		(584)		(1,724)

Total consolidated bookings	$	1,784,616	$	1,815,631	$	1,813,849	$	5,414,096	$	1,826,697	$	1,885,739	$	1,717,399	$	5,429,835	$	1,852,715	$	7,282,550

BACKLOG
Engineered Systems
Printing & Identification	$	121,374	$	119,967	$	125,084			$	135,915	$	137,019	$	126,609			$	122,028
Industrials	448,137		414,996		412,817				376,474		372,525		367,963				438,546
	569,511		534,963		537,901				512,389		509,544		494,572				560,574

Fluids	538,888		564,603		584,539				544,250		564,959		588,632				523,791

Refrigeration & Food Equipment	311,632		310,454		262,870				283,250		309,440		255,783				268,991



Intra-segment eliminations	(377)		(114)		(231)				(389)		(134)		(58)				(185)

Total consolidated backlog	$	1,419,654	$	1,409,906	$	1,385,079			$	1,339,500	$	1,383,809	$	1,338,929			$	1,353,171

DOVER CORPORATION

QUARTERLY EARNINGS PER SHARE

(unaudited)(in thousands, except per share data*)


Earnings Per Share
	2019												2018
	Q1		Q2		Q3		Q3 YTD		Q1		Q2		Q3		Q3 YTD		Q4		FY 2018




Basic earnings (loss) per common share:
Continuing operations	$	0.73	$	1.36	$	1.42	$	3.51	$	0.71	$	1.10	$	1.07	$	2.87	$	1.08	$	3.94
Discontinued operations	—		—		—		—		0.14		(0.17)		—		(0.03)		(0.11)		(0.14)
Net earnings	$	0.73	$	1.36	$	1.42	$	3.51	$	0.85	$	0.92	$	1.07	$	2.84	$	0.97	$	3.80

Diluted earnings (loss) per common share:
Continuing operations	$	0.72	$	1.35	$	1.40	$	3.47	$	0.70	$	1.08	$	1.05	$	2.82	$	1.07	$	3.89
Discontinued operations	—		—		—		—		0.14		(0.17)		—		(0.03)		(0.11)		(0.14)
Net earnings	$	0.72	$	1.35	$	1.40	$	3.47	$	0.84	$	0.91	$	1.05	$	2.79	$	0.96	$	3.75

Net earnings (loss) and weighted average shares used in calculated earnings per share amounts are as follows:
Net earnings (loss):
Continuing operations	$	105,705	$	198,085	$	206,006	$	509,796	$	109,409	$	166,456	$	157,305	$	433,170	$	157,975	$	591,145
Discontinued operations	—		—		—		—		22,025		(26,497)		—		(4,472)		(16,406)		(20,878)
Net earnings	$	105,705	$	198,085	$	206,006	$	509,796	$	131,434	$	139,959	$	157,305	$	428,698	$	141,569	$	570,267

Weighted average shares outstanding:
Basic	145,087		145,366		145,372		145,276		154,520		151,744		147,344		151,177		146,007		149,874
Diluted	146,911		147,179		147,051		147,053		157,090		153,938		149,457		153,429		147,940		152,133

* Per share data may be impacted by rounding.

Non-GAAP Reconciliations


Adjusted Earnings Per Share (Non-GAAP)
Earnings from continuing operations are adjusted by the effect of acquisition-related amortization, rightsizing and other costs, loss on assets held for sale, and the Tax Cuts and Jobs Act to derive adjusted earnings from continuing operations and adjusted diluted earnings per common share as follows:
	2019												2018
	Q1		Q2		Q3		Q3 YTD		Q1		Q2		Q3		Q3 YTD		Q4		FY 2018
Adjusted earnings:
Earnings from continuing operations	$	105,705	$	198,085	$	206,006	$	509,796	$	109,409	$	166,456	$	157,305	$	433,170	$	157,975	$	591,145
Acquisition-related amortization, pre-tax ¹	35,635		34,997		34,244		104,876		38,150		38,072		34,997		111,219		35,078		146,297
Acquisition-related amortization, tax impact ²	(8,964)		(8,777)		(8,624)		(26,365)		(9,716)		(9,683)		(8,785)		(28,184)		(8,817)		(37,001)
Rightsizing and other costs, pre-tax ³	3,963		6,457		3,807		14,227		4,371		6,808		24,201		35,380		37,448		72,828
Rightsizing and other costs, tax impact ²	(861)		(1,377)		(806)		(3,044)		(797)		(1,448)		(4,477)		(6,722)		(7,809)		(14,531)
Loss on assets held for sale ⁴	46,946		—		—		46,946		—		—		—		—		—		—

Tax Cuts and Jobs Act ⁵	—		—		—		—		—		—		—		—		(2,832)		(2,832)






Adjusted earnings from continuing operations	$	182,424	$	229,385	$	234,627	$	646,436	$	141,417	$	200,205	$	203,241	$	544,863	$	211,043	$	755,906

Adjusted diluted earnings per common share*:
Diluted earnings per share from continuing operations	$	0.72	$	1.35	$	1.40	$	3.47	$	0.70	$	1.08	$	1.05	$	2.82	$	1.07	$	3.89
Acquisition-related amortization, pre-tax ¹	0.24		0.24		0.23		0.71		0.24		0.25		0.23		0.72		0.24		0.96
Acquisition-related amortization, tax impact ²	(0.06)		(0.06)		(0.06)		(0.18)		(0.06)		(0.06)		(0.06)		(0.18)		(0.06)		(0.24)
Rightsizing and other costs, pre-tax ³	0.03		0.04		0.03		0.10		0.03		0.04		0.16		0.23		0.25		0.48
Rightsizing and other costs, tax impact ²	(0.01)		(0.01)		(0.01)		(0.02)		(0.01)		(0.01)		(0.03)		(0.04)		(0.05)		(0.10)
Loss on assets held for sale ⁴	0.32		—		—		0.32		—		—		—		—		—		—

Tax Cuts and Jobs Act ⁵	—		—		—		—		—		—		—		—		(0.02)		(0.02)






Adjusted diluted earnings per share from continuing operations	$	1.24	$	1.56	$	1.60	$	4.40	$	0.90	$	1.30	$	1.36	$	3.55	$	1.43	$	4.97

¹ Includes amortization on acquisition-related intangible assets and inventory step-up.
² Adjustments were tax effected using the statutory tax rates in the applicable jurisdictions or the effective tax rate, where applicable, for each period.
³ Rightsizing and other costs include actions taken on employee reductions, facility consolidations and site closures, product line exits and other associated asset charges.
⁴ Represents a loss on assets held for sale of Finder. Under local law, no tax benefit is realized from the loss on the sale of a wholly-owned business.
⁵ 2018 tax benefits related to additional Tax Cuts and Jobs Act regulatory guidance covered by SAB 118.

* Per share data and totals may be impacted by rounding.


Adjusted EPS from Continuing Operations Guidance Reconciliation
	Range
2019 Guidance for Earnings per Share from Continuing Operations (GAAP)	$	4.69		$	4.72
Acquisition-related amortization, net			0.71
Rightsizing and other costs, net			0.10
Loss on assets held for sale			0.32
2019 Guidance for Adjusted Earnings per Share from Continuing Operations (Non-GAAP)	$	5.82		$	5.85

DOVER CORPORATION

ADDITIONAL INFORMATION

(unaudited)(in thousands)

Quarterly Cash Flow


	2019										2018
	Q1		Q2		Q3		Q3 YTD		Q1		Q2		Q3		Q3 YTD		Q4		FY 2018
Net Cash Flows Provided By (Used In):
Operating activities	$	24,524	$	208,709	$	350,865	$	584,098	$	15,535	$	159,205	$	243,944	$	418,684	$	370,509	$	789,193
Investing activities	(217,690)		(69,755)		(48,612)		(336,057)		(122,597)		(51,606)		(35,922)		(210,125)		(35,355)		(245,480)
Financing activities	36,067		(60,596)		(277,901)		(302,430)		(289,103)		(227,734)		(232,476)		(749,313)		(148,525)		(897,838)

Quarterly Free Cash Flow (Non-GAAP)


	2019																		2018
	Q1			Q2			Q3			Q3 YTD			Q1			Q2			Q3			Q3 YTD			Q4			FY 2018
Cash flow from operating activities	$	24,524		$	208,709		$	350,865		$	584,098		$	15,535		$	159,205		$	243,944		$	418,684		$	370,509		$	789,193
Less: Capital expenditures	(37,122)			(53,970)			(46,184)			(137,276)			(44,678)			(51,686)			(38,192)			(134,556)			(36,438)			(170,994)



Free cash flow	$	(12,598)		$	154,739		$	304,681		$	446,822		$	(29,143)		$	107,519		$	205,752		$	284,128		$	334,071		$	618,199

Free cash flow as a percentage of revenue	(0.7)		%	8.5		%	16.7		%	8.3		%	(1.8)		%	6.0		%	11.8		%	5.5		%	18.5		%	8.8		%

Revenue Growth Factors


	Three Months Ended September 30, 2019
	Engineered Systems		Fluids		Refrigeration & Food Equipment		Total
Organic	6.3	%	9.8	%	(3.2)	%	5.6	%
Acquisitions	—	%	2.6	%	—	%	1.0	%
Dispositions	—	%	(1.3)	%	—	%	(0.5)	%
Currency translation	(1.8)	%	(2.0)	%	(0.9)	%	(1.6)	%
Total *	4.5	%	9.1	%	(4.1)	%	4.5	%


	Nine Months Ended September 30, 2019
	Engineered Systems		Fluids		Refrigeration & Food Equipment		Total
Organic	4.5	%	10.7	%	(1.9)	%	5.5	%
Acquisitions	—	%	2.0	%	—	%	0.8	%
Dispositions	—	%	(1.0)	%	—	%	(0.4)	%
Currency translation	(2.6)	%	(3.1)	%	(1.3)	%	(2.5)	%
Total *	1.9	%	8.6	%	(3.2)	%	3.4	%

* 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 earnings from continuing operations, adjusted diluted earnings per share from continuing operations, free cash flow, and organic revenue growth are not financial measures under GAAP and should not be considered as a substitute for earnings from continuing operations, diluted earnings per share from continuing operations, 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 earnings from continuing operations represents earnings from continuing operations adjusted for the effect of acquisition-related amortization, rightsizing and other costs, loss on assets held for sale, and the Tax Cuts and Jobs Act. We exclude after-tax acquisition-related amortization because the amount and timing of such charges are significantly impacted by the timing, size, number and nature of the acquisitions the Company consummates. We exclude the other items because they occur for reasons that may be unrelated to the Company's commercial performance during the period and/or Management believes they are not indicative of the Company's ongoing operating costs or gains in a given period. Management believes this information is useful to investors to better understand the Company’s ongoing profitability as it will better reflect the Company's core operating results, offer more transparency and facilitate easier comparability to prior and future periods and to its peers. Adjusted diluted earnings per share from continuing operations represents adjusted earnings from continuing operations divided by average diluted shares.

Free cash flow represents net cash provided by operating activities minus capital expenditures. 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.

a201910178kexhibit992

Exhibit 99.2 October 17, 2019 – 9:00am CT Earnings Conference Call Third Quarter 2019

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 2018, 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. In addition to financial measures based on U.S. GAAP, Dover provides supplemental non-GAAP financial information. Management uses non-GAAP measures in addition to GAAP measures to understand and compare operating results across periods, make resource allocation decisions, and for forecasting and other purposes. Management believes these non-GAAP measures reflect results in a manner that enables, in many instances, more meaningful analysis of trends and facilitates comparison of results across periods and to those of peer companies. These non-GAAP financial measures have no standardized meaning presented in U.S. GAAP and may not be comparable to other similarly titled measures used by other companies due to potential differences between the companies in calculations. The use of these non-GAAP measures has limitations and they should not be considered as substitutes for measures of financial performance and financial position as prepared in accordance with U.S. GAAP. Reconciliations and definitions are included either in this presentation or in Dover’s earnings release and investor supplement for the third quarter, which are available on Dover’s website. 2

Q3 2019 - Highlights Organic revenue growth of 6% Organic bookings growth of 7% Net of 2% unfavorable FX impact Net of 2% unfavorable FX impact Solid growth across DF and DES businesses DF and DES book-to-bill above 1 Adjusted earnings from continuing Adjusted diluted EPS from continuing operations(1) up 15% to $235M operations(2) at $1.60, up 18% Earnings from continuing operations on a GAAP $0.04 benefit related to discrete tax items(3) basis up 31% to $206M Diluted EPS from continuing operations on a GAAP basis at $1.40, up 33% Segment performance Guidance & other activities Adjusted EBIT(1) up 17% to $320M, at 17.5% margin Narrowing 2019 Adj. EPS(2) guidance to $5.82 - $5.85 (+180 bps year-over-year) On track to begin reporting new segment structure FCF 16.7% of revenue; strong FCF conversion with Q4 ’19 results across all segments (1) Non-GAAP measures (definitions and reconciliations in appendix) 3 (2) Adjusted diluted EPS excludes acquisition-related amortization, rightsizing and other costs (reconciliation in appendix) (3) Includes $5.2M of discrete tax benefits in the quarter

Q3 2019 – Financial Summary US GAAP from continuing operations Q3 2019 Q3 2018 ∆ Revenue ($M) 1,825 1,747 +4% Earnings ($M) 206 157 +31% Diluted EPS ($) 1.40 1.05 +33% Non-GAAP(1) from continuing operations Adjusted EBIT – Segment ($M) 320 274 +17% margin percent 17.5% 15.7% +180 bps Adjusted EBITDA – Segment ($M) 385 341 +13% margin percent 21.1% 19.5% +160 bps Adjusted Earnings ($M) 235 203 +15% Adjusted diluted EPS(2) ($) 1.60 1.36 +18% Note: Numbers may not add due to rounding (1) Non-GAAP measures (definition and reconciliation in appendix) 4 (2) Adjusted diluted EPS excludes acquisition-related amortization, rightsizing and other costs (reconciliation in appendix)

Q3 2019 - Revenue & Bookings Revenue Split Revenue Change in Organic Revenue: +$98M, or 5.6% 4% 13% By Region 54% 21% 8% ($M) US 1,747 42 68 -12 -29 9 1,825 OTHER AMER. Q3 2018 DES DF DRFE FX ACQ./ Q3 2019 ORG. ORG. ORG. DISP. (1) EUROPE ASIA OTHER Bookings Change in Organic Bookings: +$114M, or 6.7% 20% -3% By 39% Segment DES 41% DF 1,717 61 61 -8 -27 9 1,814 ($M) DRFE Q3 2018 DES DF DRFE FX ACQ./ Q3 2019 ORG. ORG. ORG. DISP. (2) Note: Numbers may not add due to rounding (1) Acquisitions: $18M, dispositions: $9M 5 (2) Acquisitions: $16M, dispositions: $7M

Q3 2019 – Adj. Segment EBIT & EBITDA Walk, and Earnings & Adj. Earnings Walk – (Continuing Operations basis) Change in Adjusted Segment EBIT (3) +$46M +17% 21.1% 19.5% 17.5% 15.7% 274 67 341 17 35 -7 385 -65 320 ($M) ADJ. EBIT D&A (1) ADJ. EBITDA DES DF DRFE ADJ. EBITDA D&A (2) ADJ. EBIT Q3 2018 Q3 2019 Change in Adjusted Earnings from Continuing Operations (3) +$31M +15% 157 20 26 203 46 -1 -14 235 -26 -3 206 ($M) GAAP RIGHTSIZING ACQ. ADJ. SEGMENT CORP. INT./TAX ADJ. ACQ. RIGHTSIZING GAAP EARNINGS AMORT. EARNINGS EBIT EXPENSE EXPENSE EARNINGS AMORT. EARNINGS Q3 2018 Q3 2019 (1) Depreciation: $31M, Amortization: $36M Note: Numbers may not add due to rounding (2) Depreciation: $30M, Amortization: $35M 6 (3) Non-GAAP measures (definition and reconciliation in appendix)

9M 2019 – Free Cash Flow $M 9M 2019 9M 2018 ∆ Net earnings $510 $429 $81 Loss from disc. ops. 0 4 (4) Loss on assets held for sale 47 0 47 D&A 202 206 (4) Chg. in working capital (146) (162) 16 Chg. in other(1) (29) (58) 29 Cash flow from operations $584 419 $165 Capex (137) (135) (3) Free cash flow $447 $28412.3% $163 FCF as a % of revenue 8.3% 5.5% • Q3 2019 FCF 16.7% of revenue (compared to 11.8% in Q3 2018) Note: Numbers may not add due to rounding (1) Includes stock-based compensation and changes in other current and non-current assets and liabilities 7

Segment Information 8

Engineered Systems – Financial Results Revenue Bookings Printing & Identification ($M) . Organic growth: 6.3% . Organic growth: 9.3% . Continued strength in ESG and . Driven by DDP and ESG expected acceleration in DDP 672 42 -12 0 702 662 61 -13 0 711 ($M) Q3 2018 ORG. FX ACQ./ Q3 2019 Q3 2018 ORG. FX ACQ./ Q3 2019 DISP. DISP. (1) Adjusted EBIT, EBITDA & Margin Industrial 22.0% 20.5% 19.5% . Volume leverage in Industrial and Printing & 17.8% ID platforms . 50+% conversion . Adjusted EBIT up 15% (+170 bps) 119 18 138 21 0 -3 -1 0 154 -17 137 ($M) ADJ. EBIT D&A (2) ADJ. ORGANIC ACQ./ R&D & FX OTHER ADJ. D&A (3) ADJ. EBIT EBITDA VOLUME DISP. INVEST. EBITDA Q3 2018 Q3 2019 Note: Numbers may not add due to rounding (1) Non-GAAP measures (definition and reconciliation in appendix) 9 (2) Depreciation: $9M, Amortization: $10M (3) Depreciation: $9M, Amortization: $8M

Fluids – Financial Results Revenue Bookings Fueling & Transport ($M) . Organic growth: 9.8% . Organic growth: 8.4% . Continued strength across all businesses 690 68 -13 9 753 724 61 -13 9 780 ($M) Q3 2018 ORG. FX ACQ./ Q3 2019 Q3 2018 ORG. FX ACQ./ Q3 2019 Pumps DISP. (2) DISP. (3) Adjusted EBIT, EBITDA & Margin (1) 21.2% 24.2% . Strong organic growth and conversion across portfolio 19.6% 16.2% . 50+% conversion Process Solutions . Adjusted EBIT up 32% (+340 bps) 112 35 147 29 5 -1 -2 5 182 -35 147 ($M) ADJ. EBIT D&A (4) ADJ. ORGANIC ACQ./ R&D & FX OTHER ADJ. D&A (6) ADJ. EBIT EBITDA VOLUME DISP. (5) INVEST. EBITDA Q3 2018 Q3 2019 Note: Numbers may not add due to rounding (1) Non-GAAP measures (definition and reconciliation in appendix) (4) Depreciation: $16M, Amortization: $19M (2) Acquisitions: $18M, Dispositions: $9M (5) Acquisitions: $5M, Dispositions: $1M 10 (3) Acquisitions: $16M, Dispositions: $7M (6) Depreciation: $16M, Amortization: $19M

Refrigeration & Food Equipment – Financial Results Revenue Bookings Refrigeration ($M) . Organic change: -3.2% . Organic change: -2.3% . Soft demand in food retail and Asia heat exchangers 386 -12 -3 0 370 332 -8 -1 0 323 ($M) Q3 2018 ORG. FX ACQ./ Q3 2019 Q3 2018 ORG. FX ACQ./ Q3 2019 Food Equipment DISP. DISP. Adjusted EBIT, EBITDA & Margin (1) 14.6% 13.3% . Lower volumes 11.1% . Adjusted EBIT down 16% (-140 bps) 9.7% 43 14 56 -6 0 0 -1 0 49 -13 36 ($M) ADJ. EBIT D&A (2) ADJ. ORGANIC ACQ./ R&D & FX OTHER ADJ. D&A (3) ADJ. EBIT EBITDA VOLUME DISP. INVEST. EBITDA Q3 2018 Q3 2019 Note: Numbers may not add due to rounding (1) Non-GAAP measures (definition and reconciliation in appendix) (2) Depreciation: $6M, Amortization: $7M 11 (3) Depreciation: $6M, Amortization: $7M

Q3 Adjusted EPS up 18% Adjusted EPS(1) ($/share) $1.60 Q3 ’19 impact ($0.01) $0.04 from discrete tax items $0.23 $0.02 Q3 ‘18 $1.36 impact from $0.05 discrete tax items Q3 ’18 Acquisitions / Revenue Growth Corporate, Q3 ’19 Adj. EPS Dispositions / Conversion Shares, and ETR Adj. EPS 60% margin conversion Note: Numbers may not add due to rounding 12 (1) Adjusted diluted EPS excludes acquisition-related amortization, rightsizing and other costs (reconciliation in appendix)

2019 FY Guidance 13

Updated FY 2019F Guidance Engineered Refrigeration 2019 Systems Fluids & Food Equip Total Organic revenue 4% - 5% ~5% ~Flat 3% - 5% Acquisitions - 2% - 1% Dispositions - (1%) - (0%) Currency (2%) (3%) (1%) (2%) Total revenue 2% - 3% ~4% ~(1%) 2% - 3% Adjusted EPS: $5.82 - $5.85(1) Dollar/Euro assumption: 1.12 (1) Adjusted EPS excludes acquisition-related amortization costs, rightsizing and other costs, and a 2019 loss on assets held for sale; assumes 147.0 million weighted average shares 14 Note: Numbers may not add due torounding

Appendix 15

Reconciliation of Q3 2019 Earnings from Continuing Operations to Adj. EBIT and Adj. EBITDA and calculation of Adj. EBIT margin and Adj. EBITDA margin by Segment (U.S. GAAP) Q3 2019 ($ in millions) DES DF DRFE Total Revenue 702 753 370 1,825 Earnings from continuing operations - - - 206 Add back: Corporate expense - - - 29 Interest expense, net - - - 30 Income tax expense - - - 52 EBIT 136 146 35 317 EBIT % 19.4% 19.3% 9.5% 17.4% Adjustments: Rightsizing and other costs 1 2 1 3 Adjusted EBIT - Segment 137 147 36 320 Adjusted EBIT % 19.5% 19.6% 9.7% 17.5% Adjusted depreciation and amortization expense(1) 17 35 13 65 Adjusted EBITDA - Segment 154 182 49 385 Adjusted EBITDA % 22.0% 24.2% 13.3% 21.1% Note: Numbers may not add due to rounding (1) Adjusted depreciation and amortization expense excludes depreciation and amortization included within rightsizing and other costs 16

Reconciliation of Q3 2018 Earnings from Continuing Operations to Adj. EBIT and Adj. EBITDA and calculation of Adj. EBIT margin and Adj. EBITDA margin by Segment (U.S. GAAP) Q3 2018 ($ in millions) DES DF DRFE Total Revenue 672 690 386 1,748 Earnings from continuing operations - - - 157 Add back: Corporate expense - - - 30 Interest expense, net - - - 29 Income tax expense - - - 36 EBIT 109 101 42 252 EBIT % 16.2% 14.7% 11.0% 14.4% Adjustments: Rightsizing and other costs 11 10 0 22 Adjusted EBIT - Segment 119 112 43 274 Adjusted EBIT % 17.8% 16.2% 11.1% 15.7% Depreciation and amortization expense 18 35 14 67 Adjusted EBITDA - Segment 138 147 56 341 Adjusted EBITDA % 20.5% 21.2% 14.6% 19.5% Note: Numbers may not add due to rounding 17

Reconciliation of Adjusted Earnings from Continuing Operations to Earnings from Continuing Operations and calculation of Adjusted diluted EPS under U.S. GAAP ($ in millions, except per share data) Q3 2019 Q3 2018 Earnings from continuing operations ($) 206 157 Acquisition-related amortization, pre tax 34 35 Acquisition-related amortization, tax impact (9) (9) Rightsizing and other costs, pre tax 4 24 Rightsizing and other costs, tax impact (1) (4) Adjusted earnings from continuing operations ($) 235 203 Weighted average shares outstanding – diluted 147 149 Diluted EPS ($) 1.40 1.05 Acquisition-related amortization, pre tax 0.23 0.23 Acquisition-related amortization, tax impact (0.06) (0.06) Rightsizing and other costs, pre tax 0.03 0.16 Rightsizing and other costs, tax impact (0.01) (0.03) Adjusted diluted EPS ($) 1.60 1.36 Note: Numbers may not add due to rounding 18

Reconciliation of Free Cash Flow; and EPS from Continuing Operations to Adjusted EPS from Continuing Operations Reconciliation Free Cash Flow Reconciliation Sep 30, Sep 30, ($ millions) 2019 2018 Net Cash Provided by Operating Activities 584 419 Capital Expenditures (137) (135) Free Cash Flow 447 284 Adjusted EPS from Continuing Operations Reconciliation Range 2019 Guidance for Earnings per Share from Continuing Operations (GAAP) $4.69 $4.72 Acquisition-related amortization, net 0.71 Rightsizing and other costs, net 0.10 Loss on assets held for sale 0.32 2019 Guidance for Adjusted Earnings per Share from Continuing Operations $5.82 $5.85 Note: Numbers may not add due to rounding 19

Non-GAAP Definitions Definitions of Non-GAAP Measures: Adjusted Earnings from Continuing Operations: is defined as earnings from continuing operations adjusted for the effect of acquisition-related amortization, rightsizing and other costs and a 2019 loss on assets held for sale. Adjusted Diluted Earnings Per Share from Continuing Operations: is defined as adjusted earnings from continuing operations divided by average diluted shares. Adjusted EBIT by Segment: is defined as earnings from continuing operations before income taxes, net interest expense, corporate expenses, rightsizing and other costs and a 2019 loss on assets held for sale. Adjusted EBIT Margin by Segment: is defined as adjusted EBIT by segment divided by segment revenue. Adjusted EBITDA by Segment: is defined as adjusted EBIT by segment plus depreciation and amortization, excluding depreciation and amortization included within rightsizing and other costs. Adjusted EBITDA Margin by Segment: is defined as adjusted EBITDA by segment divided by segment revenue. Free Cash Flow: is defined as net cash provided by operating activities minus capital expenditures. Organic Revenue Growth: is defined as revenue growth excluding the impact of foreign currency exchange rates and the impact of acquisition and dispositions. The tables included in this presentation provide reconciliations of the non-GAAP measures used in this presentation to the most directly comparable U.S. GAAP measures. Further information regarding management’s use of these non-GAAP measures is included in Dover’s earnings release and investor supplement for the third quarter. 20