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 16, 2014 
________________________________
 
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))	

 	

Item 2.02 Results of Operations and Financial Condition.
 
On October 16, 2014, Dover Corporation (i) issued the Press Release attached hereto as Exhibit 99.1 announcing its results of operations for the quarter ended September 30, 2014; 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, 2014.
 
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 Dover Corporation Press Release dated October 16, 2014.
99.2 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.

 	 	 	 	
Date:	October 16, 2014	DOVER CORPORATION	 	
 	 	(Registrant)	 	
 	 	 	 	 	
 	 	By:	/s/ Ivonne M. Cabrera	 	
 	 	 	Ivonne M. Cabrera	 	
 	 	 	Senior Vice President, General Counsel & Secretary	 	

EXHIBIT INDEX

Number	 	Exhibit	
99.1	 	Press Release of Dover Corporation dated October 16, 2014	
 	 	 	
99.2	 	Presentation Slides posted on Dover Corporation’s website at http://www.dovercorporation.com	

Exhibit 99.1

 	
 	 	 	
CONTACT:	 	 	
Paul Goldberg	 	 	
Vice President - Investor Relations	 	 	
(212) 922-1640	 	 	

DOVER REPORTS THIRD QUARTER 2014 RESULTS AND
UPDATES FULL YEAR GUIDANCE
 	 	
•	Reports quarterly revenue of $2.1 billion, an increase of 8% over the prior year	
 	 	
•	Achieves adjusted quarterly diluted earnings per share from continuing operations of $1.35, up 8% from an adjusted prior year	
 	 	
•	Generates bookings growth of 10%	
 	 	
•	Narrows guidance for 2014 full year adjusted diluted earnings per share from continuing operations to $4.75 to $4.80, a $0.05 reduction to the high end of prior guidance, largely reflecting the impact of recent acquisitions	

Downers Grove, Illinois, October 16, 2014 — Dover (NYSE: DOV) announced today that for the third quarter ended September 30, 2014, revenue was $2.1 billion, an increase of 8% over the prior year. The revenue increase was driven by organic growth of 4% and an increase of 4% from acquisitions, with a negligible impact from foreign exchange. Earnings from continuing operations were $232.8 million, or $1.38 diluted earnings per share (“EPS”), compared to $226.2 million, or $1.31 EPS, in the prior year period, representing increases of 3% and 5%, respectively. EPS from continuing operations for the quarter ended September 30, 2014, included discrete tax benefits of $0.03, while the quarter ended September 30, 2013, included discrete tax benefits of $0.04 and other one-time gains of $0.02. Excluding these items, adjusted EPS from continuing operations for the third quarter of 2014 was $1.35, an increase of 8% over an adjusted EPS of $1.25 in the prior year period.

Revenue for the nine months ended September 30, 2014 was $6.0 billion, an increase of 7% over the prior year, reflecting organic growth of 4% and a 3% increase from acquisitions. Foreign exchange had a negligible impact. Earnings from continuing operations for the nine months ended September 30, 2014 were $626.6 million, or $3.69 EPS, compared to $651.5 million, or $3.75 EPS in the prior year period, representing decreases of 4% and 2%, respectively. EPS from continuing operations during this period includes discrete tax benefits of $0.04 EPS compared to $0.42 EPS in the prior year, as well as $0.02 of other one-time gains recognized in the prior year. Excluding these items, adjusted EPS from continuing operations for the nine months ended September 30, 2014 was $3.65, an increase of 10% over an adjusted EPS of $3.31 in the prior year.

Commenting on the third quarter results, Dover's President and Chief Executive Officer, Robert A. Livingston, said, “I was pleased with our strong finish to the third quarter, during which business activity significantly improved in September after softness in July and August. The result for the quarter was revenue and bookings growth at all segments. Most notably, Fluids delivered 17% growth, while Energy and Engineered Systems each grew 8%. In all, we generated revenue growth of 8%, grew bookings 10%, and saw our backlog increase 14%."

“Over the past three quarters, we have made great strides in enhancing our businesses. We have completed a number of productivity initiatives across the organization and have strengthened several of our businesses with acquisitions, including our recently completed Accelerated transaction. In total, we have invested roughly $800 million on acquisitions year to date. As a result, we have broadened our product offerings in Artificial Lift, expanded our global footprint in Fluid Transfer, and opened new markets for Printing and Identification. In addition, we have used our cash flow and balance sheet to grow our annual dividend for the 59 th  consecutive year ,  as well as fund nearly $400 million in share repurchases.”

"Looking at the full year, we expect total revenue growth of about 8%. Organic growth is anticipated to be around 4%. Completed acquisitions will now provide approximately 4% growth, representing a 1% increase from our prior forecast, principally driven by our recently completed acquisitions. While these deals will have a dilutive impact in 2014, they should be solidly accretive in 2015. In total, we now expect full year adjusted EPS to be in the range of $4.75 to $4.80, a $0.05 reduction to the high end of our prior guidance, largely reflecting the impact of recent acquisitions . ”

Net earnings for the third quarter of 2014 were $231.8 million, or $1.38 EPS, which included a net loss from discontinued operations of $1.0 million, or $0.01 EPS compared to net earnings of $269.1 million, or $1.56 EPS, for the same period of 2013, which included earnings from discontinued operations of $42.9 million, or $0.25 EPS.

Net earnings for the nine months ended September 30, 2014 were $605.9 million, or $3.57 EPS, compared to net earnings of $809.2 million, or $4.65 EPS, for the same period of 2013. 2014 results reflected a net loss from discontinued operations of $20.7 million, or $0.12 EPS, which included $27.1 million in spin-off costs. 2013 results reflected earnings from discontinued operations of $157.7 million or $0.91 EPS, which included spin-off costs of $14.0 million.

Dover will host a webcast of its third quarter 2014 conference call at 10:00 A.M. Eastern Time (9:00 A.M. Central Time) on Thursday, October 16, 2014. The webcast can be accessed on the Dover website at www.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 also be found on the Company’s website.

About Dover:

Dover is a diversified global manufacturer with annual revenues of$8 billion. We deliver innovative equipment and components, specialty systems and support services through four major operating segments: Energy, 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 nearly 60 years, our team of 28,000 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 www.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 relate to, among other things, operating and strategic plans, income, earnings, cash flows, changes in operations, industries in which Dover businesses operate, and operating improvements. Forward-looking statements may be indicated by words or phrases such as “anticipates,” “expects,” “believes,” “indicates,” “suggests,” “will,” “plans,” “supports,” “projects,” “should,” “would,” “could,” “forecast” and “management is of the opinion,” or the use of the 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, the ability of Dover's businesses to expand into new geographic markets, particularly outside of North America and Europe; Dover's ability to identify and successfully consummate value-adding acquisition opportunities; Dover's ability to achieve expected savings from integration and synergies from existing businesses and future acquisitions, and other cost-control initiatives, such as lean and productivity programs; changes in customer demand or the impact of loss of a significant customer, or loss or non-renewal of significant contracts; the ability of Dover's 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; economic conditions generally and changes in economic conditions globally and in markets served by Dover businesses, including well activity, U.S. industrials activity and the status of economic recovery in Europe; the impact of natural disasters and their effect on global supply chains and energy markets; instability in countries where Dover conducts business; increased competition and pricing pressures in the markets served by Dover's businesses; the impact of loss of a single-source manufacturing facility on our businesses that use the facility; short-term capacity constraints; increases in the cost of raw materials; domestic and foreign governmental and public policy changes or developments, including environmental regulations, conflict minerals disclosure requirements, and tax policies (including domestic and international export subsidy programs, R&E credits and other similar programs); protection and validity of patent and other intellectual property rights; the impact of regulation and regulatory and legal matters and legal compliance risks; the impact of interest rate and currency exchange rate fluctuations; conditions and events affecting domestic and global financial and capital markets; possible future terrorist threats and their effect on the worldwide economy; and a downgrade in Dover's credit ratings which, among other matters, could make obtaining financing more difficult and costly. 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 2014

DOVER CORPORATION
CONSOLIDATED STATEMENTS OF EARNINGS
(unaudited)(in thousands, except per share data)

 	Three Months Ended September 30,	 	Nine Months Ended September 30,	
 	2014	 	2013	 	2014	 	2013	
Revenue	$	2,092,467	
 	 	$	1,940,211	
 	 	$	6,024,852	
 	 	$	5,636,599	
 	
Cost of goods and services	1,290,625	
 	 	1,183,864	
 	 	3,690,384	
 	 	3,442,816	
 	
Gross profit	801,842	
 	 	756,347	
 	 	2,334,468	
 	 	2,193,783	
 	
Selling and administrative expenses	442,709	
 	 	408,264	
 	 	1,351,106	
 	 	1,260,321	
 	
Operating earnings	359,133	
 	 	348,083	
 	 	983,362	
 	 	933,462	
 	
Interest expense, net	31,239	
 	 	30,236	
 	 	95,871	
 	 	90,752	
 	
Other (income) expense, net	(803	)	 	177	
 	 	(6,489	)	 	(1,065	)	
Earnings before provision for income taxes and discontinued operations	328,697	
 	 	317,670	
 	 	893,980	
 	 	843,775	
 	
Provision for income taxes	95,872	
 	 	91,435	
 	 	267,388	
 	 	192,269	
 	
Earnings from continuing operations	232,825	
 	 	226,235	
 	 	626,592	
 	 	651,506	
 	
(Loss) earnings from discontinued operations, net	(981	)	 	42,879	
 	 	(20,651	)	 	157,660	
 	
Net earnings	$	231,844	
 	 	$	269,114	
 	 	$	605,941	
 	 	$	809,166	

Basic earnings per common share:	 	 	 	 	 	 	 	
Earnings from continuing operations	$	1.40	
 	 	$	1.33	
 	 	$	3.74	
 	 	$	3.79	
 	
(Loss) earnings from discontinued operations, net	(0.01	)	 	0.25	
 	 	(0.12	)	 	0.92	
 	
Net earnings	1.40	
 	 	1.58	
 	 	3.62	
 	 	4.71	

Weighted average shares outstanding	166,021	 	170,544	 	167,401	 	171,690	
 	 	 	 	 	 	 	 	
Diluted earnings per common share:	 	 	 	 	 	 	 	
Earnings from continuing operations	$	1.38	
 	 	$	1.31	
 	 	$	3.69	
 	 	$	3.75	
 	
(Loss) earnings from discontinued operations, net
	(0.01	)	 	0.25	
 	 	(0.12	)	 	0.91	
 	
Net earnings	1.38	
 	 	1.56	
 	 	3.57	
 	 	4.65	

Weighted average shares outstanding	168,343	 	172,734	 	169,761	 	173,870	
 	 	 	 	 	 	 	 	
Dividends paid per common share	$	0.40	
 	 	$	0.375	
 	 	$	1.15	
 	 	$	1.075	

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

 	2014	 	2013	
 	Q1	Q2	Q3	Q3 YTD	 	Q1	Q2	Q3	Q3 YTD	Q4	FY 2013	
REVENUE	 	 	 	 	 	 	 	 	 	 	 	
Energy	$	478,773	
 	$	481,016	
 	$	507,334	
 	$	1,467,123	
 	 	$	462,679	
 	$	465,906	
 	$	467,688	
 	$	1,396,273	
 	$	457,580	
 	$	1,853,853	

Engineered Systems	 	 	 	 	 	 	 	 	 	 	 	
Printing & Identification	263,533	
 	287,284	
 	290,635	
 	841,452	
 	 	237,869	
 	250,616	
 	256,565	
 	745,050	
 	276,672	
 	1,021,722	
 	
Industrials	386,245	
 	411,673	
 	404,609	
 	1,202,527	
 	 	367,456	
 	388,810	
 	385,640	
 	1,141,906	
 	374,934	
 	1,516,840	
 	
 	649,778	
 	698,957	
 	695,244	
 	2,043,979	
 	 	605,325	
 	639,426	
 	642,205	
 	1,886,956	
 	651,606	
 	2,538,562	

Fluids	345,009	
 	346,275	
 	361,797	
 	1,053,081	
 	 	273,638	
 	310,137	
 	309,241	
 	893,016	
 	343,822	
 	1,236,838	

Refrigeration & Food Equipment	411,493	
 	522,357	
 	528,807	
 	1,462,657	
 	 	422,468	
 	517,574	
 	521,322	
 	1,461,364	
 	426,476	
 	1,887,840	

Intra-segment eliminations	(406	)	(867	)	(715	)	(1,988	)	 	(133	)	(632	)	(245	)	(1,010	)	(430	)	(1,440	)	
Total consolidated revenue	$	1,884,647	
 	$	2,047,738	
 	$	2,092,467	
 	$	6,024,852	
 	 	$	1,763,977	
 	$	1,932,411	
 	$	1,940,211	
 	$	5,636,599	
 	$	1,879,054	
 	$	7,515,653	

NET EARNINGS	 	 	 	 	 	 	 	 	 	 	 	
Segment Earnings:	 	 	 	 	 	 	 	 	 	 	 	
Energy	$	118,968	
 	$	114,991	
 	$	122,738	
 	$	356,697	
 	 	$	118,708	
 	$	109,662	
 	$	119,086	
 	$	347,456	
 	$	112,193	
 	$	459,649	
 	
Engineered Systems	92,320	
 	112,422	
 	119,316	
 	324,058	
 	 	83,283	
 	102,804	
 	111,850	
 	297,937	
 	101,511	
 	399,448	
 	
Fluids	57,942	
 	63,112	
 	67,559	
 	188,613	
 	 	47,601	
 	58,768	
 	63,056	
 	169,425	
 	55,098	
 	224,523	
 	
Refrigeration & Food Equipment	44,862	
 	84,926	
 	78,012	
 	207,800	
 	 	52,110	
 	82,177	
 	86,446	
 	220,733	
 	46,574	
 	267,307	
 	
Total Segments	314,092	
 	375,451	
 	387,625	
 	1,077,168	
 	 	301,702	
 	353,411	
 	380,438	
 	1,035,551	
 	315,376	
 	1,350,927	
 	
Corporate expense / other	30,521	
 	29,107	
 	27,689	
 	87,317	
 	 	33,632	
 	34,860	
 	32,532	
 	101,024	
 	28,752	
 	129,776	
 	
Net interest expense	32,665	
 	31,967	
 	31,239	
 	95,871	
 	 	30,284	
 	30,232	
 	30,236	
 	90,752	
 	29,920	
 	120,672	
 	
Earnings from continuing operations before provision for income taxes	250,906	
 	314,377	
 	328,697	
 	893,980	
 	 	237,786	
 	288,319	
 	317,670	
 	843,775	
 	256,704	
 	1,100,479	
 	
Provision for income taxes	74,582	
 	96,934	
 	95,872	
 	267,388	
 	 	70,573	
 	30,261	
 	91,435	
 	192,269	
 	74,138	
 	266,407	
 	
Earnings from continuing operations	176,324	
 	217,443	
 	232,825	
 	626,592	
 	 	167,213	
 	258,058	
 	226,235	
 	651,506	
 	182,566	
 	834,072	
 	
(Loss) earnings from discontinued operations, net	(16,186	)	(3,484	)	(981	)	(20,651	)	 	42,790	
 	71,991	
 	42,879	
 	157,660	
 	11,397	
 	169,057	
 	
Net earnings	$	160,138	
 	$	213,959	
 	$	231,844	
 	$	605,941	
 	 	$	210,003	
 	$	330,049	
 	$	269,114	
 	$	809,166	
 	$	193,963	
 	$	1,003,129	

SEGMENT OPERATING MARGIN	 	 	 	 	 	 	 	 	 	
Energy	24.8	%	23.9	%	24.2	%	24.3	%	 	25.7	%	23.5	%	25.5	%	24.9	%	24.5	%	24.8	%	
Engineered Systems	14.2	%	16.1	%	17.2	%	15.9	%	 	13.8	%	16.1	%	17.4	%	15.8	%	15.6	%	15.7	%	
Fluids	16.8	%	18.2	%	18.7	%	17.9	%	 	17.4	%	18.9	%	20.4	%	19.0	%	16.0	%	18.2	%	
Refrigeration & Food Equipment	10.9	%	16.3	%	14.8	%	14.2	%	 	12.3	%	15.9	%	16.6	%	15.1	%	10.9	%	14.2	%	
Total Segment	16.7	%	18.3	%	18.5	%	17.9	%	 	17.1	%	18.3	%	19.6	%	18.4	%	16.8	%	18.0	%	
 	 	 	 	 	 	 	 	 	 	 	 	
DEPRECIATION AND AMORTIZATION EXPENSE	 	 	 	 	 	 	 	 	 	
Energy	$	25,575	
 	$	25,807	
 	$	27,145	
 	$	78,527	
 	 	$	24,448	
 	$	24,714	
 	$	24,707	
 	$	73,869	
 	$	25,206	
 	$	99,075	
 	
Engineered Systems	18,977	
 	19,028	
 	18,400	
 	56,405	
 	 	17,450	
 	17,885	
 	18,110	
 	53,445	
 	18,137	
 	71,582	
 	
Fluids	16,366	
 	15,308	
 	14,019	
 	45,693	
 	 	11,361	
 	11,570	
 	11,790	
 	34,721	
 	14,091	
 	48,812	
 	
Refrigeration & Food Equipment	17,212	
 	17,451	
 	17,073	
 	51,736	
 	 	16,585	
 	16,611	
 	16,962	
 	50,158	
 	17,070	
 	67,228	
 	
Corporate	869	
 	999	
 	913	
 	2,781	
 	 	858	
 	1,029	
 	1,030	
 	2,917	
 	944	
 	3,861	
 	
 	$	78,999	
 	$	78,593	
 	$	77,550	
 	$	235,142	
 	 	$	70,702	
 	$	71,809	
 	$	72,599	
 	$	215,110	
 	$	75,448	
 	$	290,558	

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

 	2014	 	2013	
 	Q1	Q2	Q3	Q3 YTD	 	Q1	Q2	Q3	Q3 YTD	Q4	FY 2013	
BOOKINGS	 	 	 	 	 	 	 	 	 	 	 	
Energy	$	478,469	
 	$	477,162	
 	$	526,134	
 	$	1,481,765	
 	 	$	515,388	
 	$	416,892	
 	$	481,021	
 	$	1,413,301	
 	$	440,261	
 	$	1,853,562	

Engineered Systems	 	 	 	 	 	 	 	 	 	 	 	
Printing & Identification	282,867	
 	282,326	
 	281,115	
 	846,308	
 	 	237,291	
 	259,380	
 	256,210	
 	752,881	
 	270,392	
 	1,023,273	
 	
Industrials	427,557	
 	409,815	
 	386,325	
 	1,223,697	
 	 	405,555	
 	396,886	
 	344,764	
 	1,147,205	
 	371,797	
 	1,519,002	
 	
Eliminations	(17	)	(17	)	(11	)	(45	)	 	(82	)	(129	)	(5	)	(216	)	279	
 	63	
 	
 	710,407	
 	692,124	
 	667,429	
 	2,069,960	
 	 	642,764	
 	656,137	
 	600,969	
 	1,899,870	
 	642,468	
 	2,542,338	

Fluids	362,943	
 	375,009	
 	350,853	
 	1,088,805	
 	 	303,609	
 	298,817	
 	307,729	
 	910,155	
 	351,767	
 	1,261,922	

Refrigeration & Food Equipment	493,731	
 	542,810	
 	459,099	
 	1,495,640	
 	 	482,742	
 	515,320	
 	433,426	
 	1,431,488	
 	450,850	
 	1,882,338	

Intra-segment eliminations	(506	)	(1,090	)	(737	)	(2,333	)	 	(560	)	(708	)	(416	)	(1,684	)	734	
 	(950	)	
 	 	 	 	 	 	 	 	 	 	 	 	
Total consolidated bookings	$	2,045,044	
 	$	2,086,015	
 	$	2,002,778	
 	$	6,133,837	
 	 	$	1,943,943	
 	$	1,886,458	
 	$	1,822,729	
 	$	5,653,130	
 	$	1,886,080	
 	$	7,539,210	

BACKLOG	 	 	 	 	 	 	 	 	 	 	 	
Energy	$	210,846	
 	$	206,415	
 	$	232,739	
 	 	 	$	274,733	
 	$	218,764	
 	$	233,820	
 	 	$	206,790	

Engineered Systems	 	 	 	 	 	 	 	 	 	 	 	
Printing & Identification	136,309	
 	135,872	
 	120,780	
 	 	 	95,353	
 	103,864	
 	105,699	
 	 	100,032	
 	 	
Industrials	414,979	
 	413,119	
 	392,985	
 	 	 	415,478	
 	421,833	
 	379,456	
 	 	374,008	
 	 	
 	551,288	
 	548,991	
 	513,765	
 	 	 	510,831	
 	525,697	
 	485,155	
 	 	474,040	

Fluids	328,617	
 	348,508	
 	323,424	
 	 	 	222,255	
 	228,212	
 	228,880	
 	 	310,330	

Refrigeration & Food Equipment	431,298	
 	450,065	
 	376,141	
 	 	 	417,246	
 	412,366	
 	324,042	
 	 	347,004	

Intra-segment eliminations	(374	)	(212	)	(302	)	 	 	(385	)	(526	)	(387	)	 	(592	)	 	
 	 	 	 	 	 	 	 	 	 	 	 	
Total consolidated backlog	$	1,521,675	
 	$	1,553,767	
 	$	1,445,767	
 	 	 	$	1,424,680	
 	$	1,384,513	
 	$	1,271,510	
 	 	$	1,337,572	

DOVER CORPORATION
QUARTERLY EARNINGS PER SHARE
(unaudited)(in thousands, except per share data*)

 	2014	 	2013	
 	Q1	Q2	Q3	Q3 YTD	 	Q1	Q2	Q3	Q3 YTD	Q4	FY 2013	
Basic earnings (loss) per common share:	 	 	 	 	 	 	 	 	 	
Continuing operations	$	1.04	
 	$	1.31	
 	$	1.40	
 	$	3.74	
 	 	$	0.96	
 	$	1.51	
 	$	1.33	
 	$	3.79	
 	$	1.07	
 	$	4.87	
 	
Discontinued operations	(0.10	)	(0.02	)	(0.01	)	(0.12	)	 	0.25	
 	0.42	
 	0.25	
 	0.92	
 	0.07	
 	0.99	
 	
Net earnings	0.94	
 	1.29	
 	1.40	
 	3.62	
 	 	1.21	
 	1.93	
 	1.58	
 	4.71	
 	1.14	
 	5.86	

Diluted earnings (loss) per common share:	 	 	 	 	 	 	 	 	 	
Continuing operations	$	1.02	
 	$	1.29	
 	$	1.38	
 	$	3.69	
 	 	$	0.95	
 	$	1.49	
 	$	1.31	
 	$	3.75	
 	$	1.06	
 	$	4.81	
 	
Discontinued operations	(0.09	)	(0.02	)	(0.01	)	(0.12	)	 	0.24	
 	0.42	
 	0.25	
 	0.91	
 	0.07	
 	0.97	
 	
Net earnings	0.93	
 	1.27	
 	1.38	
 	3.57	
 	 	1.20	
 	1.91	
 	1.56	
 	4.65	
 	1.13	
 	5.78	

Adjusted diluted earnings per common share (calculated below):	
Continuing operations	$	1.01	
 	$	1.29	
 	$	1.35	
 	$	3.65	
 	 	$	0.93	
 	$	1.13	
 	$	1.25	
 	$	3.31	
 	$	1.02	
 	$	4.33	

Net earnings (loss) and average shares used in calculated earnings (loss) per share amounts are as follows:	
 	 	 	 	 	 	 	 	 	 	 	 	
Net earnings (loss):	 	 	 	 	 	 	 	 	 	 	 	
Continuing operations	$	176,324	
 	$	217,443	
 	$	232,825	
 	$	626,592	
 	 	$	167,213	
 	$	258,058	
 	$	226,235	
 	$	651,506	
 	$	182,566	
 	$	834,072	
 	
Discontinued operations	(16,186	)	(3,484	)	(981	)	(20,651	)	 	42,790	
 	71,991	
 	42,879	
 	157,660	
 	11,397	
 	169,057	
 	
Net earnings	160,138	
 	213,959	
 	231,844	
 	605,941	
 	 	210,003	
 	330,049	
 	269,114	
 	809,166	
 	193,963	
 	1,003,129	

Average shares outstanding:	 	 	 	 	 	 	 	 	 	
Basic	169,750	
 	166,474	
 	166,021	
 	167,401	
 	 	173,448	
 	171,111	
 	170,544	
 	171,690	
 	170,027	
 	171,271	
 	
Diluted	172,013	
 	168,857	
 	168,343	
 	169,761	
 	 	175,567	
 	173,097	
 	172,734	
 	173,870	
 	172,265	
 	173,547	

 	
 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	
Note:	 	 	 	 	 	 	 	 	 	 	 	
Earnings from continuing operations are adjusted by discrete tax items and other one-time gains to derive adjusted earnings from continuing operations and adjusted diluted earnings per common share as follows:	
 	 	 	 	 	 	 	 	 	 	 	 	
 	2014	 	2013	
 	Q1	Q2	Q3	Q3 YTD	 	Q1	Q2	Q3	Q3 YTD	Q4	FY 2013	
Adjusted earnings from continuing operations:	 	 	 	 	 	 	 	 	
Earnings from continuing operations	$	176,324	
 	$	217,443	
 	$	232,825	
 	$	626,592	
 	 	$	167,213	
 	$	258,058	
 	$	226,235	
 	$	651,506	
 	$	182,566	
 	$	834,072	
 	
Gains (losses) from discrete and other tax items	2,541	
 	(636	)	5,524	
 	7,429	
 	 	4,343	
 	61,477	
 	7,751	
 	73,571	
 	6,084	
 	79,655	
 	
Other one-time gains, net of tax	—	
 	—	
 	—	
 	—	
 	 	—	
 	—	
 	2,866	
 	2,866	
 	—	
 	2,866	
 	
Adjusted earnings from continuing operations	$	173,783	
 	$	218,079	
 	$	227,301	
 	$	619,163	
 	 	$	162,870	
 	$	196,581	
 	$	215,618	
 	$	575,069	
 	$	176,482	
 	$	751,551	

Adjusted diluted earnings per common share:	 	 	 	 	 	 	 	 	 	
Earnings from continuing operations	$	1.02	
 	$	1.29	
 	$	1.38	
 	$	3.69	
 	 	$	0.95	
 	$	1.49	
 	$	1.31	
 	$	3.75	
 	$	1.06	
 	$	4.81	
 	
Gains (losses) from discrete and other tax items	0.01	
 	—	
 	0.03	
 	0.04	
 	 	0.02	
 	0.36	
 	0.04	
 	0.42	
 	0.04	
 	0.46	
 	
Other one-time gains, net of tax	—	
 	—	
 	—	
 	—	
 	 	—	
 	—	
 	0.02	
 	0.02	
 	—	
 	0.02	
 	
Adjusted earnings from continuing operations	$	1.01	
 	$	1.29	
 	$	1.35	
 	$	3.65	
 	 	$	0.93	
 	$	1.13	
 	$	1.25	
 	$	3.31	
 	$	1.02	
 	$	4.33	

* Per share data may not add due to rounding.	 	 	 	 	 	 	 	

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

 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	
 	2014	 	2013	
 	Q1	Q2	Q3	Q3 YTD	 	Q1	Q2	Q3	Q3 YTD	Q4	FY 2013	
Cash flow from operating activities	$	39,778	
 	$	197,696	
 	$	294,662	
 	$	532,136	
 	 	$	57,713	
 	$	249,388	
 	$	281,336	
 	$	588,437	
 	$	424,713	
 	$	1,013,150	
 	
Less: Additions to property, plant and equipment	(33,402	)	(43,924	)	(35,313	)	(112,639	)	 	(26,326	)	(32,017	)	(39,644	)	(97,987	)	(47,579	)	(145,566	)	
Free cash flow	$	6,376	
 	$	153,772	
 	$	259,349	
 	$	419,497	
 	 	$	31,387	
 	$	217,371	
 	$	241,692	
 	$	490,450	
 	$	377,134	
 	$	867,584	

Free cash flow as a percentage of earnings from continuing operations	3.6	%	70.7	%	111.4	%	66.9	%	 	18.8	%	84.2	%	106.8	%	75.3	%	206.6	%	104.0	%	
 	 	 	 	 	 	 	 	 	 	 	 	
Free cash flow as a percentage of revenue	0.3	%	7.5	%	12.4	%	7.0	%	 	1.8	%	11.2	%	12.5	%	8.7	%	20.1	%	11.5	%	

Earnings Conference Call Third Quarter 2014 October 16, 2014 – 9:00am CT

 

2 Forward looking statements 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 2013 and our Form 10-Q for the third quarter of 2014, 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, www.dovercorporation.com, where considerably more information can be found. 2

 

3 $0.50 $0.70 $0.90 $1.10 $1.30 $1.50 Q1* Q2* Q3* Q4* Q1* Q2 Q3* Q3 2014 Performance Adjusted Earnings Per Share* (continuing operations) Q3 Q3/Q3 * Excludes discrete & other tax benefits of $0.02 in Q1 2013, $0.36 in Q2 2013, $0.04 in Q3 2013, $0.04 in Q4 2013, $0.01 in Q1 2014, and $0.03 in Q3 2014; excludes other one-time gains of $0.02 in Q3 2013 (a) See Press Release for free cash flow reconciliation 3 Quarterly Comments 2013 2014  Solid revenue growth is led by Fluids, Engineered Systems and Energy  United States, Europe and Asia markets were solid; Canada and Brazil declined  Segment margin of 18.5% was impacted 50 bps by the impact of recent acquisitions  Bookings growth of 10% is broad-based across all segments  Book-to-bill of 0.96 is seasonally normal Revenue $2.1B 8% $6.0B 7% Adj. EPS (cont.) $1.35 8% $3.65 10% Bookings $2.0B 10% $6.1B 9% Seg. Margins 18.5% -110 bps 17.9% -50 bps Organic Rev. 4% 4% Acq. Growth 4% 3% FCF (a) $259M 7% $419M -14% 9M 9M/9M

 

4 Revenue Q3 2014 Energy Engineered Systems Fluids Refrigeration & Food Equip Total Organic 5% 4% 6% 1% 4% Acquisitions 3% 4% 11% - 4% Currency - - - - - Total 8% 8% 17% 1% 8% 9M 2014 Energy Engineered Systems Fluids Refrigeration & Food Equip Total Organic 4% 5% 7% - 4% Acquisitions 2% 3% 10% - 3% Currency -1% - 1% - - Total 5% 8% 18% - 7%

 

5 Printing & ID Industrial $410 $386 $477 $526 $282 $281 $375 $351 $543 $459 $0 $200 $400 $600 $800 DE Q2 DE Q3 DES Q2 DES Q3 DF Q2 DF Q3 DRE Q2 DRE Q3 Sequential Results – Q2 2014 → Q3 2014 5 $412 $405 $481 $507 $287 $291 $346 $362 $522 $529 $0 $200 $400 $600 $800 DE Q2 DE Q3 DES Q2 DES Q3 DF Q2 DF Q3 DRE Q2 DRE Q3 Revenue +5% -15% +1% -6% +4% -4% ≈ 0% +10% Bookings

 

6 Energy  Drilling & Production revenue growth was strong in core U.S. markets; partially offset by tough comps related to Australia and lower Canada activity  Bearings & Compression results reflect improving compression end-markets  Overall margin remains strong at 24.2% and includes 100 bps dilutive impact of recent acquisitions  Bookings growth of 9% was broad-based  Book-to-bill at 1.04 6 Q3 2014 Q3 2013 % Change Revenue $507 $468 8% Earnings $123 $119 3% Margin 24.2% 25.5% -130 bps Bookings $526 $481 9% Revenue by End-Market % of Q3 Revenue Y / Y Growth Drilling & Production 81% 9% Bearings & Compression 19% 5% $ in millions

 

7 Engineered Systems  Revenue growth is broad- based – Printing & Identification had very strong results in the US and from MS Printing – Industrial growth is led by auto-related businesses  Margin was solid at 17.2%; the benefits of productivity and volume leverage largely offset business mix (lower military activity)  Broad-based bookings growth of 11%  Book-to-bill of 0.96 7 Q3 2014 Q3 2013 % Change Revenue $695 $642 8% Earnings $119 $112 7% Margin 17.2% 17.4% -20 bps Bookings $667 $601 11% Revenue by End-Market % of Q3 Revenue Y / Y Growth Printing & Identification 42% 13% Industrial 58% 5% $ in millions

 

8 Fluids  Revenue growth driven by strong demand in Fluid Transfer and acquisitions  Fluid transfer benefitting from increased regulatory activity around the safe transport of fuels and flammable materials  Pumps results driven by North America and new products  Segment margin of 18.7% impacted by recent acquisitions  Bookings activity remains strong, especially in Fluid Transfer  Book-to-bill at 0.97 8 Q3 2014 Q3 2013 % Change Revenue $362 $309 17% Earnings $ 68 $ 63 7% Margin 18.7% 20.4% -170 bps Bookings $351 $308 14% Revenue by End-Market % of Q3 Revenue Y / Y Growth Pumps 44% 13% Fluid Transfer 56% 21% $ in millions

 

9 Refrigeration & Food Equipment  Revenue growth driven by Refrigeration markets, partially offset by customer push-outs and the timing of Belvac shipments in Food Equipment  Margin performance reflects the impact of unanticipated supply chain costs, inefficiencies connected with customer push-outs, and customer mix  Bookings and backlog growth is seasonally strong  Book-to-bill at a seasonally strong 0.87 9 Q3 2014 Q3 2013 % Change Revenue $529 $521 1% Earnings $ 78 $ 86 -10% Margin 14.8% 16.6% -180 bps Bookings $459 $433 6% Revenue by End-Market % of Q3 Revenue Y / Y Growth Refrigeration 80% 3% Food Equipment 20% -5% $ in millions

 

10 Q3 2014 Overview 10 Q3 2014 Net Interest Expense $31 million, up $1 million from last year and in- line with expectations Corporate Expense $28 million, down $5 million from last year, generally in-line with expectations Effective Tax Rate (ETR) Q3 rate was 30.8%, excluding $0.03 discrete tax benefit; in-line with expectations Capex $35 million, below prior expectations due to timing of projects Share Repurchases Repurchased 857K shares ($75M) in quarter

 

11 FY 2014 Guidance  Revenue – Organic revenue: ≈ 4% – Completed acquisitions: ≈ 4% – Total revenue: ≈ 8%  Corporate expense: ≈ $120 million  Interest expense: ≈ $130 million  Full-year tax rate: ≈ 31.0%  Capital expenditures: ≈ 2.3% of revenue  FY free cash flow: ≈ 11% of revenue 2014 Organic growth rate Energy 4% - 5% Engineered Systems 4% - 5% Fluids 5% - 6% Refrigeration & Food Equipment ≈ 1% Total organic ≈ 4% Acquisitions ≈ 4% (a) Total growth ≈ 8% (a) Reflects completed acquisitions

 

12 2014 EPS Guidance Bridge – Continuing Ops  2013 EPS – Continuing Ops $ 4.81 – Less 2013 tax benefits(1): (0.46) – Other one-time gains(2): (0.02)  2013 Adjusted EPS $ 4.33 – Volume, mix, price (inc. FX): 0.26 - 0.29 – Net benefits of productivity: 0.16 - 0.18 – Acquisitions(3): (0.01) - 0.00 – Investment / Compensation: (0.16 - 0.18) – Corporate expenses: 0.04 – Interest / Shares / Tax rate (net): 0.13 - 0.14  2014 EPS – Adj. Continuing Ops(4) $4.75 - $4.80 (1) $0.02 in Q1 2013 , $0.36 in Q2 2013, $0.04 in Q3 2013, $0.04 in Q4 2013 (2) $0.02 in Q3 2013 (3) Includes the dilutive impact of acquisitions closed in Q3 2014 and Q4 2014 (4) Excludes discrete and other tax benefits of $0.01 in Q1 2014 and $0.03 in Q3 2014