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, 2013 
________________________________
 
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 17, 2013, Dover Corporation (i) issued the Press Release attached hereto as Exhibit 99.1 announcing its results of operations for the third quarter ended September 30, 2013; and (ii) posted on its website at
http://www.dovercorporation.com the presentation slides attached hereto as Exhibit 99.2 for the third quarter ended September 30, 2013.
 
The information in this Current Report on Form 8-K, including exhibits, is being furnished to the Securities and Exchange Commission (the “SEC”) and shall not be deemed to be incorporated by reference into any of Dover’s filings with the SEC under the Securities Act of 1933.

Item 9.01 Financial Statements and Exhibits.
 	 	
(a)	Financial statements of businesses acquired .	
Not applicable.
 	 	
(b)	Pro forma financial information .	
Not applicable.
 	 	
(c)	Shell company transactions .	
Not applicable.
 	 	
(d)	Exhibits.	
The following exhibits are furnished as part of this report:
 
99.1 Dover Corporation Press Release dated October 17, 2013.
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 17, 2013	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 17, 2013	
 	 	 	
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 2013 RESULTS; UPDATES FULL-YEAR OUTLOOK
 	 	
•	Reports quarterly revenue of $2.3 billion, an increase of 7% over the prior year	
 	 	
•	Delivers quarterly diluted earnings per share from continuing operations of $1.53, an increase of 20% over last year	
 	 	
•	Achieves adjusted quarterly diluted earnings per share from continuing operations of $1.54, excluding Knowles spin-off costs of $0.06, tax benefits of $0.03, and other one-time gains gains of $0.02, up 23% from an adjusted prior year	
 	 	
•	Revises outlook for full year revenue growth to approximately 7%	
 	 	
•	Narrows the range for diluted earnings per share from continuing operations to $5.57 to $5.64, including one-time items	

Downers Grove, Illinois, October 17, 2013 — Dover (NYSE: DOV) announced today that for the third quarter ended September 30, 2013, revenue was $2.3 billion, an increase of 7% over the prior year period. The revenue increase was driven by organic growth of 3% and an increase of 4% from acquisitions. Earnings from continuing operations were $263.7 million, or $1.53 diluted earnings per share (“EPS”), compared to $233.3 million, or $1.27 EPS, in the prior year period, representing increases of 13% and 20%, respectively. EPS from continuing operations includes Knowles spin-off costs of $0.06 EPS, discrete tax benefits of $0.03 EPS, and other one-time gains of $0.02 recognized in the current quarter. Excluding these items, adjusted EPS from continuing operations for the third quarter of 2013 was $1.54, reflecting an increase of 23% over an adjusted EPS of $1.25 in the prior year period.

Revenue for the nine months ended September 30, 2013 was $6.5 billion, an increase of 7% over the prior year, reflecting organic growth of 2% and a 5% increase from acquisitions. Earnings from continuing operations for the nine months ended September 30, 2013 were $755.0 million, or $4.34 EPS, compared to $624.9 million, or $3.37 EPS in the prior year period, representing increases of 21% and 29%, respectively. EPS from continuing operations during this period includes Knowles spin-off costs of $0.08 EPS, discrete tax benefits of $0.41 EPS, and other one-time gains of $0.02 compared to $0.01 EPS of discrete tax benefits in the prior year. Excluding these items, adjusted EPS from continuing operations for the nine months ended September 30, 2013 was $4.00, an increase of 19% over an adjusted EPS of $3.36 in the prior year.

Commenting on the third quarter results, Dover's President and Chief Executive Officer, Robert A. Livingston, said, “I am pleased with our strong third quarter results, which were driven by broad-based organic growth across all segments. These results reflect the impact of our global growth initiatives and our recent acquisitions. Particularly strong were our drilling and downstream markets within Energy, our refrigeration & food equipment markets, and Printing & Identification. Our revenue growth was leveraged by solid execution and cost reduction activities, resulting in a segment margin of 19.4%, representing a 100 basis point improvement over last year.”

“Also encouraging, we continued to execute on our global growth strategies and productivity

initiatives during the quarter. We have announced several strategic acquisitions since our last quarterly report and expect more activity in the near-term. These deals are highly synergistic and help to broaden our product mix and geographic breadth within our growth spaces. In addition, we continued to execute on several projects which allow us to consolidate our manufacturing footprint and share infrastructure. These actions, taken together with the upcoming spin-off of Knowles, position Dover very well for sustained growth and outstanding performance.”

“While our overall third quarter performance was strong, market conditions proved to be softer than anticipated. As a result, we are revising our organic growth expectations to the low-end of our prior range, and now expect full year growth of about 3%. Our acquisition growth remains unchanged at 4%, resulting in total full-year revenue growth of approximately 7%. Based on this revised revenue guidance, we are narrowing our full year EPS guidance to the range of $5.57 to $5.64. This range includes incurred spin-off costs, discrete tax benefits, and one-time gains. This range does not include any prospective Knowles spin-off costs in the fourth quarter.”

Net earnings for the third quarter of 2013 were $269.1 million or $1.56 EPS, including earnings from discontinued operations of $5.5 million, or $0.03 EPS, compared to net earnings of $241.0 million, or $1.31 EPS, for the same period of 2012, which included earnings from discontinued operations of $7.7 million, or $0.04 EPS.

Net earnings for the nine months ended September 30, 2013 were $809.2 million, or $4.65 EPS, including net earnings from discontinued operations of $54.2 million, or $0.31 EPS, compared to net earnings of $651.2 million, or $3.51 EPS, for the same period of 2012, which included net earnings from discontinued operations of $26.3 million or $0.14 EPS. Reflected within discontinued operations was a goodwill impairment charge of $18.7 million, net of tax, or $0.11 EPS, in connection with the anticipated sale of our electronic test and assembly businesses, and discrete tax benefits of $54.4 million, or $0.31 EPS.

Dover will host a webcast of its third quarter 2013 conference call at 10:00 A.M. Eastern Time (9:00 A.M. Central Time) on Thursday, October 17, 2013. 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 over $8 billion. For over 50 years, Dover has been delivering outstanding products and services that reflect its market leadership and commitment to operational and technical excellence. The Company's entrepreneurial business model encourages, promotes and fosters deep customer engagement which has led to Dover's well-established and valued reputation for providing superior customer service and industry-leading product innovation. Dover focuses on innovative equipment and components, specialty systems and support services through its four major operating segments: Communication Technologies, Energy, Engineered Systems and Printing & Identification. Headquartered in Downers Grove, Illinois, Dover employs 35,000 people worldwide. Dover is traded on the New York Stock Exchange under “DOV.” Additional information is available on our website at  www.dovercorporation.com .

Forward-Looking Statement:

This press release contains “forward-looking” statements within the meaning of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. Such statements relate to, among other things, operating and strategic plans, income, earnings, cash flows, changes in operations, operating improvements, industries in which Dover businesses operate and the U.S. and global economies. Statements in this press release that are not historical are hereby identified as “forward-looking statements” and 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 state of the worldwide economy and sovereign credit, especially in Europe; political events that could impact the worldwide economy; the impact of natural disasters and their effect on global supply chains and energy markets; current economic conditions and uncertainties in the credit and capital markets; instability in countries where Dover conducts business; the ability of Dover's businesses to expand into new geographic markets and to anticipate and meet customer demands for new products and product enhancements; increased competition and pricing pressures in the markets served by Dover's businesses; the impact of the proposed spin-off and our ability to consummate it on the anticipated time line or terms; the terms and timing of the sale of any business in discontinued operations; the impact of loss of a single-source manufacturing facility; changes in customer demand or loss of a significant customer; the relative mix of products and services which impacts margins and operating efficiencies; short-term capacity constraints; increases in the cost of raw materials; domestic and foreign governmental and public policy changes 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 ability to identify and successfully consummate value-adding acquisition opportunities; Dover's ability to achieve expected savings from integration, synergy and other cost-control initiatives; unforeseen developments in contingencies such as litigation; international economic conditions including interest rate and currency exchange rate fluctuations; possible future terrorist threats and their effect on the worldwide economy; and a downgrade in Dover's credit ratings. 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 in this press release. Dover undertakes no obligation to update any forward-looking statement, except as required by law.

INVESTOR SUPPLEMENT - THIRD QUARTER 2013

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

 	Three Months Ended September 30,	 	Nine Months Ended September 30,	
 	2013	 	2012	 	2013	 	2012	
Revenue	$	2,252,349	
 	 	$	2,097,605	
 	 	$	6,520,685	
 	 	$	6,090,508	
 	
Cost of goods and services	1,375,699	
 	 	1,287,466	
 	 	4,011,461	
 	 	3,757,187	
 	
Gross profit	876,650	
 	 	810,139	
 	 	2,509,224	
 	 	2,333,321	
 	
Selling and administrative expenses	482,284	
 	 	451,943	
 	 	1,472,333	
 	 	1,372,021	
 	
Operating earnings	394,366	
 	 	358,196	
 	 	1,036,891	
 	 	961,300	
 	
Interest expense, net	30,237	
 	 	30,399	
 	 	90,761	
 	 	90,145	
 	
Other expense (income), net	970	
 	 	3,706	
 	 	(1,206	)	 	5,855	
 	
Earnings before provision for income taxes and discontinued operations	363,159	
 	 	324,091	
 	 	947,336	
 	 	865,300	
 	
Provision for income taxes	99,507	
 	 	90,761	
 	 	192,343	
 	 	240,405	
 	
Earnings from continuing operations	263,652	
 	 	233,330	
 	 	754,993	
 	 	624,895	
 	
Earnings from discontinued operations, net	5,462	
 	 	7,716	
 	 	54,173	
 	 	26,315	
 	
Net earnings	$	269,114	
 	 	$	241,046	
 	 	$	809,166	
 	 	$	651,210	

Basic earnings per common share:	 	 	 	 	 	 	 	
Earnings from continuing operations	$	1.55	
 	 	$	1.28	
 	 	$	4.40	
 	 	$	3.41	
 	
Earnings from discontinued operations, net	0.03	
 	 	0.04	
 	 	0.32	
 	 	0.14	
 	
Net earnings	1.58	
 	 	1.33	
 	 	4.71	
 	 	3.56	

Weighted average shares outstanding	170,544	 	181,763	 	171,690	 	183,000	
 	 	 	 	 	 	 	 	
Diluted earnings per common share:	 	 	 	 	 	 	 	
Earnings from continuing operations	$	1.53	
 	 	$	1.27	
 	 	$	4.34	
 	 	$	3.37	
 	
Earnings from discontinued operations, net	0.03	
 	 	0.04	
 	 	0.31	
 	 	0.14	
 	
Net earnings	1.56	
 	 	1.31	
 	 	4.65	
 	 	3.51	

Weighted average shares outstanding	172,734	 	183,932	 	173,870	 	185,489	
 	 	 	 	 	 	 	 	
Dividends paid per common share	$	0.375	
 	 	$	0.35	
 	 	$	1.075	
 	 	$	0.98	

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

 	2013	 	2012	
 	Q1	Q2	Q3	Q3 YTD	 	Q1	Q2	Q3	Q3 YTD	Q4	FY 2012	
REVENUE	 	 	 	 	 	 	 	 	 	 	 	
Communication Technologies	$	372,790	
 	$	401,477	
 	$	413,608	
 	$	1,187,875	
 	 	$	357,575	
 	$	361,689	
 	$	396,470	
 	$	1,115,734	
 	$	400,851	
 	$	1,516,585	

Energy	561,198	
 	573,471	
 	577,350	
 	1,712,019	
 	 	531,570	
 	538,786	
 	562,263	
 	1,632,619	
 	539,985	
 	2,172,604	

Engineered Systems	 	 	 	 	 	 	 	 	 	 	 	
Fluid Solutions	203,991	
 	226,882	
 	227,104	
 	657,977	
 	 	180,364	
 	211,974	
 	218,324	
 	610,662	
 	206,500	
 	817,162	
 	
Refrigeration & Industrial	664,294	
 	777,396	
 	778,336	
 	2,220,026	
 	 	642,213	
 	674,501	
 	674,116	
 	1,990,830	
 	613,012	
 	2,603,842	
 	
Eliminations	(352	)	(383	)	(485	)	(1,220	)	 	(453	)	(352	)	(319	)	(1,124	)	(336	)	(1,460	)	
 	867,933	
 	1,003,895	
 	1,004,955	
 	2,876,783	
 	 	822,124	
 	886,123	
 	892,121	
 	2,600,368	
 	819,176	
 	3,419,544	

Printing & Identification	237,877	
 	250,646	
 	256,571	
 	745,094	
 	 	243,570	
 	251,875	
 	246,945	
 	742,390	
 	254,141	
 	996,531	

Intra-segment eliminations	(225	)	(726	)	(135	)	(1,086	)	 	(225	)	(184	)	(194	)	(603	)	(322	)	(925	)	
Total consolidated revenue	$	2,039,573	
 	$	2,228,763	
 	$	2,252,349	
 	$	6,520,685	
 	 	$	1,954,614	
 	$	2,038,289	
 	$	2,097,605	
 	$	6,090,508	
 	$	2,013,831	
 	$	8,104,339	

NET EARNINGS	 	 	 	 	 	 	 	 	 	 	 	
Segment Earnings:	 	 	 	 	 	 	 	 	 	 	 	
Communication Technologies	$	44,208	
 	$	51,789	
 	$	76,076	
 	$	172,073	
 	 	$	46,556	
 	$	50,322	
 	$	63,706	
 	$	160,584	
 	$	58,376	
 	$	218,960	
 	
Energy	139,545	
 	132,926	
 	145,494	
 	417,965	
 	 	132,115	
 	133,936	
 	139,038	
 	405,089	
 	133,561	
 	538,650	
 	
Engineered Systems	117,178	
 	165,440	
 	172,223	
 	454,841	
 	 	122,092	
 	133,808	
 	144,245	
 	400,145	
 	101,807	
 	501,952	
 	
Printing & Identification	29,752	
 	35,967	
 	42,881	
 	108,600	
 	 	26,089	
 	28,918	
 	39,502	
 	94,509	
 	40,650	
 	135,159	
 	
Total Segments	330,683	
 	386,122	
 	436,674	
 	1,153,479	
 	 	326,852	
 	346,984	
 	386,491	
 	1,060,327	
 	334,394	
 	1,394,721	
 	
Corporate expense / other	33,763	
 	38,341	
 	43,278	
 	115,382	
 	 	36,546	
 	36,335	
 	32,001	
 	104,882	
 	31,127	
 	136,009	
 	
Net interest expense	30,244	
 	30,280	
 	30,237	
 	90,761	
 	 	30,031	
 	29,715	
 	30,399	
 	90,145	
 	30,996	
 	121,141	
 	
Earnings from continuing operations before provision for income taxes	266,676	
 	317,501	
 	363,159	
 	947,336	
 	 	260,275	
 	280,934	
 	324,091	
 	865,300	
 	272,271	
 	1,137,571	
 	
Provision for income taxes	69,687	
 	23,149	
 	99,507	
 	192,343	
 	 	73,866	
 	75,778	
 	90,761	
 	240,405	
 	64,047	
 	304,452	
 	
Earnings from continuing operations	196,989	
 	294,352	
 	263,652	
 	754,993	
 	 	186,409	
 	205,156	
 	233,330	
 	624,895	
 	208,224	
 	833,119	
 	
Earnings (loss) from discontinued operations, net	13,014	
 	35,697	
 	5,462	
 	54,173	
 	 	9,654	
 	8,945	
 	7,716	
 	26,315	
 	(48,364	)	(22,049	)	
Net earnings	$	210,003	
 	$	330,049	
 	$	269,114	
 	$	809,166	
 	 	$	196,063	
 	$	214,101	
 	$	241,046	
 	$	651,210	
 	$	159,860	
 	$	811,070	

SEGMENT OPERATING MARGIN	 	 	 	 	 	 	 	 	 	
Communication Technologies	11.9	%	12.9	%	18.4	%	14.5	%	 	13.0	%	13.9	%	16.1	%	14.4	%	14.6	%	14.4	%	
Energy	24.9	%	23.2	%	25.2	%	24.4	%	 	24.9	%	24.9	%	24.7	%	24.8	%	24.7	%	24.8	%	
Engineered Systems	13.5	%	16.5	%	17.1	%	15.8	%	 	14.9	%	15.1	%	16.2	%	15.4	%	12.4	%	14.7	%	
Printing & Identification	12.5	%	14.3	%	16.7	%	14.6	%	 	10.7	%	11.5	%	16.0	%	12.7	%	16.0	%	13.6	%	
Total Segment	16.2	%	17.3	%	19.4	%	17.7	%	 	16.7	%	17.0	%	18.4	%	17.4	%	16.6	%	17.2	%	
 	 	 	 	 	 	 	 	 	 	 	 	
DEPRECIATION AND AMORTIZATION EXPENSE	 	 	 	 	 	 	 	 	 	
Communication Technologies	$	35,501	
 	$	37,719	
 	$	38,251	
 	$	111,471	
 	 	$	31,513	
 	$	32,828	
 	$	32,997	
 	$	97,338	
 	$	35,281	
 	$	132,619	
 	
Energy	26,298	
 	26,599	
 	26,549	
 	79,446	
 	 	21,184	
 	23,533	
 	24,639	
 	69,356	
 	25,721	
 	95,077	
 	
Engineered Systems	31,551	
 	32,282	
 	32,961	
 	96,794	
 	 	19,582	
 	23,913	
 	23,060	
 	66,555	
 	27,066	
 	93,621	
 	
Printing & Identification	7,630	
 	7,606	
 	7,701	
 	22,937	
 	 	8,331	
 	8,496	
 	8,777	
 	25,604	
 	7,998	
 	33,602	
 	
Corporate	859	
 	1,026	
 	1,032	
 	2,917	
 	 	700	
 	765	
 	842	
 	2,307	
 	359	
 	2,666	
 	
 	$	101,839	
 	$	105,232	
 	$	106,494	
 	$	313,565	
 	 	$	81,310	
 	$	89,535	
 	$	90,315	
 	$	261,160	
 	$	96,425	
 	$	357,585	

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

 	2013	 	2012	
 	Q1	Q2	Q3	Q3 YTD	 	Q1	Q2	Q3	Q3 YTD	Q4	FY 2012	
BOOKINGS	 	 	 	 	 	 	 	 	 	 	 	
Communication Technologies	$	379,122	
 	$	422,293	
 	$	423,662	
 	$	1,225,077	
 	 	$	347,291	
 	$	387,058	
 	$	411,005	
 	$	1,145,354	
 	$	363,624	
 	$	1,508,978	

Energy	620,640	
 	525,612	
 	595,421	
 	1,741,673	
 	 	585,775	
 	530,352	
 	526,824	
 	1,642,951	
 	550,091	
 	2,193,042	

Engineered Systems	 	 	 	 	 	 	 	 	 	 	 	
Fluid Solutions	223,764	
 	213,359	
 	222,402	
 	659,525	
 	 	184,711	
 	204,139	
 	197,767	
 	586,617	
 	209,872	
 	796,489	
 	
Refrigeration & Industrial	755,026	
 	784,904	
 	662,464	
 	2,202,394	
 	 	711,911	
 	666,223	
 	600,065	
 	1,978,199	
 	606,931	
 	2,585,130	
 	
Eliminations	(373	)	(432	)	(372	)	(1,177	)	 	(408	)	(376	)	(258	)	(1,042	)	(399	)	(1,441	)	
 	978,417	
 	997,831	
 	884,494	
 	2,860,742	
 	 	896,214	
 	869,986	
 	797,574	
 	2,563,774	
 	816,404	
 	3,380,178	

Printing & Identification	237,217	
 	259,282	
 	256,211	
 	752,710	
 	 	249,773	
 	251,733	
 	244,611	
 	746,117	
 	252,937	
 	999,054	

Intra-segment eliminations	(720	)	(137	)	(109	)	(966	)	 	(609	)	(221	)	(759	)	(1,589	)	(1,020	)	(2,609	)	
 	 	 	 	 	 	 	 	 	 	 	 	
Total consolidated bookings	$	2,214,676	
 	$	2,204,881	
 	$	2,159,679	
 	$	6,579,236	
 	 	$	2,078,444	
 	$	2,038,908	
 	$	1,979,255	
 	$	6,096,607	
 	$	1,982,036	
 	$	8,078,643	

BACKLOG	 	 	 	 	 	 	 	 	 	 	 	
Communication Technologies	$	458,765	
 	$	480,426	
 	$	492,583	
 	 	 	$	451,110	
 	$	476,745	
 	$	491,041	
 	 	$	453,172	

Energy	311,793	
 	255,544	
 	274,243	
 	 	 	296,360	
 	282,364	
 	248,233	
 	 	256,093	

Engineered Systems	 	 	 	 	 	 	 	 	 	 	 	
Fluid Solutions	178,854	
 	184,142	
 	182,557	
 	 	 	191,327	
 	172,300	
 	156,191	
 	 	160,890	
 	 	
Refrigeration & Industrial	592,922	
 	597,838	
 	482,069	
 	 	 	598,910	
 	586,824	
 	515,285	
 	 	516,559	
 	 	
Eliminations	(178	)	(227	)	(113	)	 	 	(132	)	(155	)	(94	)	 	(157	)	 	
 	771,598	
 	781,753	
 	664,513	
 	 	 	790,105	
 	758,969	
 	671,382	
 	 	677,292	

Printing & Identification	95,353	
 	103,864	
 	105,699	
 	 	 	102,117	
 	98,216	
 	98,356	
 	 	97,857	

Intra-segment eliminations	(886	)	(578	)	(423	)	 	 	(986	)	(648	)	(324	)	 	(591	)	 	
 	 	 	 	 	 	 	 	 	 	 	 	
Total consolidated backlog	$	1,636,623	
 	$	1,621,009	
 	$	1,536,615	
 	 	 	$	1,638,706	
 	$	1,615,646	
 	$	1,508,688	
 	 	$	1,483,823	

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

 	2013	 	2012	
 	Q1	Q2	Q3	Q3 YTD	 	Q1	Q2	Q3	Q3 YTD	Q4	FY 2012	
Basic earnings (loss) per common share:	 	 	 	 	 	 	 	 	 	
Continuing operations	$	1.14	
 	$	1.72	
 	$	1.55	
 	$	4.40	
 	 	$	1.01	
 	$	1.12	
 	$	1.28	
 	$	3.41	
 	$	1.17	
 	$	4.59	
 	
Discontinued operations	0.08	
 	0.21	
 	0.03	
 	0.32	
 	 	0.05	
 	0.05	
 	0.04	
 	0.14	
 	(0.27	)	(0.12	)	
Net earnings	1.21	
 	1.93	
 	1.58	
 	4.71	
 	 	1.07	
 	1.17	
 	1.33	
 	3.56	
 	0.90	
 	4.47	

Diluted earnings (loss) per common share:	 	 	 	 	 	 	 	 	 	
Continuing operations	$	1.12	
 	$	1.70	
 	$	1.53	
 	$	4.34	
 	 	$	1.00	
 	$	1.10	
 	$	1.27	
 	$	3.37	
 	$	1.16	
 	$	4.53	
 	
Discontinued operations	0.07	
 	0.21	
 	0.03	
 	0.31	
 	 	0.05	
 	0.05	
 	0.04	
 	0.14	
 	(0.27	)	(0.12	)	
Net earnings	1.20	
 	1.91	
 	1.56	
 	4.65	
 	 	1.05	
 	1.15	
 	1.31	
 	3.51	
 	0.89	
 	4.41	

Adjusted diluted earnings per common share (calculated below):	
Continuing operations	$	1.10	
 	$	1.36	
 	$	1.54	
 	$	4.00	
 	 	$	1.01	
 	$	1.10	
 	$	1.25	
 	$	3.36	
 	$	1.09	
 	$	4.44	

Net earnings (loss) and average shares used in calculated earnings (loss) per share amounts are as follows:	
 	 	 	 	 	 	 	 	 	 	 	 	
Net earnings (loss):	 	 	 	 	 	 	 	 	 	 	 	
Continuing operations	$	196,989	
 	$	294,352	
 	$	263,652	
 	$	754,993	
 	 	$	186,409	
 	$	205,156	
 	$	233,330	
 	$	624,895	
 	$	208,224	
 	$	833,119	
 	
Discontinued operations	13,014	
 	35,697	
 	5,462	
 	54,173	
 	 	9,654	
 	8,945	
 	7,716	
 	26,315	
 	(48,364	)	(22,049	)	
Net earnings	210,003	
 	330,049	
 	269,114	
 	809,166	
 	 	196,063	
 	214,101	
 	241,046	
 	651,210	
 	159,860	
 	811,070	

Average shares outstanding:	 	 	 	 	 	 	 	 	 	
Basic	173,448	
 	171,111	
 	170,544	
 	171,690	
 	 	183,737	
 	183,494	
 	181,763	
 	183,000	
 	177,257	
 	181,551	
 	
Diluted	175,567	
 	173,097	
 	172,734	
 	173,870	
 	 	186,706	
 	185,780	
 	183,932	
 	185,489	
 	179,365	
 	183,993	

 	
 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	
Note:	 	 	 	 	 	 	 	 	 	 	 	
Earnings from continuing operations are adjusted by discrete tax items, incurred spin-off costs, and other one-time gains to derive adjusted earnings from continuing operations and adjusted diluted earnings per common share as follows:	
 	 	 	 	 	 	 	 	 	 	 	 	
 	2013	 	2012	
 	Q1	Q2	Q3	Q3 YTD	 	Q1	Q2	Q3	Q3 YTD	Q4	FY 2012	
Adjusted earnings from continuing operations:	 	 	 	 	 	 	 	 	 	
Earnings from continuing operations	$	196,989	
 	$	294,352	
 	$	263,652	
 	$	754,993	
 	 	$	186,409	
 	$	205,156	
 	$	233,330	
 	$	624,895	
 	$	208,224	
 	$	833,119	
 	
Gains (losses) from discrete and other tax items	4,525	
 	61,477	
 	4,878	
 	70,880	
 	 	(1,610	)	(372	)	4,513	
 	2,531	
 	13,606	
 	16,137	
 	
Knowles spin-off costs	—	
 	(3,322	)	(10,637	)	(13,959	)	 	—	
 	—	
 	—	
 	—	
 	—	
 	—	
 	
Other one-time gains, net of tax	—	
 	—	
 	2,866	
 	2,866	
 	 	—	
 	—	
 	—	
 	—	
 	—	
 	—	
 	
Adjusted earnings from continuing operations	$	192,464	
 	$	236,197	
 	$	266,545	
 	$	695,206	
 	 	$	188,019	
 	$	205,528	
 	$	228,817	
 	$	622,364	
 	$	194,618	
 	$	816,982	

Adjusted diluted earnings per common share:	 	 	 	 	 	 	 	 	 	
Earnings from continuing operations	$	1.12	
 	$	1.70	
 	$	1.53	
 	$	4.34	
 	 	$	1.00	
 	$	1.10	
 	$	1.27	
 	$	3.37	
 	$	1.16	
 	$	4.53	
 	
Gains (losses) from discrete and other tax items	0.02	
 	0.36	
 	0.03	
 	0.41	
 	 	(0.01	)	—	
 	0.02	
 	0.01	
 	0.07	
 	0.09	
 	
Knowles spin-off costs	—	
 	(0.02	)	(0.06	)	(0.08	)	 	—	
 	—	
 	—	
 	—	
 	—	
 	—	
 	
Other one-time gains, net of tax	—	
 	—	
 	0.02	
 	0.02	
 	 	—	
 	—	
 	—	
 	—	
 	—	
 	—	
 	
Adjusted earnings from continuing operations	$	1.10	
 	$	1.36	
 	$	1.54	
 	$	4.00	
 	 	$	1.01	
 	$	1.10	
 	$	1.25	
 	$	3.36	
 	$	1.09	
 	$	4.44	

* Per share data may not add due to rounding.	 	 	 	 	 	 	 	

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

 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	
 	2013	 	2012	
 	Q1	Q2	Q3	Q3 YTD	 	Q1	Q2	Q3	Q3 YTD	Q4	FY 2012	
Cash flow from operating activities	$	78,326	
 	$	304,729	
 	$	340,005	
 	$	723,060	
 	 	$	161,327	
 	$	243,363	
 	$	285,811	
 	$	690,501	
 	$	570,659	
 	$	1,261,160	
 	
Less: Additions to property, plant and equipment	(47,153	)	(53,284	)	(57,038	)	(157,475	)	 	(68,249	)	(72,758	)	(67,842	)	(208,849	)	(88,163	)	(297,012	)	
Free cash flow	$	31,173	
 	$	251,445	
 	$	282,967	
 	$	565,585	
 	 	$	93,078	
 	$	170,605	
 	$	217,969	
 	$	481,652	
 	$	482,496	
 	$	964,148	

Free cash flow as a percentage of earnings from continuing operations	15.8	%	85.4	%	107.3	%	74.9	%	 	49.9	%	83.2	%	93.4	%	77.1	%	231.7	%	115.7	%	
 	 	 	 	 	 	 	 	 	 	 	 	
Free cash flow as a percentage of revenue	1.5	%	11.3	%	12.6	%	8.7	%	 	4.8	%	8.4	%	10.4	%	7.9	%	24.0	%	11.9	%	

Third Quarter 2013 Earnings Conference Call October 17, 2013 - 9:00am CT

 

Forward Looking Statements We want to remind everyone that our comments may contain forward-looking statements that are inherently subject to uncertainties. We caution everyone to be guided in their analysis of Dover by referring to our Forms 10-K and 10-Q 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 internet site, www.dovercorporation.com, where considerably more information can be found. 2

 

$0.60 $0.90 $1.20 $1.50 $1.80 Q1* Q2 Q3* Q4* Q1* Q2* Q3* Q3 2013 Performance Continuing Earnings Per Share • Strong revenue growth in refrigeration and drilling markets; solid growth in consumer electronics, downstream, fluids and Printing & Identification markets • North America markets are strong; China markets remain solid; Europe markets were improved, showing solid growth • Improved margin of 19.4%, driven by leverage on volume, productivity, and cost reduction activities •Bookings growth of 9% is broad-based, with growth across all segments • Overall book-to-bill of 0.96 Q3 Q3/Q3 * Includes discrete & other tax benefits of -$0.01 in Q1 2012, $0.02 in Q3 2012, $0.07 in Q4 2012, $0.02 in Q1 2013 , $0.36 in Q2 2013 and $0.03 in Q3 2013; includes spin off costs of $0.02 in Q2 2013 and $0.06 in Q3 2013: includes other one-time gains of $0.02 in Q3 2013 (a) See Press Release filed under Form 8-K for free cash flow reconciliation 3 Quarterly Comments Discrete tax benefits / Spin off costs / other one-time gains 2012 Adjusted continuing earnings per share FY $4.53 2013 Revenue $2.3B 7% $6.5B 7% EPS (cont.) $1.53 20% $4.34 29% Bookings $2.2B 9% $6.6B 8% Seg. Margins 19.4% 100 bps 17.7% 30 bps Organic Rev. 3% 2% Acq. Growth 4% 5% FCF (a) $283M 30% $566M 17% 9M 9M/9M

 

4 Revenue Q3 2013 Communication Technologies Energy Engineered Systems Printing & Identification Total Dover Organic 4% 3% 3% 3% 3% Acquisitions - 1% 9% - 4% Currency - -1% 1% 1% - Total 4% 3% 13% 4% 7% 9M 2013 Communication Technologies Energy Engineered Systems Printing & Identification Total Dover Organic 6% 2% 1% - 2% Acquisitions - 3% 9% - 5% Currency - - 1% - - Total 6% 5% 11% Flat 7%

 

$777 $778 $251 $257 $401 $414 $573 $577 $227 $227 $0 $350 $700 $1,050 DCT Q2 DCT Q3 DE Q2 DE Q3 DES Q2 DES Q3 DPI Q2 DPI Q3 $785 $662 $259 $256 $422 $424 $526 $595 $213 $222 $0 $350 $700 $1,050 DCT Q2 DCT Q3 DE Q2 DE Q3 DES Q2 DES Q3 DPI Q2 DPI Q3 Sequential Results – Q2 13 → Q3 13 Fluid Solutions ↑ 3% ↑ 1% Refrigeration & Industrial Flat ↑ 13% ↓ 11% ↓ 1% $ in millions 5 Bookings Flat ↑ 2% Revenue

 

6 Communication Technologies • Solid growth in Consumer Electronics markets, particularly smart phones, led by new product launches • Consumer electronics volume impacted by timing of launch and late product specification changes • Telecom/Other and Medical Technology markets improve; Aerospace/Defense largely stable • Strong margin driven by volume conversion, productivity, and the benefits of prior restructuring • Book-to-bill at 1.02 $ in millions Q3 2013 Q3 2012 % Change Revenue $414 $396 4% Earnings $ 76 $ 64 19% Margin 18.4% 16.1% 230 bps Bookings $424 $411 3% Quarterly Comments Revenue by End-Market % of Q3 Revenue Y / Y Growth Consumer Electronics 50% 6% Medical Technology 15% 5% Aerospace / Defense 25% - Telecom / Other 10% 6%

 

7 Energy • Strong drilling and downstream growth; Production impacted by weak winch markets, the timing of shipments and soft U.S. activity; Artificial Lift business remains solid with 3% organic growth • International markets remain robust • Margin reflects favorable product mix, productivity and solid conversion • Bookings growth is broad-based across all end-markets • Book-to-bill at 1.03 $ in millions Quarterly Comments Q3 2013 Q3 2012 % Change Revenue $577 $562 3% Earnings $145 $139 5% Margin 25.2% 24.7% 50 bps Bookings $595 $527 13% Revenue by End-Market % of Q3 Revenue Y / Y Growth Drilling 19% 12% Production 53% -2% Downstream 28% 7%

 

8 Engineered Systems • Record revenue driven by recent acquisitions, and strong results in the refrigeration & food equipment, fluids and waste handling markets • Anthony continues to benefit from its close-the-case activity • Margin performance reflects strong execution • Bookings growth reflects acquisitions and strong food equipment and fluids activity • Book-to-bill at a seasonally normal 0.88 $ in millions Quarterly Comments Q3 2013 Q3 2012 % Change Revenue $1,005 $892 13% Earnings $ 172 $144 19% Margin 17.1% 16.2% 90 bps Bookings $ 884 $798 11% Revenue by End-Market % of Q3 Revenue Y / Y Growth Fluids 22% 4% Refrigeration & Food Equipment 46% 27% Industrial 32% 2%

 

Printing & Identification • Revenue growth in both fast moving consumer goods and industrial end-markets • Strong growth in China and Europe •Operating margin continues to increase on volume, the benefits of prior restructuring and a continued focus on productivity • Bookings growth reflects growth in both end-markets •Book-to-bill at 1.00 $ in millions Quarterly Comments Q3 2013 Q3 2012 % Change Revenue $257 $247 4% Earnings $ 43 $ 40 9% Margin 16.7% 16.0% 70 bps Bookings $256 $245 5% 9 Revenue by End-Market % of Q3 Revenue Y / Y Growth Fast Moving Consumer Goods 59% 5% Industrial 41% 3%

 

Q3 2013 Overview Q3 2013 Net Interest Expense $30 million, essentially flat with last year Corporate Expense $43 million, up $11 million from last year, reflecting Q3 spin off costs and $4 million in pension curtailment gains. Effective Tax Rate (ETR) Q3 normalized rate was 28.7%, excluding $0.03 cents of discrete tax benefits, reflecting a slightly unfavorable mix of geographic earnings(a) Capex $57 million, in-line with expectations Share Repurchases Repurchased 650K shares ($57M) in quarter under the November $1 billion program. 10 (a) See press release filed under form 8-K for reconciliation

 

FY 2013 Guidance – Revenue Growth by Segment 11 Segment 2012 Revenue Mix 2013F Organic Growth 2013F Acquisition Growth* Total Communication Technologies 19% 6% - 7% - 6% - 7% Energy 27% ≈ 3% ≈ 3% ≈ 6% Engineered Systems 42% ≈ 2% ≈ 8% ≈ 10% Printing & Identification 12% 1% - 2% - 1% - 2% Total ≈ $8.1 B ≈ 3% ≈ 4% ≈ 7% * Acquisitions already completed

 

FY 2013 Guidance  Revenue: • Organic revenue : ≈ 3% • Acquisitions: ≈ 4% • Total revenue: ≈ 7%  Corporate expense: ≈ $150 million  Interest expense: ≈ $123 million  Full-Year Tax Rate: ≈ 27.8%(a)  Capital expenditures: ≈ 3% of revenue  FCF for full year: ≈ 10% of revenue 12 2013 EPS from continuing ops: $5.57 – $5.64 (a) Pre discrete tax adjustments and the tax impact of Knowles spin off costs

 

 2012 EPS – Continuing Ops $4.53 • Less 2012 tax benefits (1): ($0.09)  2012 Adjusted EPS – Continuing Ops $4.44 • Volume, mix, price (inc. FX): $0.30 - $0.33 • Net benefits of productivity: $0.25 - $0.28 • Acquisitions: $0.11 - $0.12 • Investment / Compensation: ($0.18 - $0.20) • Corporate expenses (inc. Q3 one-time items): $0.02 • Interest / Shares / Tax Rate (net): $0.30 - $0.32 • Spin-off costs(2): ($0.08) • 2013 tax benefits(3): $0.41  2013 EPS – Continuing Ops $5.57 - $5.64 2013 EPS Guidance Bridge - Cont. Ops (1) Negligible amounts in Q1 2012 & Q2 2012, $0.02 in Q3 2012 and $0.07 in Q4 2012 13 (3) $0.02 in Q1 2013, $0.36 in Q2 2013, and $0.03 in Q3 2013 (2) $0.02 in Q2 2013, $0.06 in Q3 2013; does not include prospective Q4 2013 costs

 

Appendix – Reconciliations 14  EPS – Continuing Ops $1.53 $4.34 • Discrete tax items: ($0.03) ($0.41) • Knowles spin-off costs: $0.06 $0.08 • Other one-time gains: ($0.02) ($0.02)  Adjusted EPS – Continuing Ops $1.54 $4.00 Q3 2013 9 Months 2013 ADJUSTED EPS FROM CONTINUING OPERATIONS Note: Per share data may not add due to rounding

 

 Prior Guidance – EPS from Continuing Ops $5.56 - $5.71 • Third & fourth quarter performance: $0.02 - ($0.06) • Q3 Discrete tax items: $0.03 • Q3 Knowles spin-off costs: ($0.06) • Q3 Other one-time items: $0.02  Updated Guidance – EPS from Continuing Ops $5.57 - $5.64 Appendix – Guidance Reconciliations 15 EPS GUIDANCE – ADJUSTED CONTINUING OPERATIONS  Prior EPS Guidance – Adjusted Continuing Ops $5.20 - $5.35 • Third & fourth quarter performance: $0.02 - ($0.06)  Updated EPS Guidance – Adjusted Continuing Ops $5.22 - $5.29 Note: Per share data may not add due to rounding EPS GUIDANCE - CONTINUING OPERATIONS