UNITED STATES
|
SECURITIES AND EXCHANGE COMMISSION
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Washington, D.C. 20549
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FORM 10-Q
|
þ
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
¨
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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WEST PHARMACEUTICAL SERVICES, INC.
(Exact name of registrant as specified in its charter)
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Pennsylvania
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23-1210010
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(State or other jurisdiction of incorporation or organization)
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(I.R.S. Employer Identification Number)
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|
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530 Herman O. West Drive, Exton, PA
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19341-0645
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(Address of principal executive offices)
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(Zip Code)
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Large accelerated filer
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þ
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Accelerated filer
|
o
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Non-accelerated filer
|
o
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Smaller reporting company
|
o
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|
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Emerging growth company
|
o
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Title of each class
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Trading Symbol
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Name of each exchange on which registered
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Common Stock, par value $0.25 per share
|
WST
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New York Stock Exchange
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Page
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FINANCIAL STATEMENTS (UNAUDITED)
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MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
|
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QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
|
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CONTROLS AND PROCEDURES
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LEGAL PROCEEDINGS
|
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RISK FACTORS
|
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UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
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OTHER INFORMATION
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EXHIBITS
|
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Three Months Ended
March 31, |
||||||
|
2019
|
|
2018
|
||||
Net sales
|
$
|
443.5
|
|
|
$
|
415.7
|
|
Cost of goods and services sold
|
296.7
|
|
|
281.3
|
|
||
Gross profit
|
146.8
|
|
|
134.4
|
|
||
Research and development
|
9.8
|
|
|
9.6
|
|
||
Selling, general and administrative expenses
|
68.6
|
|
|
68.3
|
|
||
Other (income) expense (Note 15)
|
(2.3
|
)
|
|
3.1
|
|
||
Operating profit
|
70.7
|
|
|
53.4
|
|
||
Interest expense
|
2.3
|
|
|
1.9
|
|
||
Interest income
|
(0.9
|
)
|
|
(0.6
|
)
|
||
Other nonoperating income
|
(0.6
|
)
|
|
(1.6
|
)
|
||
Income before income taxes
|
69.9
|
|
|
53.7
|
|
||
Income tax expense
|
16.1
|
|
|
12.5
|
|
||
Equity in net income of affiliated companies
|
(1.6
|
)
|
|
(2.4
|
)
|
||
Net income
|
$
|
55.4
|
|
|
$
|
43.6
|
|
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|
||||
Net income per share:
|
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|
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Basic
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$
|
0.75
|
|
|
$
|
0.59
|
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Diluted
|
$
|
0.73
|
|
|
$
|
0.58
|
|
|
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|
||||
Weighted average shares outstanding:
|
|
|
|
|
|
||
Basic
|
74.1
|
|
|
73.9
|
|
||
Diluted
|
75.3
|
|
|
75.5
|
|
|
Three Months Ended
March 31, |
||||||
|
2019
|
|
2018
|
||||
Net income
|
$
|
55.4
|
|
|
$
|
43.6
|
|
Other comprehensive income, net of tax:
|
|
|
|
|
|||
Foreign currency translation adjustments
|
4.4
|
|
|
20.0
|
|
||
Defined benefit pension and other postretirement plan adjustments, net of tax of $0 and $(0.3)
|
(0.3
|
)
|
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(0.7
|
)
|
||
Net (loss) gain on derivatives, net of tax of $(1.6) and $0.8
|
(3.3
|
)
|
|
2.2
|
|
||
Other comprehensive income, net of tax
|
0.8
|
|
|
21.5
|
|
||
Comprehensive income
|
$
|
56.2
|
|
|
$
|
65.1
|
|
|
March 31,
2019 |
|
December 31,
2018 |
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ASSETS
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|
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Current assets:
|
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|
||||
Cash and cash equivalents
|
$
|
265.5
|
|
|
$
|
337.4
|
|
Accounts receivable, net
|
318.2
|
|
|
288.2
|
|
||
Inventories
|
226.1
|
|
|
214.5
|
|
||
Other current assets
|
57.8
|
|
|
54.3
|
|
||
Total current assets
|
867.6
|
|
|
894.4
|
|
||
Property, plant and equipment
|
1,759.9
|
|
|
1,752.7
|
|
||
Less: accumulated depreciation and amortization
|
945.2
|
|
|
930.7
|
|
||
Property, plant and equipment, net
|
814.7
|
|
|
822.0
|
|
||
Operating lease right-of-use assets
|
75.2
|
|
|
—
|
|
||
Investments in affiliated companies
|
94.9
|
|
|
91.2
|
|
||
Goodwill
|
105.2
|
|
|
105.8
|
|
||
Deferred income taxes
|
32.7
|
|
|
24.7
|
|
||
Intangible assets, net
|
19.5
|
|
|
20.3
|
|
||
Other noncurrent assets
|
26.4
|
|
|
20.5
|
|
||
Total Assets
|
$
|
2,036.2
|
|
|
$
|
1,978.9
|
|
|
|
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|
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LIABILITIES AND EQUITY
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|
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Current liabilities:
|
|
|
|
|
|
||
Notes payable and other current debt
|
$
|
—
|
|
|
$
|
0.1
|
|
Accounts payable
|
137.7
|
|
|
130.4
|
|
||
Pension and other postretirement benefits
|
2.2
|
|
|
2.3
|
|
||
Accrued salaries, wages and benefits
|
53.5
|
|
|
64.5
|
|
||
Income taxes payable
|
17.3
|
|
|
9.8
|
|
||
Operating lease liabilities
|
10.2
|
|
|
—
|
|
||
Other current liabilities
|
80.2
|
|
|
76.6
|
|
||
Total current liabilities
|
301.1
|
|
|
283.7
|
|
||
Long-term debt
|
195.5
|
|
|
196.0
|
|
||
Deferred income taxes
|
14.3
|
|
|
13.1
|
|
||
Pension and other postretirement benefits
|
54.3
|
|
|
56.2
|
|
||
Operating lease liabilities
|
67.4
|
|
|
—
|
|
||
Other long-term liabilities
|
34.1
|
|
|
33.6
|
|
||
Total Liabilities
|
666.7
|
|
|
582.6
|
|
||
|
|
|
|
||||
Commitments and contingencies (Note 17)
|
|
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|
||||
Equity:
|
|
|
|
||||
Preferred stock, 3.0 million shares authorized; 0 shares issued and outstanding
|
—
|
|
|
—
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|
||
Common stock, par value $0.25 per share; 100.0 million shares authorized; shares issued: 75.3 million and 75.3 million; shares outstanding: 73.5 million and 74.1 million
|
18.8
|
|
|
18.8
|
|
||
Capital in excess of par value
|
278.5
|
|
|
282.0
|
|
||
Retained earnings
|
1,398.2
|
|
|
1,353.4
|
|
||
Accumulated other comprehensive loss
|
(153.4
|
)
|
|
(154.2
|
)
|
||
Treasury stock, at cost (1.8 million and 1.2 million shares)
|
(172.6
|
)
|
|
(103.7
|
)
|
||
Total Equity
|
1,369.5
|
|
|
1,396.3
|
|
||
Total Liabilities and Equity
|
$
|
2,036.2
|
|
|
$
|
1,978.9
|
|
|
Three Months Ended
March 31, |
||||||
|
2019
|
|
2018
|
||||
Cash flows from operating activities:
|
|
|
|
||||
Net income
|
$
|
55.4
|
|
|
$
|
43.6
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
||||
Depreciation
|
24.9
|
|
|
25.7
|
|
||
Amortization
|
0.6
|
|
|
0.7
|
|
||
Stock-based compensation
|
6.2
|
|
|
3.4
|
|
||
Non-cash restructuring charges
|
0.3
|
|
|
0.1
|
|
||
Contingent consideration payments in excess of acquisition-date liability
|
(0.2
|
)
|
|
(0.2
|
)
|
||
Other non-cash items, net
|
(0.8
|
)
|
|
(2.7
|
)
|
||
Changes in assets and liabilities
|
(38.8
|
)
|
|
(25.6
|
)
|
||
Net cash provided by operating activities
|
47.6
|
|
|
45.0
|
|
||
|
|
|
|
||||
Cash flows from investing activities:
|
|
|
|
|
|
||
Capital expenditures
|
(28.8
|
)
|
|
(28.0
|
)
|
||
Other, net
|
0.1
|
|
|
(0.7
|
)
|
||
Net cash used in investing activities
|
(28.7
|
)
|
|
(28.7
|
)
|
||
|
|
|
|
||||
Cash flows from financing activities:
|
|
|
|
|
|
||
Borrowings under revolving credit agreements
|
28.0
|
|
|
—
|
|
||
Repayments under revolving credit agreements
|
(28.0
|
)
|
|
—
|
|
||
Debt issuance costs
|
(0.8
|
)
|
|
—
|
|
||
Dividend payments
|
(11.1
|
)
|
|
(10.4
|
)
|
||
Proceeds from stock-based compensation awards
|
3.3
|
|
|
0.3
|
|
||
Employee stock purchase plan contributions
|
1.2
|
|
|
1.1
|
|
||
Shares purchased under share repurchase programs
|
(83.1
|
)
|
|
(47.9
|
)
|
||
Net cash used in financing activities
|
(90.5
|
)
|
|
(56.9
|
)
|
||
Effect of exchange rates on cash
|
(0.3
|
)
|
|
4.5
|
|
||
Net decrease in cash and cash equivalents
|
(71.9
|
)
|
|
(36.1
|
)
|
||
|
|
|
|
||||
Cash, including cash equivalents at beginning of period
|
337.4
|
|
|
235.9
|
|
||
Cash, including cash equivalents at end of period
|
$
|
265.5
|
|
|
$
|
199.8
|
|
|
Three Months Ended
March 31, |
||||
|
2019
|
|
2018
|
||
Biologics
|
26
|
%
|
|
21
|
%
|
Generics
|
20
|
%
|
|
21
|
%
|
Pharma
|
31
|
%
|
|
36
|
%
|
Contract-Manufactured Products
|
23
|
%
|
|
22
|
%
|
|
100
|
%
|
|
100
|
%
|
|
Three Months Ended
March 31, |
||||
|
2019
|
|
2018
|
||
High-Value Components
|
43
|
%
|
|
41
|
%
|
Standard Packaging
|
30
|
%
|
|
34
|
%
|
Delivery Devices
|
4
|
%
|
|
3
|
%
|
Contract-Manufactured Products
|
23
|
%
|
|
22
|
%
|
|
100
|
%
|
|
100
|
%
|
|
Three Months Ended
March 31, |
||||
|
2019
|
|
2018
|
||
Americas
|
46
|
%
|
|
45
|
%
|
Europe, Middle East, Africa
|
47
|
%
|
|
47
|
%
|
Asia Pacific
|
7
|
%
|
|
8
|
%
|
|
100
|
%
|
|
100
|
%
|
|
($ in millions)
|
||
Contract assets, December 31, 2018
|
$
|
9.1
|
|
Contract assets, March 31, 2019
|
11.9
|
|
|
Change in contract assets - increase (decrease)
|
$
|
2.8
|
|
|
|
||
Deferred income, December 31, 2018
|
$
|
(33.4
|
)
|
Deferred income, March 31, 2019
|
(36.5
|
)
|
|
Change in deferred income - decrease (increase)
|
$
|
(3.1
|
)
|
|
Three Months Ended
March 31, |
||||||
(in millions)
|
2019
|
|
2018
|
||||
Net income
|
$
|
55.4
|
|
|
$
|
43.6
|
|
Weighted average common shares outstanding
|
74.1
|
|
|
73.9
|
|
||
Dilutive effect of equity awards, based on the treasury stock method
|
1.2
|
|
|
1.6
|
|
||
Weighted average shares assuming dilution
|
75.3
|
|
|
75.5
|
|
($ in millions)
|
March 31,
2019 |
|
December 31,
2018 |
||||
Raw materials
|
$
|
100.1
|
|
|
$
|
90.4
|
|
Work in process
|
39.0
|
|
|
42.2
|
|
||
Finished goods
|
87.0
|
|
|
81.9
|
|
||
|
$
|
226.1
|
|
|
$
|
214.5
|
|
($ in millions)
|
Three Months Ended
March 31, 2019 |
||
Operating lease cost
|
$
|
3.2
|
|
Short-term lease cost
|
0.2
|
|
|
Variable lease cost
|
0.6
|
|
|
Total lease cost
|
$
|
4.0
|
|
($ in millions)
|
Three Months Ended
March 31, 2019 |
||
Cash paid for amounts included in the measurement of lease liabilities:
|
|
||
Operating cash flows from operating leases
|
$
|
3.1
|
|
|
|
||
Right-of-use assets obtained in exchange for new operating lease liabilities
|
6.8
|
|
($ in millions)
|
Operating
|
||
Year
|
Leases
|
||
2019 (remaining nine months)
|
$
|
9.6
|
|
2020
|
11.5
|
|
|
2021
|
9.8
|
|
|
2022
|
8.1
|
|
|
2023
|
7.6
|
|
|
Thereafter
|
49.0
|
|
|
|
95.6
|
|
|
Less: imputed lease interest
|
(18.0
|
)
|
|
Total lease liabilities
|
$
|
77.6
|
|
($ in millions)
|
March 31,
2019 |
|
December 31,
2018 |
||||
Note payable, due December 31, 2019
|
$
|
—
|
|
|
$
|
0.1
|
|
Credit Facility, due October 15, 2020 (1.00%)
|
—
|
|
|
28.6
|
|
||
Credit Facility, due March 28, 2024 (0.875%)
|
28.1
|
|
|
—
|
|
||
Series A notes, due July 5, 2022 (3.67%)
|
42.0
|
|
|
42.0
|
|
||
Series B notes, due July 5, 2024 (3.82%)
|
53.0
|
|
|
53.0
|
|
||
Series C notes, due July 5, 2027 (4.02%)
|
73.0
|
|
|
73.0
|
|
||
|
196.1
|
|
|
196.7
|
|
||
Less: unamortized debt issuance costs
|
0.6
|
|
|
0.6
|
|
||
Total debt
|
195.5
|
|
|
196.1
|
|
||
Less: current portion of long-term debt
|
—
|
|
|
0.1
|
|
||
Long-term debt, net
|
$
|
195.5
|
|
|
$
|
196.0
|
|
(in millions)
|
|
|
Sell
|
||||
Currency
|
Purchase
|
|
USD
|
Euro
|
|||
USD
|
31.5
|
|
|
—
|
|
26.8
|
|
Yen
|
5,232.0
|
|
|
24.4
|
|
20.5
|
|
SGD
|
44.0
|
|
|
25.1
|
|
6.4
|
|
|
Amount of Gain (Loss) Recognized in OCI for the
|
|
Amount of (Gain) Loss Reclassified from Accumulated OCI into Income for the
|
|
Location of (Gain) Loss Reclassified from Accumulated OCI into Income
|
||||||||||||
|
Three Months Ended
March 31, |
|
Three Months Ended
March 31, |
|
|||||||||||||
($ in millions)
|
2019
|
|
2018
|
|
2019
|
|
2018
|
|
|
||||||||
Cash Flow Hedges:
|
|
|
|
|
|
|
|
|
|
||||||||
Foreign currency hedge contracts
|
$
|
0.5
|
|
|
$
|
(0.4
|
)
|
|
$
|
(0.2
|
)
|
|
$
|
0.5
|
|
|
Net sales
|
Foreign currency hedge contracts
|
(0.1
|
)
|
|
1.6
|
|
|
(0.1
|
)
|
|
0.4
|
|
|
Cost of goods and services sold
|
||||
Forward treasury locks
|
—
|
|
|
—
|
|
|
—
|
|
|
0.1
|
|
|
Interest expense
|
||||
Total
|
$
|
0.4
|
|
|
$
|
1.2
|
|
|
$
|
(0.3
|
)
|
|
$
|
1.0
|
|
|
|
Net Investment Hedges:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Foreign currency-denominated debt
|
$
|
0.1
|
|
|
$
|
(0.7
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
Other (income) expense
|
Total
|
$
|
0.1
|
|
|
$
|
(0.7
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
|
•
|
Level 1
: Unadjusted quoted prices in active markets for identical assets or liabilities.
|
•
|
Level 2
: Inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active.
|
•
|
Level 3
: Unobservable inputs that reflect the reporting entity’s own assumptions.
|
|
Balance at
|
|
Basis of Fair Value Measurements
|
||||||||||||
($ in millions)
|
March 31,
2019 |
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||
Assets:
|
|
|
|
|
|
|
|
||||||||
Deferred compensation assets
|
$
|
9.2
|
|
|
$
|
9.2
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Foreign currency contracts
|
17.7
|
|
|
—
|
|
|
17.7
|
|
|
—
|
|
||||
Commodity call options
|
0.2
|
|
|
—
|
|
|
0.2
|
|
|
—
|
|
||||
|
$
|
27.1
|
|
|
$
|
9.2
|
|
|
$
|
17.9
|
|
|
$
|
—
|
|
Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Contingent consideration
|
$
|
1.7
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1.7
|
|
Deferred compensation liabilities
|
10.5
|
|
|
10.5
|
|
|
—
|
|
|
—
|
|
||||
Foreign currency contracts
|
0.8
|
|
|
—
|
|
|
0.8
|
|
|
—
|
|
||||
|
$
|
13.0
|
|
|
$
|
10.5
|
|
|
$
|
0.8
|
|
|
$
|
1.7
|
|
|
Balance at
|
|
Basis of Fair Value Measurements
|
||||||||||||
($ in millions)
|
December 31,
2018 |
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||
Assets:
|
|
|
|
|
|
|
|
||||||||
Deferred compensation assets
|
$
|
8.7
|
|
|
$
|
8.7
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Foreign currency contracts
|
6.5
|
|
|
—
|
|
|
6.5
|
|
|
—
|
|
||||
|
$
|
15.2
|
|
|
$
|
8.7
|
|
|
$
|
6.5
|
|
|
$
|
—
|
|
Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Contingent consideration
|
$
|
1.7
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1.7
|
|
Deferred compensation liabilities
|
9.8
|
|
|
9.8
|
|
|
—
|
|
|
—
|
|
||||
Foreign currency contracts
|
0.2
|
|
|
—
|
|
|
0.2
|
|
|
—
|
|
||||
|
$
|
11.7
|
|
|
$
|
9.8
|
|
|
$
|
0.2
|
|
|
$
|
1.7
|
|
($ in millions)
|
Losses on
derivatives
|
|
Unrealized gains
on investment
securities
|
|
Defined benefit
pension and other
postretirement plans
|
|
Foreign
currency
translation
|
|
Total
|
||||||||||
Balance, December 31, 2018
|
$
|
(0.4
|
)
|
|
$
|
0.4
|
|
|
$
|
(40.4
|
)
|
|
$
|
(113.8
|
)
|
|
$
|
(154.2
|
)
|
Other comprehensive (loss) income before reclassifications
|
(3.0
|
)
|
|
—
|
|
|
(0.2
|
)
|
|
4.4
|
|
|
1.2
|
|
|||||
Amounts reclassified out
|
(0.3
|
)
|
|
—
|
|
|
(0.1
|
)
|
|
—
|
|
|
(0.4
|
)
|
|||||
Other comprehensive (loss) income, net of tax
|
(3.3
|
)
|
|
—
|
|
|
(0.3
|
)
|
|
4.4
|
|
|
0.8
|
|
|||||
Balance, March 31, 2019
|
$
|
(3.7
|
)
|
|
$
|
0.4
|
|
|
$
|
(40.7
|
)
|
|
$
|
(109.4
|
)
|
|
$
|
(153.4
|
)
|
($ in millions)
|
|
Three Months Ended
March 31, |
|
Location on Statement of Income
|
||||||
Detail of components
|
|
2019
|
|
2018
|
|
|||||
Losses on derivatives:
|
|
|
|
|
|
|
||||
Foreign currency contracts
|
|
$
|
0.2
|
|
|
$
|
(0.6
|
)
|
|
Net sales
|
Foreign currency contracts
|
|
0.2
|
|
|
(0.6
|
)
|
|
Cost of goods and services sold
|
||
Forward treasury locks
|
|
(0.1
|
)
|
|
(0.1
|
)
|
|
Interest expense
|
||
Total before tax
|
|
0.3
|
|
|
(1.3
|
)
|
|
|
||
Tax expense
|
|
—
|
|
|
0.3
|
|
|
|
||
Net of tax
|
|
$
|
0.3
|
|
|
$
|
(1.0
|
)
|
|
|
Amortization of defined benefit pension and other postretirement plans:
|
|
|
|
|
|
|
||||
Prior service credit
|
|
$
|
0.2
|
|
|
$
|
0.5
|
|
|
(a)
|
Actuarial losses
|
|
—
|
|
|
(0.4
|
)
|
|
(a)
|
||
Total before tax
|
|
0.2
|
|
|
0.1
|
|
|
|
||
Tax expense
|
|
(0.1
|
)
|
|
—
|
|
|
|
||
Net of tax
|
|
$
|
0.1
|
|
|
$
|
0.1
|
|
|
|
Total reclassifications for the period, net of tax
|
|
$
|
0.4
|
|
|
$
|
(0.9
|
)
|
|
|
|
Common Shares Issued
|
|
Common Stock
|
|
Capital in Excess of Par Value
|
|
Number of Treasury Shares
|
|
Treasury Stock
|
|
Retained earnings
|
|
Accumulated other comprehensive loss
|
|
Total
|
||||||||||||||
($ in millions)
|
|
|
|
|
|
|
|
||||||||||||||||||||||
Balance, December 31, 2018
|
75.3
|
|
|
$
|
18.8
|
|
|
$
|
282.0
|
|
|
1.2
|
|
|
$
|
(103.7
|
)
|
|
$
|
1,353.4
|
|
|
$
|
(154.2
|
)
|
|
$
|
1,396.3
|
|
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
55.4
|
|
|
—
|
|
|
55.4
|
|
||||||
Activity related to stock-based compensation
|
—
|
|
|
—
|
|
|
(3.5
|
)
|
|
(0.2
|
)
|
|
14.2
|
|
|
—
|
|
|
—
|
|
|
10.7
|
|
||||||
Shares purchased under share repurchase program
|
—
|
|
|
—
|
|
|
—
|
|
|
0.8
|
|
|
(83.1
|
)
|
|
—
|
|
|
—
|
|
|
(83.1
|
)
|
||||||
Dividends declared ($0.15 per share)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(10.6
|
)
|
|
—
|
|
|
(10.6
|
)
|
||||||
Other comprehensive income, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.8
|
|
|
0.8
|
|
||||||
Balance, March 31, 2019
|
75.3
|
|
|
$
|
18.8
|
|
|
$
|
278.5
|
|
|
1.8
|
|
|
$
|
(172.6
|
)
|
|
$
|
1,398.2
|
|
|
$
|
(153.4
|
)
|
|
$
|
1,369.5
|
|
|
Common Shares Issued
|
|
Common Stock
|
|
Capital in Excess of Par Value
|
|
Number of Treasury Shares
|
|
Treasury Stock
|
|
Retained earnings
|
|
Accumulated other comprehensive loss
|
|
Total
|
||||||||||||||
($ in millions)
|
|
|
|
|
|
|
|
||||||||||||||||||||||
Balance, December 31, 2017
|
75.2
|
|
|
$
|
18.8
|
|
|
$
|
309.3
|
|
|
1.3
|
|
|
$
|
(109.1
|
)
|
|
$
|
1,178.2
|
|
|
$
|
(117.3
|
)
|
|
$
|
1,279.9
|
|
Effect of modified retrospective application of a new accounting standard
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
11.4
|
|
|
—
|
|
|
11.4
|
|
||||||
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
43.6
|
|
|
—
|
|
|
43.6
|
|
||||||
Activity related to stock-based compensation
|
0.1
|
|
|
—
|
|
|
(0.8
|
)
|
|
(0.1
|
)
|
|
8.0
|
|
|
—
|
|
|
—
|
|
|
7.2
|
|
||||||
Shares purchased under share repurchase program
|
—
|
|
|
—
|
|
|
—
|
|
|
0.5
|
|
|
(47.9
|
)
|
|
—
|
|
|
—
|
|
|
(47.9
|
)
|
||||||
Dividends declared ($0.14 per share)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(10.4
|
)
|
|
—
|
|
|
(10.4
|
)
|
||||||
Other comprehensive income, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
21.5
|
|
|
21.5
|
|
||||||
Balance, March 31, 2018
|
75.3
|
|
|
$
|
18.8
|
|
|
$
|
308.5
|
|
|
1.7
|
|
|
$
|
(149.0
|
)
|
|
$
|
1,222.8
|
|
|
$
|
(95.8
|
)
|
|
$
|
1,305.3
|
|
|
Pension benefits
|
|
Other retirement benefits
|
|
Total
|
||||||||||||||||||
($ in millions)
|
2019
|
|
2018
|
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||||||
Service cost
|
$
|
0.4
|
|
|
$
|
2.8
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
0.4
|
|
|
$
|
2.8
|
|
Interest cost
|
2.4
|
|
|
2.3
|
|
|
0.1
|
|
|
0.1
|
|
|
2.5
|
|
|
2.4
|
|
||||||
Expected return on assets
|
(2.9
|
)
|
|
(3.9
|
)
|
|
—
|
|
|
—
|
|
|
(2.9
|
)
|
|
(3.9
|
)
|
||||||
Amortization of prior service credit
|
—
|
|
|
(0.3
|
)
|
|
(0.2
|
)
|
|
(0.2
|
)
|
|
(0.2
|
)
|
|
(0.5
|
)
|
||||||
Recognized actuarial losses (gains)
|
0.5
|
|
|
0.9
|
|
|
(0.5
|
)
|
|
(0.5
|
)
|
|
—
|
|
|
0.4
|
|
||||||
Net periodic benefit cost
|
$
|
0.4
|
|
|
$
|
1.8
|
|
|
$
|
(0.6
|
)
|
|
$
|
(0.6
|
)
|
|
$
|
(0.2
|
)
|
|
$
|
1.2
|
|
|
Pension benefits
|
|
Other retirement benefits
|
|
Total
|
||||||||||||||||||
($ in millions)
|
2019
|
|
2018
|
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||||||
U.S. plans
|
$
|
(0.1
|
)
|
|
$
|
1.3
|
|
|
$
|
(0.6
|
)
|
|
$
|
(0.6
|
)
|
|
$
|
(0.7
|
)
|
|
$
|
0.7
|
|
International plans
|
0.5
|
|
|
0.5
|
|
|
—
|
|
|
—
|
|
|
0.5
|
|
|
0.5
|
|
||||||
Net periodic benefit cost
|
$
|
0.4
|
|
|
$
|
1.8
|
|
|
$
|
(0.6
|
)
|
|
$
|
(0.6
|
)
|
|
$
|
(0.2
|
)
|
|
$
|
1.2
|
|
|
|
|
Three Months Ended
March 31, |
||||||
($ in millions)
|
2019
|
|
2018
|
||||
Restructuring and related charges:
|
|
|
|
||||
Severance and post-employment benefits
|
$
|
0.3
|
|
|
$
|
2.0
|
|
Asset-related charges
|
—
|
|
|
0.1
|
|
||
Other charges
|
0.3
|
|
|
1.2
|
|
||
Total restructuring and related charges
|
0.6
|
|
|
3.3
|
|
||
Development and licensing income
|
(0.2
|
)
|
|
(0.2
|
)
|
||
Contingent consideration
|
0.2
|
|
|
0.3
|
|
||
Other items
|
(2.9
|
)
|
|
(0.3
|
)
|
||
Total other (income) expense
|
$
|
(2.3
|
)
|
|
$
|
3.1
|
|
($ in millions)
|
Severance
and benefits
|
|
Asset-related charges
|
|
Other charges
|
|
Total
|
||||||||
Balance, December 31, 2018
|
$
|
2.3
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
2.3
|
|
Charges
|
0.3
|
|
|
—
|
|
|
0.3
|
|
|
0.6
|
|
||||
Cash payments
|
(1.1
|
)
|
|
—
|
|
|
—
|
|
|
(1.1
|
)
|
||||
Non-cash asset write-downs
|
—
|
|
|
—
|
|
|
(0.3
|
)
|
|
(0.3
|
)
|
||||
Balance, March 31, 2019
|
$
|
1.5
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1.5
|
|
|
Three Months Ended
March 31, |
||||||
($ in millions)
|
2019
|
|
2018
|
||||
Net sales:
|
|
|
|
||||
Proprietary Products
|
$
|
340.4
|
|
|
$
|
326.2
|
|
Contract-Manufactured Products
|
103.1
|
|
|
89.5
|
|
||
Consolidated net sales
|
$
|
443.5
|
|
|
$
|
415.7
|
|
Operating profit (loss):
|
|
|
|
||||
Proprietary Products
|
$
|
77.0
|
|
|
$
|
62.8
|
|
Contract-Manufactured Products
|
10.5
|
|
|
9.5
|
|
||
Corporate
|
(16.2
|
)
|
|
(15.6
|
)
|
||
Other unallocated items
|
(0.6
|
)
|
|
(3.3
|
)
|
||
Total operating profit
|
$
|
70.7
|
|
|
$
|
53.4
|
|
Interest expense
|
2.3
|
|
|
1.9
|
|
||
Interest income
|
(0.9
|
)
|
|
(0.6
|
)
|
||
Other nonoperating income
|
(0.6
|
)
|
|
(1.6
|
)
|
||
Income before income taxes
|
$
|
69.9
|
|
|
$
|
53.7
|
|
|
Three Months Ended
March 31, |
|
% Change
|
||||||||||
($ in millions)
|
2019
|
|
2018
|
|
As-Reported
|
|
Ex-Currency
|
||||||
Proprietary Products
|
$
|
340.4
|
|
|
$
|
326.2
|
|
|
4.3
|
%
|
|
9.4
|
%
|
Contract-Manufactured Products
|
103.1
|
|
|
89.5
|
|
|
15.3
|
%
|
|
18.9
|
%
|
||
Consolidated net sales
|
$
|
443.5
|
|
|
$
|
415.7
|
|
|
6.7
|
%
|
|
11.4
|
%
|
|
|
Three Months Ended
March 31, |
||||||
($ in millions)
|
2019
|
|
2018
|
||||
Proprietary Products:
|
|
|
|
||||
Gross Profit
|
$
|
132.3
|
|
|
$
|
121.2
|
|
Gross Profit Margin
|
38.9
|
%
|
|
37.1
|
%
|
||
Contract-Manufactured Products:
|
|
|
|
|
|
||
Gross Profit
|
$
|
14.5
|
|
|
$
|
13.2
|
|
Gross Profit Margin
|
14.0
|
%
|
|
14.8
|
%
|
||
Consolidated Gross Profit
|
$
|
146.8
|
|
|
$
|
134.4
|
|
Consolidated Gross Profit Margin
|
33.1
|
%
|
|
32.3
|
%
|
|
Three Months Ended
March 31, |
||||||
($ in millions)
|
2019
|
|
2018
|
||||
Proprietary Products
|
$
|
9.8
|
|
|
$
|
9.6
|
|
Contract-Manufactured Products
|
—
|
|
|
—
|
|
||
Consolidated R&D Costs
|
$
|
9.8
|
|
|
$
|
9.6
|
|
|
Three Months Ended
March 31, |
||||||
($ in millions)
|
2019
|
|
2018
|
||||
Proprietary Products
|
$
|
48.8
|
|
|
$
|
48.4
|
|
Contract-Manufactured Products
|
4.0
|
|
|
4.3
|
|
||
Corporate
|
15.8
|
|
|
15.6
|
|
||
Consolidated SG&A costs
|
$
|
68.6
|
|
|
$
|
68.3
|
|
SG&A as a % of net sales
|
15.5
|
%
|
|
16.4
|
%
|
(Income) Expense
|
Three Months Ended
March 31, |
||||||
($ in millions)
|
2019
|
|
2018
|
||||
Proprietary Products
|
$
|
(3.3
|
)
|
|
$
|
0.4
|
|
Contract-Manufactured Products
|
—
|
|
|
(0.6
|
)
|
||
Corporate
|
0.4
|
|
|
—
|
|
||
Unallocated items
|
0.6
|
|
|
3.3
|
|
||
Consolidated other (income) expense
|
$
|
(2.3
|
)
|
|
$
|
3.1
|
|
|
Three Months Ended
March 31, |
||||||
($ in millions)
|
2019
|
|
2018
|
||||
Proprietary Products
|
$
|
77.0
|
|
|
$
|
62.8
|
|
Contract-Manufactured Products
|
10.5
|
|
|
9.5
|
|
||
Corporate
|
(16.2
|
)
|
|
(15.6
|
)
|
||
Adjusted consolidated operating profit
|
$
|
71.3
|
|
|
$
|
56.7
|
|
Adjusted consolidated operating profit margin
|
16.1
|
%
|
|
13.6
|
%
|
||
Unallocated items
|
(0.6
|
)
|
|
(3.3
|
)
|
||
Consolidated operating profit
|
$
|
70.7
|
|
|
$
|
53.4
|
|
Consolidated operating profit margin
|
15.9
|
%
|
|
12.8
|
%
|
|
Three Months Ended
March 31, |
||||||
($ in millions)
|
2019
|
|
2018
|
||||
Interest expense
|
$
|
2.5
|
|
|
$
|
2.2
|
|
Capitalized interest
|
(0.2
|
)
|
|
(0.3
|
)
|
||
Interest income
|
(0.9
|
)
|
|
(0.6
|
)
|
||
Interest expense, net
|
$
|
1.4
|
|
|
$
|
1.3
|
|
($ in millions)
|
2019
|
|
2018
|
||||
Net cash provided by operating activities
|
$
|
47.6
|
|
|
$
|
45.0
|
|
Net cash used in investing activities
|
$
|
(28.7
|
)
|
|
$
|
(28.7
|
)
|
Net cash used in financing activities
|
$
|
(90.5
|
)
|
|
$
|
(56.9
|
)
|
($ in millions)
|
March 31,
2019 |
|
December 31,
2018 |
||||
Cash and cash equivalents
|
$
|
265.5
|
|
|
$
|
337.4
|
|
Accounts receivable, net
|
$
|
318.2
|
|
|
$
|
288.2
|
|
Inventories
|
$
|
226.1
|
|
|
$
|
214.5
|
|
Accounts payable
|
$
|
137.7
|
|
|
$
|
130.4
|
|
Debt
|
$
|
195.5
|
|
|
$
|
196.1
|
|
Equity
|
$
|
1,369.5
|
|
|
$
|
1,396.3
|
|
Working capital
|
$
|
566.5
|
|
|
$
|
610.7
|
|
•
|
sales demand and our ability to meet that demand;
|
•
|
competition from other providers in our businesses, including customers’ in-house operations, and from lower-cost producers in emerging markets, which can impact unit volume, price and profitability;
|
•
|
customers’ changing inventory requirements and manufacturing plans that alter existing orders or ordering patterns for the products we supply to them;
|
•
|
the timing, regulatory approval and commercial success of customer products that incorporate our products and systems;
|
•
|
whether customers agree to incorporate our products and delivery systems with their new and existing drug products, the ultimate timing and successful commercialization of those products and systems, which involves substantial evaluations of the functional, operational, clinical and economic viability of our products, and the rate, timing and success of regulatory approval for the drug products that incorporate our components and systems;
|
•
|
the timely and adequate availability of filling capacity, which is essential to conducting definitive stability trials and the timing of first commercialization of customers’ products in Daikyo Crystal Zenith
®
prefilled syringes;
|
•
|
average profitability, or mix, of the products sold in any reporting period, including lower-than-expected sales growth of our high-value proprietary product offerings;
|
•
|
maintaining or improving production efficiencies and overhead absorption;
|
•
|
dependence on third-party suppliers and partners, some of which are single-source suppliers of critical materials and products, including our Japanese partner and affiliate, Daikyo;
|
•
|
the loss of key personnel or highly-skilled employees;
|
•
|
the availability and cost of skilled employees required to meet increased production, managerial, research and other needs, including professional employees and persons employed under collective bargaining agreements;
|
•
|
interruptions or weaknesses in our supply chain, including from reasons beyond our control such as extreme weather, longer-term climate changes, natural disasters, pandemic, war, accidental damage, or unauthorized access to our or our customers’ information and systems, which could cause delivery delays or restrict the availability of raw materials, key purchased components and finished products;
|
•
|
the successful and timely implementation of price increases necessary to offset rising production costs, including raw material prices, particularly petroleum-based raw materials;
|
•
|
the cost and progress of development, regulatory approval and marketing of new products;
|
•
|
our ability to obtain and maintain licenses in any jurisdiction in which we do business;
|
•
|
the relative strength of USD in relation to other currencies, particularly the Euro, SGD, the Danish Krone, Yen, Colombian Peso, and Brazilian Real; and
|
•
|
the potential adverse effects of global healthcare legislation on customer demand, product pricing and profitability.
|
Period
|
|
Total number of shares purchased
(1)
|
|
Average price paid per share
(1)
|
|
Total number of shares purchased as part of publicly announced plans or programs
(1)
|
|
Maximum number (or approximate dollar value) of shares that may yet be purchased under the plans or programs
(1)
|
|||||
January 1 – 31, 2019
|
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
—
|
|
February 1 – 28, 2019
|
|
—
|
|
|
—
|
|
|
—
|
|
|
800,000
|
|
|
March 1 – 31, 2019
|
|
800,000
|
|
|
103.89
|
|
|
800,000
|
|
|
—
|
|
|
Total
|
|
800,000
|
|
|
$
|
103.89
|
|
|
800,000
|
|
|
—
|
|
(1)
|
In February 2019, we announced a share repurchase program for calendar-year 2019 authorizing the repurchase of up to 800,000 shares of our common stock from time to time on the open market or in privately-negotiated transactions as permitted under the Securities Exchange Act of 1934 Rule 10b-18. The number of shares repurchased and the timing of such transactions depended on a variety of factors, including market conditions. During the
three months ended
March 31, 2019
, we purchased
800,000
shares of our common stock under the now-completed program at a cost of
$83.1 million
, or an average price of
$103.89
per share.
|
Name
|
For
|
Against
|
Abstain
|
Broker Non-Votes
|
|
Mark A. Buthman
|
65,648,515
|
101,085
|
|
105,928
|
2,319,979
|
William F. Feehery
|
65,677,503
|
72,037
|
|
105,988
|
2,319,979
|
Eric M. Green
|
65,601,559
|
143,775
|
|
110,194
|
2,319,979
|
Thomas W. Hofmann
|
65,501,887
|
249,252
|
|
104,389
|
2,319,979
|
Paula A. Johnson
|
65,459,266
|
290,683
|
|
105,579
|
2,319,979
|
Deborah L. V. Keller
|
65,679,725
|
71,666
|
|
104,137
|
2,319,979
|
Myla P. Lai-Goldman
|
65,616,760
|
135,793
|
|
102,975
|
2,319,979
|
Douglas A. Michels
|
65,582,680
|
169,559
|
|
103,289
|
2,319,979
|
Paolo Pucci
|
65,656,003
|
94,575
|
|
104,950
|
2,319,979
|
Patrick J. Zenner
|
65,377,202
|
372,985
|
|
105,341
|
2,319,979
|
For
|
Against
|
Abstain
|
Broker Non-Votes
|
64,498,770
|
1,199,052
|
157,706
|
2,319,979
|
For
|
Against
|
Abstain
|
Broker Non-Votes
|
66,421,973
|
1,641,381
|
112,153
|
Not applicable
|
Exhibit #
|
Description
|
3.1
|
|
3.2
|
|
4.1
|
|
4.2
|
|
4.3
|
|
4.4
(1)
|
Instruments defining the rights of holders of long-term debt securities of West and its subsidiaries have been omitted.
|
10.1
|
|
10.2
|
|
10.3
|
|
31.1
|
|
31.2
|
|
32.1*
|
|
32.2*
|
|
101.INS
|
XBRL Instance Document
|
101.SCH
|
XBRL Taxonomy Extension Schema Document
|
101.CAL
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
101.LAB
|
XBRL Taxonomy Extension Label Linkbase Document
|
101.PRE
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
101.DEF
|
XBRL Taxonomy Extension Definition Linkbase Document
|
•
|
Average return on invested capital - also called “ROIC” - is measured by dividing the average of the Company’s net operating profit (without regard to taxes) over the performance period by the average outstanding equity plus debt over that period.
|
•
|
Compounded annual revenue growth - also called “CAGR” - is the compound annual growth rate in net sales for the Company over the same period.
|
1.
|
engage in competition with, or acquire a direct or indirect interest or an option to acquire such an interest in any Person engaged in competition with, the Company’s Business (other than an interest of not more than 5 percent of the outstanding stock of any publicly traded company);
|
2.
|
serve as a director, officer, employee or consultant of, or furnish information to, or otherwise facilitate the efforts of, any Person engaged in competition with the Company’s Business;
|
3.
|
solicit, employ, interfere with or attempt to entice away from the Company any employee who has been employed by the Company or a Subsidiary in connection with the conduct of the Company’s Business within one year prior to such solicitation, employment, interference or enticement; or
|
4.
|
approach, solicit or deal with in competition with the Company or any Subsidiary any Person which at any time during the year immediately preceding the date of your termination of employment:
|
a.
|
was a customer, client, supplier, agent or distributor of the Company or any Subsidiary;
|
b.
|
was a customer, client, supplier, agent or distributor of the Company or any Subsidiary with whom employees reporting to or under your direct control had personal contact on behalf of the Company or any Subsidiary; or
|
c.
|
was a Person with whom you had regular, substantial or a series of business dealings on behalf of the Company or any Subsidiary (whether or not a customer, client, supplier, agent or distributor of the Company or any Subsidiary).
|
d.
|
As used in this Agreement, the capitalized terms have the meanings set forth below:
|
i.
|
An “
Affiliate
” of any Person means any Person directly or indirectly controlling, controlled by or under common control with such Person.
|
ii.
|
The “
Company’s Business
” means, in the relevant geographic scope for which you had responsibility or oversight: (A) the development and manufacture of devices to connect, interface and mix injectable drugs in all forms of drug packaging, being conducted by the Company and its Affiliates; (B) the development, manufacture and sale of stoppers, closures, containers, medical devices and medical device components and assemblies made from elastomer, metal and plastic for the healthcare and consumer products industries being carried on by the Company and its Affiliates; and (C) any other business conducted by the
|
1.
|
You have reached age 57;
|
2.
|
You have rendered 10 years of service to the Company and its Affiliates; and
|
3.
|
Your termination must not be due to “Cause” as defined in the Plan and not due to death or Disability.
|
Exercise Price
|
|
Total shares that may be purchased upon exercise
|
###GRANT_PRICE###
|
|
###TOTAL_AWARDS###
|
1.
|
engage in competition with, or acquire a direct or indirect interest or an option to acquire such an interest in any Person engaged in competition with, the Company’s Business (other than an interest of not more than 5 percent of the outstanding stock of any publicly traded company);
|
2.
|
serve as a director, officer, employee or consultant of, or furnish information to, or otherwise facilitate the efforts of, any Person engaged in competition with the Company’s Business;
|
3.
|
solicit, employ, interfere with or attempt to entice away from the Company any employee who has been employed by the Company or a Subsidiary in connection with the conduct of the Company’s Business within one year prior to such solicitation, employment, interference or enticement; or
|
4.
|
approach, solicit or deal with in competition with the Company or any Subsidiary any Person which at any time during the year immediately preceding the date of your termination of employment:
|
a.
|
was a customer, client, supplier, agent or distributor of the Company or any Subsidiary;
|
b.
|
was a customer, client, supplier, agent or distributor of the Company or any Subsidiary with whom employees reporting to or under your direct control had personal contact on behalf of the Company or any Subsidiary; or
|
c.
|
was a Person with whom you had regular, substantial or a series of business dealings on behalf of the Company or any Subsidiary (whether or not a customer, client, supplier, agent or distributor of the Company or any Subsidiary).
|
d.
|
As used in this Agreement, the capitalized terms have the meanings set forth below:
|
i.
|
An “
Affiliate
” of any Person means any Person directly or indirectly controlling, controlled by or under common control with such Person.
|
ii.
|
The “
Company’s Business
” means, in the relevant geographic scope for which you had responsibility or oversight: (A) the development and manufacture of devices to connect, interface and mix injectable drugs in all forms of drug packaging, being conducted by the Company and its Affiliates; (B) the development, manufacture and sale of stoppers, closures, containers, medical devices and medical device components and assemblies made from elastomer, metal and plastic for the healthcare and consumer products industries being carried on by the Company and its Affiliates; and (C) any other business conducted by the Company or any Affiliate of the Company during the Restrictive Period in which you have been actively involved while an employee of the Company or any such Affiliate. In addition to the foregoing, and not as a limitation, employment by or rendering services to any of the following entities, or their Affiliates, will be deemed to be competitive:
Names omitted
.
|
1.
|
You have reached age 57;
|
2.
|
You have rendered 10 years of service to the Company and its affiliates; and
|
3.
|
Your termination must not be due to “Cause” as defined in the Plan and not due to death or disability.
|
1.
|
To the extent permitted by applicable law, you compete with the Company during the period of post-termination continued vesting as described in this Award;
|
2.
|
You fail to comply with any confidentiality agreements with the Company before or after your termination of employment;
|
3.
|
The Company determines that it could have terminated you for “Cause” due to facts or circumstances discovered after your termination of employment.
|
•
|
if you die, the option will remain exercisable for one year from your date of death;
|
•
|
if you terminate employment due to Disability or a Qualifying Retirement, the option will remain exercisable until the Expiration Date;
|
•
|
if your employment terminates for any reason other than a Qualifying Retirement, Disability, death or removal for cause, the option will expire 90 days after your termination date;
|
•
|
if we terminate your employment for cause, the option will expire on the commencement of business on your termination date.
|
•
|
Same-Day-Sale (Cashless). You may elect to sell all or a portion of your vested stock options in the open market. The proceeds generated from the sale will be used to pay for the option cost and any applicable tax withholding. The net proceeds will be deposited in your account at our stock plan administrator.
|
•
|
Cash.
You write a check to the Company for the exercise price, plus any applicable withholding taxes.
|
•
|
Already owned shares
. You may deliver or attest vested shares of common stock that you own with a fair market value equal to the exercise price, plus any applicable withholding taxes.
|
•
|
Combination of shares and cash
. You may use a combination of cash and stock.
|
1.
|
I have reviewed this quarterly report on Form 10-Q of West Pharmaceutical Services, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a.
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b.
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c.
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d.
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
a.
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
b.
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
1.
|
I have reviewed this quarterly report on Form 10-Q of West Pharmaceutical Services, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a.
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b.
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c.
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d.
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
a.
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
b.
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|