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): July 29, 2010
ESCO TECHNOLOGIES INC.
(Exact Name of Registrant as Specified in Charter)
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Missouri
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1-10596
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43-1554045
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(State or Other
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(Commission
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(I.R.S. Employer
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Jurisdiction of Incorporation)
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File Number)
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Identification No.)
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9900A Clayton Road, St. Louis, Missouri
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63124-1186
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrant’s telephone number, including area code: 314-213-7200
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 240.113d-4 (c))
ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION
Today, August 3, 2010, the Registrant is issuing a press release (furnished herewith as Exhibit 99.1 to this report) announcing its fiscal year 2010 third quarter financial and operating results. See Item 7.01, Regulation FD Disclosure below.
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ITEM 5.02
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DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS
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Effective July 29, 2010, the employment agreement dated as of November 3, 1999, as amended (the “Employment Agreement”), between the Registrant and A.S. Barclay, Senior Vice President, Secretary and General Counsel of Registrant (the “executive”) was further amended (the “Amendment”) to extend, in the case
of a termination as described below, from one year to two years the period for which the executive will receive (i) the continuation of her then-current base salary and bonus (bonus calculated using the annual percentage of base salary for the last fiscal year prior to termination), and (ii) continuation of her perquisites and certain employee benefits. Such a termination would exist if the executive’s employment is terminated by the Registrant other than for cause, or if the executive terminates
her employment following certain actions by the Registrant, such as failing to comply with the Employment Agreement, materially reducing the executive’s responsibilities or requiring the executive to relocate. The Amendment is filed herewith as Exhibit 10.1. The description of the terms of the
Amendment does not purport to be complete and is qualified in its entirety by the full text of the
Amendment which is attached hereto as Exhibit 10.1 and incorporated
by reference herein.
If the executive’s employment is terminated in connection with a Change of Control (as defined), she will not receive the foregoing benefits, and will receive instead the benefits payable under the Registrant’s Severance Plan.
For further information concerning the Employment Agreement as in effect prior to the Amendment, reference is hereby made to the description under the caption “Employment Agreements” beginning on page 19 in the Registrant’s proxy statement filed December 22, 2009 with the Securities and Exchange Commission, which description
is incorporated herein by reference as Exhibit 99.2.
ITEM 7.01 REGULATION FD DISCLOSURE
Today, the Registrant is issuing a press release (Exhibit 99.1) announcing its fiscal year 2010 third quarter financial and operating results. The Registrant will conduct a related Webcast conference call today at 4:00 p.m. central time. This press release will be posted on the Registrant’s web site located at
http://www.escotechnologies.com
. It
can be viewed through the “Investor Relations” page of the web site under the tab “Press Releases”
,
although the Registrant reserves the right to discontinue that availability at any time.
NON-GAAP FINANCIAL MEASURES
The press release furnished herewith as Exhibit 99.1 contains the financial measures “EBIT” and “EBIT margin”, which are not calculated in accordance with generally accepted accounting principles in the United States of America (“GAAP”), in order to provide investors and management with an alternative method
for assessing the Registrant’s operating results in a manner that is focused on the performance of the Registrant’s ongoing operations.
The Registrant defines EBIT as earnings before interest and taxes from continuing operations. The Registrant defines EBIT margin as EBIT as a percent of net sales. The Registrant’s management evaluates the performance of its operating segments based in part on EBIT and EBIT margin, and believes that EBIT and EBIT margin are
useful to investors to demonstrate the operational profitability of the Registrant’s business segments by excluding interest and taxes, which are generally accounted for across the entire Registrant on a consolidated basis. EBIT is also one of the measures used by management in determining resource allocations within the Registrant and incentive compensation.
The Registrant believes that the presentation of EBIT and EBIT margin provides important supplemental information to management and investors regarding financial and business trends relating to the Registrant’s financial condition and results of operations. The Registrant’s management believes that these measures provide
an alternative method for assessing the Registrant’s expected future performance that is useful because it facilitates comparisons with other companies in the Utility Solutions Group segment industry, many of which use similar non-GAAP financial measures to supplement their GAAP results. The Registrant provides this information to investors to enable them to perform additional analyses of present and future operating performance, compare the Registrant to other companies, and evaluate the Registrant’s
ongoing financial operations.
The presentation of the information described above is intended to supplement investors’ understanding of the Registrant’s operating performance. The Registrant’s non-GAAP financial measures may not be comparable to other companies’ non-GAAP financial performance measures. Furthermore, the use of these measures is not
intended to replace net earnings (loss), cash flows, financial position, comprehensive income (loss), or any other measure as determined in accordance with GAAP.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits
Exhibit No. Description of Exhibit
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10.1
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Fourth Amendment to Employment Agreement with A.S. Barclay,
dated July 29, 2010
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99.1
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Press Release dated August 3, 2010
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99.2
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Description under the caption “Employment Agreements” beginning on page 19 in the Registrant’s proxy statement filed December 22, 2009 with the Securities and Exchange Commission, which description is incorporated herein by reference
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OTHER MATTERS
The information in this report furnished pursuant to Item 2.02 and Item 7.01, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 as amended (“Exchange Act”) or otherwise subject to the liabilities of that section, unless the Registrant incorporates
it by reference into a filing under the Securities Act of 1933 as amended or the Exchange Act.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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ESCO TECHNOLOGIES INC.
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Dated: August 3, 2010
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By:
/s/ G.E. Muenster
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G.E. Muenster
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Executive Vice President and
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Chief Financial Officer
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EXHIBIT INDEX
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Exhibit No
.
Description
of Exhibit
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10.1 Fourth Amendment to Employment Agreement with A.S. Barclay, dated July 29, 2010
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99.1 Press Release dated August 3, 2010
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EXHIBIT 10.1
FOURTH AMENDMENT TO EMPLOYMENT AGREEMENT
THIS AGREEMENT entered into as of the 29th day of July, 2010 between ESCO Technologies Inc. (“Company”) and Alyson S. Barclay (“Executive”).
WITNESSETH:
WHEREAS, the Company and the Executive entered into an Employment Agreement as of the 3rd day of November, 1999 (“Agreement”), which Agreement was amended as of the 9
th
day of August,
2001; the 5
th
day of May, 2004; and the 31
st
day of December, 2007; and
WHEREAS, the parties retained the right to amend the Agreement pursuant to Article 15 thereof; and
WHEREAS, the parties desire to again amend the Agreement effective as of July 29, 2010.
NOW, THEREFORE, effective as of July 29, 2010 the Agreement is amended as follows:
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1.
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The first sentence of Subparagraph (1) of Paragraph 9.a is revised to read as follows:
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The Company shall pay the Executive an amount equal to her base salary for 24 months following such termination of employment (“Severance Period”) at the rate in effect at the date of such termination.
2. The first sentence of Subparagraph (2) of Paragraph 9.a is revised to read as follows:
As a supplement to the payment of the Executive’s base salary under Subparagraph (a)1, above, the Company shall also pay the Executive an amount equal to her PCP Percentage and ICP Percentage (as herinafter defined), as applicable, for 24 months following such termination in the same manner as determined under Subparagraph
(a)1.
IN WITNESS WHEREOF, the foregoing Agreement was executed effective as of July 29, 2010.
ESCO TECHNOLOGIES INC.
By:
/s/ D.J. Hanlon
/s/
A.S. Barclay
Executive
Exhibit 99.1
NEWS FROM
ESCO
TECHNOLOGIES
For more information contact: For
media inquiries:
Kate Lowrey
David P. Garino
Director, Investor Relations
(314) 982-0551
ESCO Technologies Inc.
(314) 213-7277
ESCO ANNOUNCES THIRD QUARTER RESULTS;
ST. LOUIS, August 3, 2010 – ESCO Technologies Inc. (NYSE: ESE) today reported its operating results for the third quarter ended June 30, 2010.
EPS is presented from “
Continuing Operations”
and “
Discontinued Operations.”
Fiscal 2009 discontinued operations include the results of Comtrak which was sold in March 2009.
Third Quarter 2010 Summary:
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·
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Net sales were $157.6 million, an increase of $9.5 million, or 6.4 percent, over Q3 2009 sales of $148.1 million;
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·
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Sequentially, Q3 2010 net sales increased $28.3 million, or 21.9 percent, over Q2 2010 sales of $129.3 million;
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·
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EPS was $0.55 per share, an increase of $0.12 per share, or 27.9 percent, over Q3 2009 EPS of $0.43 per share;
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·
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Sequentially, Q3 2010 EPS increased $0.33 per share, or 150 percent, over Q2 2010 EPS of $0.22 per share;
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·
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Entered orders were $150.0 million resulting in book-to-bill ratio of .95x;
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·
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Aclara RF AMI gas orders with PG&E were $20.8 million, bringing total PG&E gas orders to 4.4 million units and $247 million, exceeding the 4.1 million units originally expected under the contract; and
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·
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Aclara RF AMI water orders with New York City Water were $9.4 million, bringing total NYC orders to 866,000 units and $66.8 million.
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Chairman’s Commentary
Vic Richey, Chairman and Chief Executive Officer, commented, “I am very pleased with our third quarter results compared to both the prior year third quarter and our fiscal 2010 second
quarter. We continue to focus on sales growth and execution, and again
demonstrated our success in the third quarter.
“Compared to the prior year third quarter, we increased sales by $9.5 million in spite of a $9.7 million decrease at Aclara RF related to the wind-down of PG&E’s gas deployment. We increased our EBIT contribution $8.0 million, or 84 percent of the sales increase, resulting from exceptional operating performance at Doble and
Aclara PLS.
“Filtration delivered a 19.4 percent EBIT margin on strong performance from all three operating units. Test reported an EBIT margin of nearly 10 percent as changes in sales mix impacted its EBIT margins compared to the prior year. The Utility Solutions Group was clearly the brightest spot in the quarter with an EBIT margin of 22.3 percent
compared to 14.4 percent in the prior year.
“Coming off our significant second quarter orders, I’m very pleased with the $150 million in orders we received in Q3. This brings our year-to-date orders to a record $507 million resulting in a book-to-bill ratio of 1.27x for the nine months of fiscal 2010.
“Nearly halfway through the fourth quarter, I’m very comfortable with where we are in relation to meeting our full-year operating goals. My confidence in the remainder of the fiscal year is supported by the level and mix of our shippable backlog.
“Looking forward, we remain confident in our ongoing prospects across all segments of our business, both domestically and internationally. Our Aclara products, in particular, are well positioned on several international projects in Central America and South America as well as Asia. We expect these geographic areas to be significant
contributors to our multi-year growth outlook.”
Business Outlook
Statements contained in the preceding and following paragraphs are based on current expectations. Statements that are not strictly historical are considered forward-looking, and actual results may differ materially.
Dividend Payment
The next quarterly cash dividend of $0.08 per share will be paid on October 20 to stockholders of record on October 6.
FY 2010
Management’s expectations for fiscal year 2010 remain consistent with the Business Outlook discussions noted in the Company’s Earnings Release dated November 12, 2009.
Chairman’s Commentary – Wrap-Up
Mr. Richey concluded, “I am very pleased with our selection to begin negotiations of a definitive agreement for SoCalGas’ Advanced Metering Infrastructure (AMI) project. I remain very optimistic about our current business prospects, both domestically and internationally, as well as our new product roadmap. Our commitment remains
the same − to achieve our long-term goal of increasing shareholder value.”
Conference Call
The Company will host a conference call today, August 3, at 4 p.m. Central Time, to discuss the Company’s third quarter fiscal 2010 operating results. A live audio webcast will be available on the Company’s web site at
www.escotechnologies.com
.
Please
access the web site at least 15 minutes prior to the call to register, download and install any necessary audio software. A replay of the conference call will be available for seven days on the Company’s web site noted above or by phone (dial 1-888-203-1112 and enter the pass code 4585825).
Forward-Looking Statements
Statements in this press release regarding the Company’s success in capturing international and domestic AMI opportunities, achievement of fiscal 2010 operating goals, negotiation of a contract with SoCalGas, success of new products and technologies, the long-term success of the Company, and any other statements which are not strictly
historical are “forward-looking” statements within the meaning of the safe harbor provisions of the federal securities laws. Investors are cautioned that such statements are only predictions and speak only as of the date of this release, and the Company undertakes no duty to update. The Company’s actual results in the future may differ materially from those projected in the forward-looking statements due to risks and uncertainties that exist in the Company’s operations and business environment
including, but not limited to: the risk factors described in Item 1A of the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2009; the success of negotiations between SoCalGas and the Company; changes in requirements of SoCalGas; SoCalGas’ ability to successfully negotiate appropriate terms and conditions with
other subcontractors and project participants; financial constraints impacting
SoCalGas; the receipt of necessary regulatory approvals pertaining to the SoCalGas project; the effect of the American Recovery and Reinvestment Act of 2009; the success of the Company’s competitors; changes in Federal or State energy laws; the Company’s successful performance of its AMI contracts; site readiness issues with Test segment customers; weakening of economic conditions in served markets; changes in customer demands or customer insolvencies; competition; intellectual property rights; technical
difficulties; unforeseen charges impacting corporate operating expenses; the performance of the Company’s international operations; material changes in the costs and availability of certain raw materials including steel and copper; worldwide availability of electronic components; delivery delays or defaults by customers; termination for convenience of customer contracts; timing and magnitude of future contract awards; containment of engineering and development costs; performance issues with key customers,
suppliers and subcontractors; labor disputes; changes in laws and regulations including but not limited to changes in accounting standards and taxation requirements; costs relating to environmental matters; uncertainty of disputes in litigation or arbitration; and the Company’s successful execution of internal operating plans.
ESCO, headquartered in St. Louis, is a proven supplier of special purpose utility solutions for electric, gas, and water utilities, including hardware and software to support advanced metering applications and fully automated intelligent instrumentation. In addition, the Company provides engineered filtration products to the aviation, space,
and process markets worldwide and is the industry leader in RF shielding and EMC test products. Further information regarding ESCO and its subsidiaries is available on the Company’s web site at
www.escotechnologies.com
.
- tables attached -
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ESCO TECHNOLOGIES INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Operations (Unaudited)
(Dollars in thousands, except per share amounts)
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Three Months
Ended
June 30, 2010
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Three Months
Ended
June 30, 2009
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Net Sales
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$
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157,582
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148,102
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Cost and Expenses:
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Cost of sales
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91,994
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88,040
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SG&A
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38,144
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36,636
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Amortization of intangible assets
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2,891
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4,792
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Interest expense
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791
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1,587
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Other expenses (income), net
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551
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2,617
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Total costs and expenses
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134,371
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133,672
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Earnings before income taxes
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23,211
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14,430
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Income taxes
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8,664
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3,337
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Net earnings from continuing operations
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14,547
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11,093
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Earnings from discontinued operations, net of
tax benefit of $456
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-
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332
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Net earnings
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$
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14,547
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11,425
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Earnings per share:
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Basic
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Continuing operations
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0.55
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0.42
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Discontinued operations
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-
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0.02
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Net earnings
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$
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0.55
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0.44
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Diluted
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Continuing operations
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0.55
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0.42
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Discontinued operations
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-
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0.01
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Net earnings
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$
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0.55
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0.43
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Average common shares O/S:
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Basic
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26,448
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26,241
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Diluted
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26,679
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26,586
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ESCO TECHNOLOGIES INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Operations (Unaudited)
(Dollars in thousands, except per share amounts)
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Nine Months
Ended
June 30, 2010
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Nine Months
Ended
June 30, 2009
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Net Sales
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$
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399,568
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449,615
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Cost and Expenses:
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Cost of sales
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238,829
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272,880
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SG&A
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114,161
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114,158
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Amortization of intangible assets
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8,662
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14,379
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Interest expense
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3,028
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5,961
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Other expenses (income), net
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1,862
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2,860
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Total costs and expenses
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366,542
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410,238
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Earnings before income taxes
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33,026
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39,377
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Income taxes
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12,076
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11,839
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Net earnings from continuing operations
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20,950
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27,538
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Earnings from discontinued operations, net of
tax benefit of $568
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-
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135
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Loss on sale from discontinued operations, net
of tax benefit of $905
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-
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(32
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)
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Net earnings from discontinued operations
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-
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103
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|
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|
|
|
|
|
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Net earnings
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$
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20,950
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27,641
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Earnings per share:
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Basic
|
|
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Continuing operations
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0.79
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1.05
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Discontinued operations
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-
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0.01
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Net earnings
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$
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0.79
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1.06
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Diluted
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Continuing operations
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0.79
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1.04
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Discontinued operations
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-
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-
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Net earnings
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$
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0.79
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1.04
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Average common shares O/S:
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Basic
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26,437
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26,176
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Diluted
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26,697
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26,494
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ESCO TECHNOLOGIES INC. AND SUBSIDIARIES
Condensed Business Segment Information
(Unaudited)
(Dollars in thousands)
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|
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Three Months Ended
June 30,
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Nine Months Ended
June 30,
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2010
|
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2009
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2010
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|
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2009
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Net Sales
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Utility Solutions Group
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$
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91,718
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91,113
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224,950
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273,380
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Test
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34,575
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29,108
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|
|
|
|
|
|
93,143
|
|
|
|
|
|
|
98,310
|
|
|
|
|
|
Filtration
|
|
|
31,289
|
|
|
|
|
|
|
27,881
|
|
|
|
|
|
|
81,475
|
|
|
|
|
|
|
77,925
|
|
|
|
|
|
Totals
|
|
$
|
157,582
|
|
|
|
|
|
|
148,102
|
|
|
|
|
|
|
399,568
|
|
|
|
|
|
|
449,615
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
EBIT
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Utility Solutions Group
|
|
$
|
20,424
|
|
|
|
|
|
|
13,158
|
|
|
|
|
|
|
35,615
|
|
|
|
|
|
|
39,851
|
|
|
|
|
|
Test
|
|
|
3,397
|
|
|
|
|
|
|
3,400
|
|
|
|
|
|
|
6,193
|
|
|
|
|
|
|
10,382
|
|
|
|
|
|
Filtration
|
|
|
6,072
|
|
|
|
|
|
|
4,837
|
|
|
|
|
|
|
11,419
|
|
|
|
|
|
|
11,927
|
|
|
|
|
|
Corporate
|
|
|
(5,891
|
)
|
(1)
|
|
|
|
|
|
(5,378
|
)
|
(1)
|
|
|
|
|
|
(17,173
|
)
|
|
(2)
|
|
|
|
|
(16,822
|
)
|
(2)
|
|
|
|
|
Consolidated EBIT
|
|
|
24,002
|
|
|
|
|
|
|
|
16,017
|
|
|
|
|
|
|
|
36,054
|
|
|
|
|
|
|
|
45,338
|
|
|
|
|
|
|
Less: Interest expense
|
|
|
(791
|
)
|
|
|
|
|
|
|
(1,587
|
)
|
|
|
|
|
|
|
(3,028
|
)
|
|
|
|
|
|
|
(5,961
|
)
|
|
|
|
|
|
Earnings before income taxes
|
|
$
|
23,211
|
|
|
|
|
|
|
|
14,430
|
|
|
|
|
|
|
|
33,026
|
|
|
|
|
|
|
|
39,377
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Note: Depreciation and amortization expense was $5.4 million and $7.6 million for the quarters ended June 30, 2010 and 2009, respectively, and $16.6 million and $22.7 million for the nine-month periods ended June 30, 2010 and 2009, respectively.
|
|
|
|
(1)
Includes $1.2 million of amortization of acquired intangible assets.
(2)
Includes $3.5 million of amortization of acquired intangible assets.
|
|
ESCO TECHNOLOGIES INC. AND SUBSIDIARIES
Condensed Consolidated Balance Sheets (Unaudited)
(Dollars in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
June 30,
2010
|
|
|
September 30,
2009
|
|
|
|
|
|
|
|
|
|
|
Assets
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
$
|
20,334
|
|
|
|
44,630
|
|
|
Accounts receivable, net
|
|
|
121,952
|
|
|
|
108,620
|
|
|
Costs and estimated earnings on
long-term contracts
|
|
|
9,065
|
|
|
|
10,758
|
|
|
Inventories
|
|
|
84,411
|
|
|
|
82,020
|
|
|
Current portion of deferred tax assets
|
|
|
21,240
|
|
|
|
20,417
|
|
|
Other current assets
|
|
|
17,395
|
|
|
|
13,750
|
|
|
Total current assets
|
|
|
274,397
|
|
|
|
280,195
|
|
|
|
|
|
|
|
|
|
|
|
|
Property, plant and equipment, net
|
|
|
70,606
|
|
|
|
69,543
|
|
|
Goodwill
|
|
|
330,860
|
|
|
|
330,719
|
|
|
Intangible assets, net
|
|
|
218,445
|
|
|
|
221,600
|
|
|
Other assets
|
|
|
21,329
|
|
|
|
21,630
|
|
|
|
|
$
|
915,637
|
|
|
|
923,687
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities and Shareholders’ Equity
|
|
|
|
|
|
|
|
|
|
Current maturities of long-term debt
|
|
$
|
50,000
|
|
|
|
50,000
|
|
|
Accounts payable
|
|
|
38,577
|
|
|
|
47,218
|
|
|
Current portion of deferred revenue
|
|
|
25,737
|
|
|
|
20,215
|
|
|
Other current liabilities
|
|
|
48,312
|
|
|
|
46,552
|
|
|
Total current liabilities
|
|
|
162,626
|
|
|
|
163,985
|
|
|
Deferred tax liabilities
|
|
|
76,564
|
|
|
|
78,471
|
|
|
Other liabilities
|
|
|
31,251
|
|
|
|
33,424
|
|
|
Long-term debt
|
|
|
114,000
|
|
|
|
130,467
|
|
|
Shareholders’ equity
|
|
|
531,196
|
|
|
|
517,340
|
|
|
|
|
$
|
915,637
|
|
|
|
923,687
|
|
|
ESCO TECHNOLOGIES INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CASH FLOWS
(Unaudited)
(Dollars in thousands)
|
|
|
|
|
|
|
|
|
|
Nine Months Ended
June 30, 2010
|
|
|
Cash flows from operating activities:
|
|
|
|
|
Net earnings
|
|
$
|
20,950
|
|
|
Adjustments to reconcile net earnings to net cash
provided by operating activities:
|
|
|
|
|
|
Depreciation and amortization
|
|
|
16,559
|
|
|
Stock compensation expense
|
|
|
2,996
|
|
|
Changes in current assets and liabilities
|
|
|
(25,642
|
)
|
|
Effect of deferred taxes
|
|
|
(2,730
|
)
|
|
Change in deferred revenue and costs, net
|
|
|
3,780
|
|
|
Other
|
|
|
4
|
|
|
Net cash provided by operating activities
|
|
|
15,917
|
|
|
|
|
|
|
|
|
Cash flows from investing activities:
|
|
|
|
|
|
Acquisition of business
|
|
|
(1,250
|
)
|
|
Additions to capitalized software
|
|
|
(6,237
|
)
|
|
Capital expenditures
|
|
|
(10,108
|
)
|
|
Net cash used by investing activities
|
|
|
(17,595
|
)
|
|
|
|
|
|
|
|
Cash flows from financing activities:
|
|
|
|
|
|
Proceeds from long-term debt
|
|
|
12,000
|
|
|
Principal payments on long-term debt
|
|
|
(28,467
|
)
|
|
Dividends paid
|
|
|
(4,230
|
)
|
|
Proceeds from exercise of stock options
|
|
|
429
|
|
|
Other
|
|
|
936
|
|
|
Net cash used by financing activities
|
|
|
(19,332
|
)
|
|
|
|
|
|
|
|
Effect of exchange rate changes on cash and cash equivalents
|
|
|
(3,286
|
)
|
|
|
|
|
|
|
|
Net decrease in cash and cash equivalents
|
|
|
(24,296
|
)
|
|
Cash and cash equivalents, beginning of period
|
|
|
44,630
|
|
|
Cash and cash equivalents, end of period
|
|
$
|
20,334
|
|
Add
|
ESCO TECHNOLOGIES INC. AND SUBSIDIARIES
Other Selected Financial Data
(Unaudited)
(Dollars in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Backlog And Entered Orders – Q3 FY 2010
|
|
Utility Solutions
|
|
|
Test
|
|
|
Filtration
|
|
|
Total
|
|
|
Beginning Backlog – 3/31/10
|
|
$
|
214,460
|
|
|
|
84,951
|
|
|
|
114,951
|
|
|
|
414,362
|
|
|
Entered Orders
|
|
|
88,592
|
|
|
|
30,331
|
|
|
|
31,062
|
|
|
|
149,985
|
|
|
Sales
|
|
|
(91,718
|
)
|
|
|
(34,575
|
)
|
|
|
(31,289
|
)
|
|
|
(157,582
|
)
|
|
Ending Backlog – 6/30/10
|
|
$
|
211,334
|
|
|
|
80,707
|
|
|
|
114,724
|
|
|
|
406,765
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Backlog And Entered Orders – YTD Q3 FY 2010
|
|
Utility Solutions
|
|
|
Test
|
|
|
Filtration
|
|
|
Total
|
|
|
Beginning Backlog – 9/30/09
|
|
$
|
132,376
|
|
|
|
54,240
|
|
|
|
112,755
|
|
|
|
299,371
|
|
|
Entered Orders
|
|
|
303,908
|
|
|
|
119,610
|
|
|
|
83,444
|
|
|
|
506,962
|
|
|
Sales
|
|
|
(224,950
|
)
|
|
|
(93,143
|
)
|
|
|
(81,475
|
)
|
|
|
(399,568
|
)
|
|
Ending Backlog – 6/30/10
|
|
|
211,334
|
|
|
|
80,707
|
|
|
|
114,724
|
|
|
|
406,765
|
|
# # #