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UNITED STATES
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SECURITIES AND EXCHANGE COMMISSION
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Washington, D.C. 20549
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FORM 10-Q
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☒
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Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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For the quarterly period ended September 30, 2016
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☐
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Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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For the transition period from
______
to ______
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John Bean Technologies Corporation
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(Exact name of registrant as specified in its charter)
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Delaware
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91-1650317
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification No.)
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70
West Madison Street, Suite 4400
Chicago, Illinois
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60602
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(Address of principal executive offices)
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(Zip code)
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(312) 861-5900
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(Registrant’s telephone number, including area code)
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Large accelerated filer
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☒
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Accelerated filer
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☐
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Non-accelerated filer
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☐
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Smaller reporting company
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☐
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Class
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Outstanding at October 25, 2016
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Common Stock, par value $0.01 per share
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29,156,847
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Three Months Ended
September 30, |
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Nine Months Ended
September 30, |
||||||||||||
(In millions, except per share data)
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2016
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2015
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2016
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2015
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||||||||
Revenue
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$
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349.6
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$
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273.3
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$
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945.5
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$
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752.9
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Operating expenses:
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||||||||
Cost of sales
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255.5
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197.1
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678.8
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538.0
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||||
Selling, general and administrative expense
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56.5
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48.1
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168.4
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142.1
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||||
Research and development expense
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6.3
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5.0
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17.7
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13.0
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||||
Restructuring expense
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0.3
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|
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—
|
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9.4
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—
|
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||||
Other expense, net
|
1.5
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2.0
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2.1
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1.8
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||||
Operating income
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29.5
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|
21.1
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|
69.1
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|
58.0
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||||
Interest income
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0.3
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0.2
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1.0
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0.7
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||||
Interest expense
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(3.1
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)
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(1.7
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)
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(8.0
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)
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(6.0
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)
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||||
Income from continuing operations before income taxes
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26.7
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19.6
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62.1
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52.7
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||||
Provision for income taxes
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6.1
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6.9
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17.5
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17.6
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Income from continuing operations
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20.6
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12.7
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44.6
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35.1
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||||
Loss from discontinued operations, net
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—
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(0.1
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)
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(0.1
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)
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(0.1
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)
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||||
Net income
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$
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20.6
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$
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12.6
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$
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44.5
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$
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35.0
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Basic earnings per share:
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Income from continuing operations
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$
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0.70
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$
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0.43
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$
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1.52
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$
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1.19
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Loss from discontinued operations
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—
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—
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(0.01
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)
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—
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||||
Net income
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$
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0.70
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$
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0.43
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$
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1.51
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$
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1.19
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Diluted earnings per share:
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Income from continuing operations
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$
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0.69
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$
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0.43
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$
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1.50
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$
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1.18
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Loss from discontinued operations
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—
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(0.01
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)
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(0.01
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)
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(0.01
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)
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Net income
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$
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0.69
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$
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0.42
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$
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1.49
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$
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1.17
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Cash dividends declared per share
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$
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0.10
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$
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0.09
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$
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0.30
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$
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0.27
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Three Months Ended
September 30, |
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Nine Months Ended
September 30, |
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(In millions)
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2016
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2015
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2016
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2015
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Net income
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$
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20.6
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$
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12.6
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$
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44.5
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$
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35.0
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Other comprehensive income (loss)
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|
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||||||||
Foreign currency translation adjustments
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(1.1
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)
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(9.6
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)
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2.8
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(19.6
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)
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||||
Pension and other postretirement benefits adjustments, net
of tax of ($0.4) and ($1.0) for 2016, and $0.5 and $0.8 for 2015
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0.6
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1.4
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1.8
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3.0
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Derivatives designated as hedges, net of tax of ($0.5) and $1.5 for 2016; ($1.2) for 2015
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0.8
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(1.8
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)
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(2.4
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)
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(1.8
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)
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||||
Other comprehensive income (loss)
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0.3
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(10.0
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)
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2.2
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(18.4
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)
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||||
Comprehensive income
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$
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20.9
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$
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2.6
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$
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46.7
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$
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16.6
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September 30, 2016
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December 31, 2015
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||||
(In millions, except per share data and number of shares)
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(Unaudited)
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Assets:
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||||
Current Assets:
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||||
Cash and cash equivalents
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$
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47.9
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$
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37.2
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Trade receivables, net of allowances of $2.1 and $2.1, respectively
|
240.9
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212.5
|
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||
Inventories, net
|
143.4
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104.9
|
|
||
Other current assets
|
40.2
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|
41.6
|
|
||
Total current assets
|
472.4
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396.2
|
|
||
Property, plant and equipment, net of accumulated depreciation of
$240.8 and $223.8, respectively
|
187.6
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|
181.1
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||
Goodwill
|
158.0
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|
152.5
|
|
||
Intangible assets, net
|
77.3
|
|
|
86.8
|
|
||
Deferred income taxes
|
35.1
|
|
|
32.0
|
|
||
Other assets
|
30.3
|
|
|
27.5
|
|
||
Total Assets
|
$
|
960.7
|
|
|
$
|
876.1
|
|
|
|
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||||
Liabilities and Stockholders
’
Equity:
|
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||||
Current Liabilities:
|
|
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|
||||
Short-term debt and current portion of long-term debt
|
$
|
5.4
|
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$
|
2.2
|
|
Accounts payable, trade and other
|
120.7
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|
|
110.7
|
|
||
Advance and progress payments
|
127.2
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|
|
115.8
|
|
||
Other current liabilities
|
137.2
|
|
|
124.4
|
|
||
Total current liabilities
|
390.5
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353.1
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|
||
Long-term debt, less current portion
|
300.2
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|
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280.6
|
|
||
Accrued pension and other postretirement benefits, less current portion
|
75.3
|
|
|
90.7
|
|
||
Other liabilities
|
25.6
|
|
|
22.0
|
|
||
Commitments and contingencies (Note 11)
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|
|
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|
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Stockholders’ Equity:
|
|
|
|
||||
Preferred stock, $0.01 par value; 20,000,000 shares authorized;
no shares issued
|
—
|
|
|
—
|
|
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Common stock, $0.01 par value; 120,000,000 shares authorized; September 30, 2016: 29,316,041 issued and 29,156,847 outstanding; December 31, 2015: 29,316,041 issued and 29,147,380 outstanding
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0.3
|
|
|
0.3
|
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||
Common stock held in treasury, at cost; September 30, 2016: 159,194 shares;
December 31, 2015: 168,661 shares
|
(7.2
|
)
|
|
(6.1
|
)
|
||
Additional paid-in capital
|
74.4
|
|
|
71.6
|
|
||
Retained earnings
|
246.6
|
|
|
211.1
|
|
||
Accumulated other comprehensive loss
|
(145.0
|
)
|
|
(147.2
|
)
|
||
Total stockholders’ equity
|
169.1
|
|
|
129.7
|
|
||
Total Liabilities and Stockholders
’
Equity
|
$
|
960.7
|
|
|
$
|
876.1
|
|
|
Nine Months Ended September 30,
|
||||||
(In millions)
|
2016
|
|
2015
|
||||
Cash flows provided by operating activities:
|
|
|
|
||||
Net income
|
$
|
44.5
|
|
|
$
|
35.0
|
|
Loss from discontinued operations, net
|
0.1
|
|
|
0.1
|
|
||
Income from continuing operations
|
44.6
|
|
|
35.1
|
|
||
Adjustments to reconcile income from continuing operations to cash provided by continuing operating activities:
|
|
|
|
||||
Depreciation and amortization
|
27.2
|
|
|
20.9
|
|
||
Stock-based compensation
|
7.1
|
|
|
5.2
|
|
||
Other
|
0.9
|
|
|
1.8
|
|
||
Changes in operating assets and liabilities:
|
|
|
|
||||
Trade receivables, net
|
(27.0
|
)
|
|
(0.5
|
)
|
||
Inventories
|
(37.9
|
)
|
|
(17.2
|
)
|
||
Accounts payable, trade and other
|
10.3
|
|
|
14.2
|
|
||
Advance and progress payments
|
10.3
|
|
|
18.9
|
|
||
Other assets and liabilities, net
|
(8.6
|
)
|
|
(30.5
|
)
|
||
Cash provided by continuing operating activities
|
26.9
|
|
|
47.9
|
|
||
Cash required by discontinued operating activities
|
(0.1
|
)
|
|
(0.1
|
)
|
||
Cash provided by operating activities
|
26.8
|
|
|
47.8
|
|
||
|
|
|
|
||||
Cash flows required by investing activities:
|
|
|
|
||||
Acquisitions, net of cash acquired
|
(3.2
|
)
|
|
(50.9
|
)
|
||
Capital expenditures
|
(24.9
|
)
|
|
(26.5
|
)
|
||
Proceeds from disposal of assets
|
1.9
|
|
|
0.9
|
|
||
Proceeds from property available for sale
|
—
|
|
|
2.0
|
|
||
Cash required by investing activities
|
(26.2
|
)
|
|
(74.5
|
)
|
||
|
|
|
|
||||
Cash flows provided by financing activities:
|
|
|
|
||||
Net proceeds (payments) on short-term debt
|
3.3
|
|
|
(1.6
|
)
|
||
Cash provided by refinancing of credit facility
|
—
|
|
|
183.7
|
|
||
Cash payments to settle existing credit facility
|
—
|
|
|
(183.7
|
)
|
||
Cash payments to settle private placement debt
|
—
|
|
|
(75.0
|
)
|
||
Net proceeds (payments) on credit facilities
|
20.7
|
|
|
134.1
|
|
||
Repayment of long-term debt
|
(1.6
|
)
|
|
(0.9
|
)
|
||
Excess tax benefits
|
1.5
|
|
|
2.1
|
|
||
Tax withholdings on stock-based compensation awards
|
(2.6
|
)
|
|
(5.5
|
)
|
||
Purchase of treasury stock
|
(4.4
|
)
|
|
(7.7
|
)
|
||
Dividends
|
(8.9
|
)
|
|
(8.3
|
)
|
||
Cash provided by financing activities
|
8.0
|
|
|
37.2
|
|
||
|
|
|
|
||||
Effect of foreign exchange rate changes on cash and cash equivalents
|
2.1
|
|
|
(5.9
|
)
|
||
|
|
|
|
||||
Increase in cash and cash equivalents
|
10.7
|
|
|
4.6
|
|
||
Cash and cash equivalents, beginning of period
|
37.2
|
|
|
33.3
|
|
||
Cash and cash equivalents, end of period
|
$
|
47.9
|
|
|
$
|
37.9
|
|
(In millions)
|
|
||
Assets:
|
|
||
Cash
|
$
|
1.1
|
|
Trade receivables
|
10.0
|
|
|
Other receivables
|
2.5
|
|
|
Inventories
|
4.8
|
|
|
Costs in excess of billings on projects in progress
|
7.8
|
|
|
Property, plant and equipment
|
9.8
|
|
|
Intangible assets:
|
|
||
Customer relationships
|
2.1
|
|
|
Patents
|
2.9
|
|
|
Tradename
|
0.2
|
|
|
Deferred income taxes
|
1.6
|
|
|
Total assets
|
42.8
|
|
|
|
|
||
Liabilities:
|
|
||
Accounts payable
|
9.2
|
|
|
Billings in excess of costs on projects in progress
|
7.6
|
|
|
Deferred income taxes
|
2.7
|
|
|
Other liabilities
|
11.3
|
|
|
Total liabilities
|
30.8
|
|
|
|
|
||
Total purchase price
|
51.8
|
|
|
|
|
||
Goodwill
|
$
|
39.8
|
|
(In millions)
|
JBT FoodTech
|
|
JBT AeroTech
|
|
Total
|
||||||
Balance as of December 31, 2015
|
$
|
144.8
|
|
|
$
|
7.7
|
|
|
$
|
152.5
|
|
Acquisitions
|
5.5
|
|
|
—
|
|
|
5.5
|
|
|||
Balance as of September 30, 2016
|
$
|
150.3
|
|
|
$
|
7.7
|
|
|
$
|
158.0
|
|
|
September 30, 2016
|
|
December 31, 2015
|
||||||||||||
(In millions)
|
Gross carrying amount
|
|
Accumulated amortization
|
|
Gross carrying amount
|
|
Accumulated amortization
|
||||||||
Customer relationships
|
$
|
68.4
|
|
|
$
|
19.6
|
|
|
$
|
70.8
|
|
|
$
|
15.9
|
|
Patents and acquired technology
|
35.7
|
|
|
24.3
|
|
|
35.4
|
|
|
23.5
|
|
||||
Trademarks and tradenames
|
19.0
|
|
|
8.4
|
|
|
19.5
|
|
|
7.8
|
|
||||
Other
|
13.9
|
|
|
7.4
|
|
|
13.8
|
|
|
5.5
|
|
||||
Total intangible assets
|
$
|
137.0
|
|
|
$
|
59.7
|
|
|
$
|
139.5
|
|
|
$
|
52.7
|
|
(In millions)
|
September 30, 2016
|
|
December 31, 2015
|
||||
Raw materials
|
$
|
65.9
|
|
|
$
|
55.0
|
|
Work in process
|
63.4
|
|
|
36.8
|
|
||
Finished goods
|
83.1
|
|
|
81.8
|
|
||
Gross inventories before LIFO reserves and valuation adjustments
|
212.4
|
|
|
173.6
|
|
||
LIFO reserves and valuation adjustments
|
(69.0
|
)
|
|
(68.7
|
)
|
||
Inventories, net
|
$
|
143.4
|
|
|
$
|
104.9
|
|
|
Pension Benefits
|
|
Other Postretirement Benefits
|
||||||||||||||||||||||||||||
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||||||||||||||||||
(In millions)
|
2016
|
|
2015
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||||||||||
Service cost
|
$
|
0.3
|
|
|
$
|
0.4
|
|
|
$
|
1.0
|
|
|
$
|
1.1
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Interest cost
|
2.9
|
|
|
3.4
|
|
|
8.6
|
|
|
10.3
|
|
|
0.1
|
|
|
—
|
|
|
0.1
|
|
|
0.2
|
|
||||||||
Expected return on plan assets
|
(4.5
|
)
|
|
(4.8
|
)
|
|
(13.5
|
)
|
|
(14.3
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Amortization of prior service (credit)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.4
|
)
|
|
—
|
|
|
(0.4
|
)
|
||||||||
Amortization of net actuarial (gains) losses
|
1.0
|
|
|
1.2
|
|
|
3.1
|
|
|
3.4
|
|
|
—
|
|
|
(0.1
|
)
|
|
—
|
|
|
(0.8
|
)
|
||||||||
Settlements
|
—
|
|
|
—
|
|
|
—
|
|
|
0.3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Net periodic cost (income)
|
$
|
(0.3
|
)
|
|
$
|
0.2
|
|
|
$
|
(0.8
|
)
|
|
$
|
0.8
|
|
|
$
|
0.1
|
|
|
$
|
(0.5
|
)
|
|
$
|
0.1
|
|
|
$
|
(1.0
|
)
|
|
Pension and Other Postretirement Benefits
|
|
Derivatives Designated as Hedges
|
|
Foreign Currency Translation
|
|
Total
|
||||||||
(In millions)
|
|
|
|
|
|
|
|
||||||||
Beginning balance, June 30, 2016
|
$
|
(102.6
|
)
|
|
$
|
(4.0
|
)
|
|
$
|
(38.7
|
)
|
|
$
|
(145.3
|
)
|
Other comprehensive income (loss) before reclassification
|
0.1
|
|
|
0.6
|
|
|
(1.1
|
)
|
|
(0.4
|
)
|
||||
Amounts reclassified from accumulated other comprehensive income
|
0.5
|
|
|
0.2
|
|
|
—
|
|
|
0.7
|
|
||||
Ending balance, September 30, 2016
|
$
|
(102.0
|
)
|
|
$
|
(3.2
|
)
|
|
$
|
(39.8
|
)
|
|
$
|
(145.0
|
)
|
|
Pension and Other Postretirement Benefits
|
|
Derivatives Designated as Hedges
|
|
Foreign Currency Translation
|
|
Total
|
||||||||
(In millions)
|
|
|
|
|
|
|
|
||||||||
Beginning balance, December 31, 2015
|
$
|
(103.8
|
)
|
|
$
|
(0.8
|
)
|
|
$
|
(42.6
|
)
|
|
$
|
(147.2
|
)
|
Other comprehensive income (loss) before reclassification
|
0.1
|
|
|
(3.0
|
)
|
|
2.8
|
|
|
(0.1
|
)
|
||||
Amounts reclassified from accumulated other comprehensive income
|
1.7
|
|
|
0.6
|
|
|
—
|
|
|
2.3
|
|
||||
Ending balance, September 30, 2016
|
$
|
(102.0
|
)
|
|
$
|
(3.2
|
)
|
|
$
|
(39.8
|
)
|
|
$
|
(145.0
|
)
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||||||
(In millions, except per share data)
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Basic earnings per share:
|
|
|
|
|
|
|
|
||||||||
Income from continuing operations
|
$
|
20.6
|
|
|
$
|
12.7
|
|
|
$
|
44.6
|
|
|
$
|
35.1
|
|
Weighted average number of shares outstanding
|
29.4
|
|
|
29.5
|
|
|
29.4
|
|
|
29.5
|
|
||||
Basic earnings per share from continuing operations
|
$
|
0.70
|
|
|
$
|
0.43
|
|
|
$
|
1.52
|
|
|
$
|
1.19
|
|
Diluted earnings per share:
|
|
|
|
|
|
|
|
||||||||
Income from continuing operations
|
$
|
20.6
|
|
|
$
|
12.7
|
|
|
$
|
44.6
|
|
|
$
|
35.1
|
|
Weighted average number of shares outstanding
|
29.4
|
|
|
29.5
|
|
|
29.4
|
|
|
29.5
|
|
||||
Effect of dilutive securities:
|
|
|
|
|
|
|
|
||||||||
Restricted stock
|
0.4
|
|
|
0.3
|
|
|
0.4
|
|
|
0.3
|
|
||||
Total shares and dilutive securities
|
29.8
|
|
|
29.8
|
|
|
29.8
|
|
|
29.8
|
|
||||
Diluted earnings per share from continuing operations
|
$
|
0.69
|
|
|
$
|
0.43
|
|
|
$
|
1.50
|
|
|
$
|
1.18
|
|
•
|
Level 1
: Unadjusted quoted prices in active markets for identical assets and liabilities that the Company can assess at the measurement date.
|
•
|
Level 2
: Observable inputs other than those included in Level 1 that are observable for the asset or liability, either directly or indirectly. For example, quoted prices for similar assets or liabilities in active markets or quoted prices for identical assets or liabilities in inactive markets.
|
•
|
Level 3
: Unobservable inputs reflecting management’s own assumptions about the inputs used in pricing the asset or liability.
|
|
As of September 30, 2016
|
|
As of December 31, 2015
|
||||||||||||||||||||||||||||
(In millions)
|
Total
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Investments
|
$
|
11.5
|
|
|
$
|
11.5
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
8.9
|
|
|
$
|
8.9
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Derivatives
|
4.7
|
|
|
—
|
|
|
4.7
|
|
|
—
|
|
|
7.0
|
|
|
—
|
|
|
7.0
|
|
|
—
|
|
||||||||
Total assets
|
$
|
16.2
|
|
|
$
|
11.5
|
|
|
$
|
4.7
|
|
|
$
|
—
|
|
|
$
|
15.9
|
|
|
$
|
8.9
|
|
|
$
|
7.0
|
|
|
$
|
—
|
|
Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Derivatives
|
$
|
9.4
|
|
|
$
|
—
|
|
|
$
|
9.4
|
|
|
$
|
—
|
|
|
$
|
2.9
|
|
|
$
|
—
|
|
|
$
|
2.9
|
|
|
$
|
—
|
|
Contingent consideration
|
0.8
|
|
|
—
|
|
|
—
|
|
|
0.8
|
|
|
3.0
|
|
|
—
|
|
|
—
|
|
|
3.0
|
|
||||||||
Total liabilities
|
$
|
10.2
|
|
|
$
|
—
|
|
|
$
|
9.4
|
|
|
$
|
0.8
|
|
|
$
|
5.9
|
|
|
$
|
—
|
|
|
$
|
2.9
|
|
|
$
|
3.0
|
|
|
As of September 30, 2016
|
|
As of December 31, 2015
|
||||||||||||
(In millions)
|
Carrying Value
|
|
Estimated Fair Value
|
|
Carrying Value
|
|
Estimated Fair Value
|
||||||||
Five-year revolving credit facility, expires February 10, 2020
|
$
|
300.0
|
|
|
$
|
300.0
|
|
|
$
|
279.4
|
|
|
$
|
279.4
|
|
Brazilian loan due April 15, 2016
|
—
|
|
|
—
|
|
|
0.3
|
|
|
0.3
|
|
||||
Brazilian loan due October 16, 2017
|
2.0
|
|
|
1.8
|
|
|
2.7
|
|
|
2.4
|
|
||||
Foreign credit facilities
|
3.6
|
|
|
3.6
|
|
|
—
|
|
|
—
|
|
||||
Other
|
—
|
|
|
—
|
|
|
0.3
|
|
|
0.3
|
|
|
As of September 30, 2016
|
|
As of December 31, 2015
|
||||||||||||
(In millions)
|
Derivative Assets
|
|
Derivative Liabilities
|
|
Derivative Assets
|
|
Derivative Liabilities
|
||||||||
Other current assets / liabilities
|
$
|
3.8
|
|
|
$
|
4.2
|
|
|
$
|
5.8
|
|
|
$
|
1.3
|
|
Other assets / liabilities
|
0.9
|
|
|
0.1
|
|
|
1.2
|
|
|
0.1
|
|
||||
Total
|
$
|
4.7
|
|
|
$
|
4.3
|
|
|
$
|
7.0
|
|
|
$
|
1.4
|
|
(In millions)
|
As of September 30, 2016
|
||||||||||||||||||
Offsetting of Liabilities
|
Gross Amounts of Recognized Liabilities
|
|
Gross Amounts Offset in the Consolidated Balance Sheets
|
|
Net Presented in the Consolidated Balance Sheets
|
|
Amount Subject to Master Netting Agreement
|
|
Net Amount
|
||||||||||
Derivatives
|
$
|
9.4
|
|
|
$
|
—
|
|
|
$
|
9.4
|
|
|
$
|
(2.6
|
)
|
|
$
|
6.8
|
|
(In millions)
|
As of December 31, 2015
|
||||||||||||||||||
Offsetting of Assets
|
Gross Amounts of Recognized Assets
|
|
Gross Amounts Offset in the Consolidated Balance Sheets
|
|
Net Presented in the Consolidated Balance Sheets
|
|
Amount Subject to Master Netting Agreement
|
|
Net Amount
|
||||||||||
Derivatives
|
$
|
7.0
|
|
|
$
|
—
|
|
|
$
|
7.0
|
|
|
$
|
(1.7
|
)
|
|
$
|
5.3
|
|
(In millions)
|
As of December 31, 2015
|
||||||||||||||||||
Offsetting of Liabilities
|
Gross Amounts of Recognized Liabilities
|
|
Gross Amounts Offset in the Consolidated Balance Sheets
|
|
Net Presented in the Consolidated Balance Sheets
|
|
Amount Subject to Master Netting Agreement
|
|
Net Amount
|
||||||||||
Derivatives
|
$
|
2.9
|
|
|
$
|
—
|
|
|
$
|
2.9
|
|
|
$
|
(1.7
|
)
|
|
$
|
1.2
|
|
Derivatives Not Designated
as Hedging Instruments
|
|
Location of Gain (Loss) Recognized
in Income on Derivatives
|
|
Amount of Gain (Loss) Recognized in Income
on Derivatives
|
||||||||||||||
|
|
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||||||
(In millions)
|
|
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Foreign exchange contracts
|
|
Revenue
|
|
$
|
(0.4
|
)
|
|
$
|
(0.3
|
)
|
|
$
|
(0.9
|
)
|
|
$
|
—
|
|
Foreign exchange contracts
|
|
Cost of sales
|
|
(0.1
|
)
|
|
0.1
|
|
|
(0.4
|
)
|
|
(0.4
|
)
|
||||
Foreign exchange contracts
|
|
Other income, net
|
|
—
|
|
|
(0.1
|
)
|
|
(0.1
|
)
|
|
—
|
|
||||
Total
|
|
|
|
(0.5
|
)
|
|
(0.3
|
)
|
|
(1.4
|
)
|
|
(0.4
|
)
|
||||
Remeasurement of assets and liabilities in foreign currencies
|
|
|
|
(0.1
|
)
|
|
0.5
|
|
|
(0.4
|
)
|
|
(0.7
|
)
|
||||
Net gain (loss) on foreign currency transactions
|
|
|
|
$
|
(0.6
|
)
|
|
$
|
0.2
|
|
|
$
|
(1.8
|
)
|
|
$
|
(1.1
|
)
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||||||
(In millions)
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Balance at beginning of period
|
$
|
12.7
|
|
|
$
|
10.0
|
|
|
$
|
12.5
|
|
|
$
|
10.2
|
|
Expense for new warranties
|
3.0
|
|
|
3.1
|
|
|
8.6
|
|
|
8.0
|
|
||||
Adjustments to existing accruals
|
(0.1
|
)
|
|
—
|
|
|
(0.5
|
)
|
|
(0.3
|
)
|
||||
Claims paid
|
(2.3
|
)
|
|
(2.7
|
)
|
|
(7.3
|
)
|
|
(7.4
|
)
|
||||
Added through acquisition
|
—
|
|
|
0.6
|
|
|
—
|
|
|
0.6
|
|
||||
Translation
|
—
|
|
|
(0.1
|
)
|
|
—
|
|
|
(0.2
|
)
|
||||
Balance at end of period
|
$
|
13.3
|
|
|
$
|
10.9
|
|
|
$
|
13.3
|
|
|
$
|
10.9
|
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||||||
(In millions)
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Revenue:
|
|
|
|
|
|
|
|
||||||||
JBT FoodTech
|
$
|
235.9
|
|
|
$
|
177.8
|
|
|
$
|
642.2
|
|
|
$
|
480.9
|
|
JBT AeroTech
|
112.7
|
|
|
95.8
|
|
|
303.3
|
|
|
272.8
|
|
||||
Intercompany eliminations
|
1.0
|
|
|
(0.3
|
)
|
|
—
|
|
|
(0.8
|
)
|
||||
Total revenue
|
$
|
349.6
|
|
|
$
|
273.3
|
|
|
$
|
945.5
|
|
|
$
|
752.9
|
|
|
|
|
|
|
|
|
|
||||||||
Income before income taxes
|
|
|
|
|
|
|
|
||||||||
Segment operating profit:
|
|
|
|
|
|
|
|
||||||||
JBT FoodTech
|
$
|
28.2
|
|
|
$
|
20.5
|
|
|
$
|
78.0
|
|
|
$
|
56.1
|
|
JBT AeroTech
|
12.0
|
|
|
9.5
|
|
|
31.9
|
|
|
26.2
|
|
||||
Total segment operating profit
|
40.2
|
|
|
30.0
|
|
|
109.9
|
|
|
82.3
|
|
||||
Corporate items:
|
|
|
|
|
|
|
|
||||||||
Corporate expense
(1)
|
(10.4
|
)
|
|
(8.9
|
)
|
|
(31.4
|
)
|
|
(24.3
|
)
|
||||
Restructuring expense
(2)
|
(0.3
|
)
|
|
—
|
|
|
(9.4
|
)
|
|
—
|
|
||||
Operating income
|
29.5
|
|
|
21.1
|
|
|
69.1
|
|
|
58.0
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Net interest expense
|
(2.8
|
)
|
|
(1.5
|
)
|
|
(7.0
|
)
|
|
(5.3
|
)
|
||||
Income from continuing operations before income taxes
|
$
|
26.7
|
|
|
$
|
19.6
|
|
|
$
|
62.1
|
|
|
$
|
52.7
|
|
(1)
|
Corporate expense generally includes corporate staff-related expense, stock-based compensation, pension and other postretirement benefit expenses not related to service, LIFO adjustments, certain foreign currency-related gains and losses, and the impact of unusual or strategic events not representative of segment operations.
|
(2)
|
Refer to Note
13
.
Restructuring
for further information on restructuring expense.
|
|
Charges Incurred During the
|
|
Charges Incurred During the
|
||||||||||||
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||||||
(In millions)
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Severance and related expense
|
$
|
(0.5
|
)
|
|
$
|
—
|
|
|
$
|
5.3
|
|
|
$
|
—
|
|
Asset impairment
|
—
|
|
|
—
|
|
|
0.1
|
|
|
—
|
|
||||
Other
|
0.8
|
|
|
—
|
|
|
4.0
|
|
|
—
|
|
||||
Total restructuring charges
|
$
|
0.3
|
|
|
$
|
—
|
|
|
$
|
9.4
|
|
|
$
|
—
|
|
(In millions)
|
Balance as of
December 31, 2015 |
|
Charged to
Earnings
|
|
Payments Made/Charges Applied
|
|
Balance as of
September 30, 2016 |
||||||||
Severance and related expense
|
$
|
2.6
|
|
|
$
|
5.3
|
|
|
$
|
(2.1
|
)
|
|
$
|
5.9
|
|
Asset impairment
|
—
|
|
|
0.1
|
|
|
—
|
|
|
0.1
|
|
||||
Other
|
—
|
|
|
4.0
|
|
|
(4.0
|
)
|
|
—
|
|
||||
Total
|
$
|
2.6
|
|
|
$
|
9.4
|
|
|
$
|
(6.0
|
)
|
|
$
|
6.0
|
|
•
|
Fix.
We have implemented a “One JBT” cultural transformation across JBT, built on our long-standing values of integrity, accountability, and teamwork.
At the organization level, we have implemented a shared services model, consolidating back office operations in the U.S. to standardize practices and leverage the scale of our two businesses. We have also consolidated smaller operations enabling JBT FoodTech and JBT AeroTech to operate shared facilities and are in the process of expanding the shared services model in Europe.
|
•
|
Strengthen.
In 2016,
we continued to implement leadership and management changes in our businesses to better align with our customers’ market needs. To further strengthen the business, we continue to utilize the JBT Excellence Model (“JEM”). JEM includes value-based pricing, which has been rolled out across all major businesses. JEM also includes implementation of Lean initiatives or what we call Relentless Continuous Improvement (“RCI”). This is an integrated focus on safety, quality, delivery, and cost that establishes a sustainable competitive advantage. We also continue to enforce RCI via extensive leadership training and all our JBT production facilities have either started or arewell along implementation of RCI.
|
•
|
Grow.
There are specific components to our growth strategy with a focus on food. We continue to invest in the profitable aftermarket business, building a dedicated sales and service network that will capitalize on our global installed base of equipment. We also are capitalizing on growth opportunities in emerging markets through locally-tailored products. We enjoy a robust, direct presence in Asia, which is important for driving long-term growth. In 2014, we opened a joint JBT FoodTech and JBT AeroTech manufacturing center in Kunshan, China. We opened a technology center, which allows customers to conduct test production runs, adjacent to the manufacturing center in January 2016.
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||||||
(In millions, except per share data)
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Income from continuing operations as reported
|
$
|
20.6
|
|
|
$
|
12.7
|
|
|
$
|
44.6
|
|
|
$
|
35.1
|
|
|
|
|
|
|
|
|
|
||||||||
Non-GAAP adjustments:
|
|
|
|
|
|
|
|
||||||||
Restructuring expense
|
0.3
|
|
|
—
|
|
|
9.4
|
|
|
—
|
|
||||
Impact on tax provision from Non-GAAP adjustments
(1)
|
(0.1
|
)
|
|
—
|
|
|
(3.0
|
)
|
|
—
|
|
||||
Adjusted income from continuing operations
|
$
|
20.8
|
|
|
$
|
12.7
|
|
|
$
|
51.0
|
|
|
$
|
35.1
|
|
|
|
|
|
|
|
|
|
||||||||
Income from continuing operations as reported
|
$
|
20.6
|
|
|
$
|
12.7
|
|
|
$
|
44.6
|
|
|
$
|
35.1
|
|
Total shares and dilutive securities
|
29.8
|
|
|
29.8
|
|
|
29.8
|
|
|
29.8
|
|
||||
Diluted earnings per share from continuing operations
|
$
|
0.69
|
|
|
$
|
0.43
|
|
|
$
|
1.50
|
|
|
$
|
1.18
|
|
|
|
|
|
|
|
|
|
||||||||
Adjusted income from continuing operations
|
$
|
20.8
|
|
|
$
|
12.7
|
|
|
$
|
51.0
|
|
|
$
|
35.1
|
|
Total shares and dilutive securities
|
29.8
|
|
|
29.8
|
|
|
29.8
|
|
|
29.8
|
|
||||
Adjusted diluted earnings per share from continuing operations
|
$
|
0.70
|
|
|
$
|
0.43
|
|
|
$
|
1.71
|
|
|
$
|
1.18
|
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||||||
(In millions)
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Net income
|
$
|
20.6
|
|
|
$
|
12.6
|
|
|
$
|
44.5
|
|
|
$
|
35.0
|
|
Loss from discontinued operations, net of taxes
|
—
|
|
|
(0.1
|
)
|
|
(0.1
|
)
|
|
(0.1
|
)
|
||||
Income from continuing operations as reported
|
20.6
|
|
|
12.7
|
|
|
44.6
|
|
|
35.1
|
|
||||
Provision for income taxes
|
6.1
|
|
|
6.9
|
|
|
17.5
|
|
|
17.6
|
|
||||
Net interest expense
|
2.8
|
|
|
1.5
|
|
|
7.0
|
|
|
5.3
|
|
||||
Depreciation and amortization
|
9.1
|
|
|
7.3
|
|
|
27.2
|
|
|
20.9
|
|
||||
EBITDA
|
38.6
|
|
|
28.4
|
|
|
96.3
|
|
|
78.9
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Restructuring expense
|
0.3
|
|
|
—
|
|
|
9.4
|
|
|
—
|
|
||||
Adjusted EBITDA
|
$
|
38.9
|
|
|
$
|
28.4
|
|
|
$
|
105.7
|
|
|
$
|
78.9
|
|
|
Three Months Ended September 30,
|
|
Favorable/(Unfavorable)
|
|||||||||||
(In millions, except %)
|
2016
|
|
2015
|
|
$
|
|
%
|
|||||||
Revenue
|
$
|
349.6
|
|
|
$
|
273.3
|
|
|
$
|
76.3
|
|
|
27.9
|
|
Cost of sales
|
255.5
|
|
|
197.1
|
|
|
(58.4
|
)
|
|
(29.6
|
)
|
|||
Gross profit
|
94.1
|
|
|
76.2
|
|
|
17.9
|
|
|
23.5
|
|
|||
Selling, general and administrative expense
|
56.5
|
|
|
48.1
|
|
|
(8.4
|
)
|
|
(17.5
|
)
|
|||
Research and development expense
|
6.3
|
|
|
5.0
|
|
|
(1.3
|
)
|
|
(26.0
|
)
|
|||
Restructuring expense
|
0.3
|
|
|
—
|
|
|
(0.3
|
)
|
|
N/A
|
|
|||
Other (income) expense, net
|
1.5
|
|
|
2.0
|
|
|
0.5
|
|
|
25.0
|
|
|||
Operating income
|
29.5
|
|
|
21.1
|
|
|
8.4
|
|
|
39.8
|
|
|||
Interest income
|
0.3
|
|
|
0.2
|
|
|
0.1
|
|
|
50.0
|
|
|||
Interest expense
|
(3.1
|
)
|
|
(1.7
|
)
|
|
(1.4
|
)
|
|
(82.4
|
)
|
|||
Income from continuing operations before income taxes
|
26.7
|
|
|
19.6
|
|
|
7.1
|
|
|
36.2
|
|
|||
Provision for income taxes
|
6.1
|
|
|
6.9
|
|
|
0.8
|
|
|
11.6
|
|
|||
Income from continuing operations
|
20.6
|
|
|
12.7
|
|
|
7.9
|
|
|
62.2
|
|
|||
Loss from discontinued operations, net
|
—
|
|
|
(0.1
|
)
|
|
0.1
|
|
|
—
|
|
|||
Net income
|
$
|
20.6
|
|
|
$
|
12.6
|
|
|
$
|
8.0
|
|
|
63.5
|
|
•
|
Gross profit increased
$17.9 million
. This increase was primarily the result of higher sales volume due to organic growth and acquisitions. Gross profit margins declined slightly as increased profitability from higher aftermarket revenue, strategic pricing, and savings from other Next Level initiatives was partially offset by lower equipment margins in newly acquired businesses.
|
•
|
Selling, general and administrative expense increased
$8.4 million
, or $9.5 million in constant currency. The increase was primarily a result of the addition of newly acquired businesses, as well as investments to support Next Level initiatives.
|
•
|
Research and development expense increased
$1.3 million
primarily due to the addition of acquired businesses.
|
•
|
Restructuring expense increased
$0.3 million
due to costs incurred in connection with our optimization program to realign certain FoodTech businesses, which we commenced during the first quarter of
2016
.
|
•
|
Other expense decreased $0.5 million due to gains in our non-qualified retirement plan assets, partially offset by increased acquisition costs in the quarter from recently announced acquisitions.
|
|
Three Months Ended September 30,
|
|
Favorable/(Unfavorable)
|
|||||||||||
(In millions, except %)
|
2016
|
|
2015
|
|
$
|
|
%
|
|||||||
Revenue:
|
|
|
|
|
|
|
|
|||||||
JBT FoodTech
|
$
|
235.9
|
|
|
$
|
177.8
|
|
|
$
|
58.1
|
|
|
32.7
|
|
JBT AeroTech
|
112.7
|
|
|
95.8
|
|
|
16.9
|
|
|
17.6
|
|
|||
Other revenue and intercompany eliminations
|
1.0
|
|
|
(0.3
|
)
|
|
1.3
|
|
|
433.3
|
|
|||
Total revenue
|
$
|
349.6
|
|
|
$
|
273.3
|
|
|
$
|
76.3
|
|
|
27.9
|
|
|
|
|
|
|
|
|
|
|||||||
Operating income before income taxes
|
|
|
|
|
|
|
|
|||||||
Segment operating profit
(1)(2)
:
|
|
|
|
|
|
|
|
|||||||
JBT FoodTech
|
$
|
28.2
|
|
|
$
|
20.5
|
|
|
$
|
7.7
|
|
|
37.6
|
|
JBT AeroTech
|
12.0
|
|
|
9.5
|
|
|
2.5
|
|
|
26.3
|
|
|||
Total segment operating profit
|
40.2
|
|
|
30.0
|
|
|
10.2
|
|
|
34.0
|
|
|||
Corporate items:
|
|
|
|
|
|
|
|
|||||||
Corporate expense
|
(10.4
|
)
|
|
(8.9
|
)
|
|
(1.5
|
)
|
|
(16.9
|
)
|
|||
Restructuring expense
|
(0.3
|
)
|
|
—
|
|
|
(0.3
|
)
|
|
N/A
|
|
|||
Operating income
|
$
|
29.5
|
|
|
$
|
21.1
|
|
|
$
|
8.4
|
|
|
39.8
|
|
|
|
|
|
|
|
|
|
|||||||
Inbound orders:
|
|
|
|
|
|
|
|
|||||||
JBT FoodTech
|
$
|
242.2
|
|
|
$
|
190.5
|
|
|
|
|
|
|||
JBT AeroTech
|
104.6
|
|
|
96.2
|
|
|
|
|
|
|||||
Intercompany eliminations
|
—
|
|
|
(0.2
|
)
|
|
|
|
|
|||||
Total inbound orders
|
$
|
346.8
|
|
|
$
|
286.5
|
|
|
|
|
|
(1)
|
Refer to Note
12
.
Business Segment Information
of the Notes to Condensed Consolidated Financial Statements.
|
(2)
|
Segment operating profit is defined as total segment revenue less segment operating expenses. Corporate expense, restructuring expense, interest income and expense and income taxes are not allocated to the segments. Corporate expense generally includes corporate staff-related expense, stock-based compensation, pension and other postretirement benefit expenses not related to service, LIFO adjustments, certain foreign currency-related gains and losses, and the impact of unusual or strategic events not representative of segment operations.
|
|
Nine Months Ended September 30,
|
|
Favorable/(Unfavorable)
|
|||||||||||
(In millions, except %)
|
2016
|
|
2015
|
|
$
|
|
%
|
|||||||
Revenue
|
$
|
945.5
|
|
|
$
|
752.9
|
|
|
$
|
192.6
|
|
|
25.6
|
|
Cost of sales
|
678.8
|
|
|
538.0
|
|
|
(140.8
|
)
|
|
(26.2
|
)
|
|||
Gross profit
|
266.7
|
|
|
214.9
|
|
|
51.8
|
|
|
24.1
|
|
|||
Selling, general and administrative expense
|
168.4
|
|
|
142.1
|
|
|
(26.3
|
)
|
|
(18.5
|
)
|
|||
Research and development expense
|
17.7
|
|
|
13.0
|
|
|
(4.7
|
)
|
|
(36.2
|
)
|
|||
Restructuring expense
|
9.4
|
|
|
—
|
|
|
(9.4
|
)
|
|
N/A
|
|
|||
Other (income) expense, net
|
2.1
|
|
|
1.8
|
|
|
(0.3
|
)
|
|
(16.7
|
)
|
|||
Operating income
|
69.1
|
|
|
58.0
|
|
|
11.1
|
|
|
19.1
|
|
|||
Interest income
|
1.0
|
|
|
0.7
|
|
|
0.3
|
|
|
42.9
|
|
|||
Interest expense
|
(8.0
|
)
|
|
(6.0
|
)
|
|
(2.0
|
)
|
|
(33.3
|
)
|
|||
Income from continuing operations before income taxes
|
62.1
|
|
|
52.7
|
|
|
9.4
|
|
|
17.8
|
|
|||
Provision for income taxes
|
17.5
|
|
|
17.6
|
|
|
0.1
|
|
|
0.6
|
|
|||
Income from continuing operations
|
44.6
|
|
|
35.1
|
|
|
9.5
|
|
|
27.1
|
|
|||
Loss from discontinued operations, net
|
(0.1
|
)
|
|
(0.1
|
)
|
|
—
|
|
|
N/A
|
|
|||
Net income
|
$
|
44.5
|
|
|
$
|
35.0
|
|
|
$
|
9.5
|
|
|
27.1
|
|
•
|
Gross profit increased
$51.8 million
, or $55.6 million in constant currency. This increase was primarily the result of higher sales volume due to acquisitions. Gross profit margins declined slightly as increased profitability from higher aftermarket revenue, strategic pricing, and savings from other Next Level initiatives was partially offset by lower equipment margins in newly acquired businesses.
|
•
|
Selling, general and administrative expense increased
$26.3 million
, or $29.6 million in constant currency. The increase was primarily the result of newly acquired businesses, as well as investments to support Next Level initiatives.
|
•
|
Research and development expense increased
$4.7 million
primarily as a result of acquired businesses.
|
•
|
Restructuring expense increased
$9.4 million
due to costs incurred in connection with our optimization program to realign certain FoodTech businesses, which we initiated during the first quarter of
2016
.
|
•
|
Other (income) expense, net decreased
$0.3 million
due to increased acquisition costs in the quarter from recently announced acquisitions, partially offset by gains in our non-qualified retirement plan assets.
|
|
Nine Months Ended September 30,
|
|
Favorable/(Unfavorable)
|
|||||||||||
(In millions, except %)
|
2016
|
|
2015
|
|
$
|
|
%
|
|||||||
Revenue:
|
|
|
|
|
|
|
|
|||||||
JBT FoodTech
|
$
|
642.2
|
|
|
$
|
480.9
|
|
|
$
|
161.3
|
|
|
33.5
|
|
JBT AeroTech
|
303.3
|
|
|
272.8
|
|
|
30.5
|
|
|
11.2
|
|
|||
Other revenue and intercompany eliminations
|
—
|
|
|
(0.8
|
)
|
|
0.8
|
|
|
100.0
|
|
|||
Total revenue
|
$
|
945.5
|
|
|
$
|
752.9
|
|
|
$
|
192.6
|
|
|
25.6
|
|
|
|
|
|
|
|
|
|
|||||||
Operating income before income taxes
|
|
|
|
|
|
|
|
|||||||
Segment operating profit
(1)(2)
:
|
|
|
|
|
|
|
|
|||||||
JBT FoodTech
|
$
|
78.0
|
|
|
$
|
56.1
|
|
|
$
|
21.9
|
|
|
39.0
|
|
JBT AeroTech
|
31.9
|
|
|
26.2
|
|
|
5.7
|
|
|
21.8
|
|
|||
Total segment operating profit
|
109.9
|
|
|
82.3
|
|
|
27.6
|
|
|
33.5
|
|
|||
Corporate items:
|
|
|
|
|
|
|
|
|||||||
Corporate expense
|
(31.4
|
)
|
|
(24.3
|
)
|
|
(7.1
|
)
|
|
(29.2
|
)
|
|||
Restructuring expense
|
(9.4
|
)
|
|
—
|
|
|
(9.4
|
)
|
|
N/A
|
|
|||
Operating income
|
$
|
69.1
|
|
|
$
|
58.0
|
|
|
$
|
11.1
|
|
|
19.1
|
|
|
|
|
|
|
|
|
|
|||||||
Inbound orders:
|
|
|
|
|
|
|
|
|||||||
JBT FoodTech
|
$
|
665.0
|
|
|
$
|
542.6
|
|
|
|
|
|
|||
JBT AeroTech
|
333.2
|
|
|
292.1
|
|
|
|
|
|
|||||
Intercompany eliminations
|
—
|
|
|
(0.7
|
)
|
|
|
|
|
|||||
Total inbound orders
|
$
|
998.2
|
|
|
$
|
834.0
|
|
|
|
|
|
(1)
|
Refer to Note
12
.
Business Segment Information
of the Notes to Condensed Consolidated Financial Statements.
|
(2)
|
Segment operating profit is defined as total segment revenue less segment operating expenses. Corporate expense, restructuring expense, interest income and expense and income taxes are not allocated to the segments. Corporate expense generally includes corporate staff-related expense, stock-based compensation, pension and other postretirement benefit expenses not related to service, LIFO adjustments, certain foreign currency-related gains and losses, and the impact of unusual or strategic events not representative of segment operations.
|
(In millions)
|
2016
|
|
2015
|
||||
Cash provided by continuing operating activities
|
$
|
26.9
|
|
|
$
|
47.9
|
|
Cash required by investing activities
|
(26.2
|
)
|
|
(74.5
|
)
|
||
Cash provided by financing activities
|
8.0
|
|
|
37.2
|
|
||
Cash required by discontinued operating activities
|
(0.1
|
)
|
|
(0.1
|
)
|
||
Effect of foreign exchange rate changes on cash and cash equivalents
|
2.1
|
|
|
(5.9
|
)
|
||
Increase in cash and cash equivalents
|
$
|
10.7
|
|
|
$
|
4.6
|
|
|
|
Updated Guidance
|
(Unaudited and in cents)
|
|
Full Year 2016
|
Diluted earnings per share from continuing operations
|
|
$2.05 - $2.15
|
|
|
|
Non-GAAP adjustments:
|
|
|
Restructuring expense
(1)
|
|
$0.40
|
Impact on tax provision from Non-GAAP adjustments
(2)
|
|
$(0.15)
|
Adjusted diluted earnings per share from continuing operations
|
|
$2.30 - $2.40
|
(1)
|
Restructuring expense is estimated to be between $11.0 million and $13.0 million for the full year of
2016
. We have used the mid-point of the full year estimate in the table above. These amounts have been divided by our estimate of
29.8 million
total shares and dilutive securities to derive the earnings per share value.
|
(2)
|
Impact on tax provision was calculated using the Company’s expected tax rate to be incurred on these restructuring costs of 36%.
|
i)
|
effective in ensuring that information required to be disclosed is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms; and
|
ii)
|
effective in ensuring that information required to be disclosed is accumulated and communicated to management, including our principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure.
|
(Dollars in millions, except per share amounts)
|
|
|
|
|
|
|
|
|
||||||
Period
|
|
Total Number of Shares Purchased
|
|
Average Price Paid per Share
|
|
Total Number of Shares Purchased as part of Publicly Announced Program
(1)
|
|
Approximate Dollar Value of Shares that may yet be Purchased under the Program
|
||||||
July 1, 2016 through July 31, 2016
|
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
25.7
|
|
August 1, 2016 through August 31, 2016
|
|
—
|
|
|
—
|
|
|
—
|
|
|
25.7
|
|
||
September 1, 2016 through September 30, 2016
|
|
—
|
|
|
—
|
|
|
—
|
|
|
25.7
|
|
||
|
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
25.7
|
|
(1)
|
Shares repurchased under a share repurchase program for up to $30 million of our common stock authorized in 2015. Refer to our Annual Report on Form 10-K for the year ended
December 31, 2015
, Note
11
.
Stockholders' Equity
for share repurchase program details.
|
John Bean Technologies Corporation
|
(Registrant)
|
|
/s/ MEGAN J. RATTIGAN
|
Megan J. Rattigan
|
Vice President, Controller and duly authorized officer
|
(Principal Accounting Officer)
|
Number in
Exhibit Table
|
|
Description
|
|
|
|
10.1*
|
|
Third Amendment of John Bean Technologies Corporation Employees' Retirement Program; Part I Salaried and Nonunion Hourly Employees’ Retirement Plan (as Amended and Restated Effective as of January 1, 2012)
|
|
|
|
10.2*
|
|
Fourth Amendment of John Bean Technologies Corporation Employees' Retirement Program; Part II Union Hourly Employees’ Retirement Plan (as Amended and Restated Effective as of January 1, 2012)
|
|
|
|
10.3*
|
|
Sixth Amendment of John Bean Technologies Corporation Incentive Compensation and Stock Plan
|
|
|
|
15*
|
|
Letter re: Unaudited interim financial information.
|
|
|
|
31.1*
|
|
Certification of Chief Executive Officer Pursuant to Rule 13a-14(a) /15d-14(a).
|
|
|
|
31.2*
|
|
Certification of Chief Financial Officer Pursuant to Rule 13a-14(a) /15d-14(a).
|
|
|
|
32.1*
|
|
Certification of Chief Executive Officer Pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
32.2*
|
|
Certification of Chief Financial Officer Pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
101*
|
|
The following materials from John Bean Technologies Corporation’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2016, formatted in XBRL (eXtensible Business Reporting Language): (i) Condensed Consolidated Statements of Income, (ii) Condensed Consolidated Statements of Comprehensive Income, (iii) Condensed Consolidated Balance Sheets, (iv) Condensed Consolidated Statements of Cash Flows, and (v) Notes to Condensed Consolidated Financial Statements.
|
|
|
|
*
|
|
Filed herewith.
|
•
|
Effective as of August 1, 2016, Section 3.8 is hereby added to the Plan to read as follows:
|
|
John Bean Technologies Corporation
|
|
By: /s/ Mark Montague
|
|
Its: EVP Human Resources
|
Firmwide:141399389.1 060104.1021
|
|
•
|
Effective as of August 1, 2016, Section 3.8 is hereby added to the Plan to read as follows:
|
|
John Bean Technologies Corporation
|
|
By: /s/ Mark Montague
|
|
Its: EVP Human Resources
|
Firmwide:141399392.1 060104.1021
|
|
|
John Bean Technologies Corporation
|
|
By: /s/ Mark Montague
|
|
Its: VP Human Resources
|
Firmwide:141949369.2 060104.1021
|
|
1.
|
I have reviewed this quarterly report on Form 10-Q of John Bean Technologies Corporation (the “registrant”);
|
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 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 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.
|
|
/s/ Thomas W. Giacomini
|
|
Thomas W. Giacomini
|
|
President and Chief Executive Officer
|
|
(Principal Executive Officer)
|
1.
|
I have reviewed this quarterly report on Form 10-Q of John Bean Technologies Corporation (the “registrant”);
|
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 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 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.
|
|
/s/ Brian A. Deck
|
|
Brian A. Deck
|
|
Executive Vice President and Chief Financial Officer
|
|
(Principal Financial Officer)
|
(a)
|
the Quarterly Report on Form 10-Q of the Company for the fiscal quarter ended
September 30, 2016
, as filed with the Securities and Exchange Commission (the “Report”), fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(b)
|
the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
|
/s/ Thomas W. Giacomini
|
|
Thomas W. Giacomini
|
|
President and Chief Executive Officer
|
|
(Principal Executive Officer)
|
(a)
|
the Quarterly Report on Form 10-Q of the Company for the fiscal quarter ended
September 30, 2016
, as filed with the Securities and Exchange Commission (the “Report”), fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(b)
|
the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
|
/s/ Brian A. Deck
|
|
Brian A. Deck
|
|
Executive Vice President and Chief Financial Officer
|
|
(Principal Financial Officer)
|