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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
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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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☐
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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
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(I.R.S. Employer
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incorporation or organization)
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Identification No.)
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70 West Madison Street,
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Suite 4400
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Chicago,
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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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Securities registered pursuant to section 12(b) of the Act:
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Title of each class
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Trading symbol(s)
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Name of each exchange on which registered
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Common Stock, par value $0.01 per share
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JBT
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New York Stock Exchange
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Class
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Outstanding at October 24, 2019
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Common Stock, par value $0.01 per share
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31,666,595
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Three Months Ended
September 30, |
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Nine Months Ended September 30,
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||||||||||||
(In millions, except per share data)
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2019
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2018
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2019
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2018
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||||||||
Revenue
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$
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489.4
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$
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481.9
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$
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1,400.2
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$
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1,382.4
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Operating expenses:
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||||||||
Cost of sales
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341.8
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346.8
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970.0
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1,003.4
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Selling, general and administrative expense
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97.7
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86.9
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293.1
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261.5
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||||
Restructuring expense
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1.3
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11.6
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11.5
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32.8
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Operating income
|
48.6
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36.6
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125.6
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84.7
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Pension expense, other than service cost
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0.5
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—
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1.5
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0.6
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Interest expense, net
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5.9
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3.4
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13.4
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10.5
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Income from continuing operations before income taxes
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42.2
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33.2
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110.7
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73.6
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||||
Income tax provision
|
8.7
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6.8
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23.5
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12.1
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Income from continuing operations
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33.5
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26.4
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87.2
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61.5
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Loss from discontinued operations, net of taxes
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—
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—
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0.3
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0.3
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Net income
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$
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33.5
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$
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26.4
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$
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86.9
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$
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61.2
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Basic earnings per share:
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Income from continuing operations
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$
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1.05
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$
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0.83
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$
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2.74
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$
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1.93
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Loss from discontinued operations, net of taxes
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—
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—
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0.01
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0.01
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Net income
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$
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1.05
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$
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0.83
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$
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2.73
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$
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1.92
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Diluted earnings per share:
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Income from continuing operations
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$
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1.04
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$
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0.82
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$
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2.72
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$
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1.91
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Loss from discontinued operations, net of taxes
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—
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—
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0.01
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0.01
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Net income
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$
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1.04
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$
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0.82
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$
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2.71
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$
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1.90
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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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2019
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2018
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2019
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2018
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||||||||
Net income
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$
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33.5
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$
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26.4
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$
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86.9
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$
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61.2
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Other comprehensive (loss) income, net of income taxes
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||||||||
Foreign currency translation adjustments
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(9.8
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)
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(3.2
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)
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(13.4
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)
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(21.0
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)
|
||||
Pension and other postretirement benefits adjustments
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1.1
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1.2
|
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3.9
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4.0
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Derivatives designated as hedges
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(0.2
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)
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—
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(1.8
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)
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1.5
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Other comprehensive loss
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(8.9
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)
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(2.0
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)
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(11.3
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)
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(15.5
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)
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Comprehensive income
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$
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24.6
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$
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24.4
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$
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75.6
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$
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45.7
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September 30, 2019
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December 31, 2018
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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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49.1
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$
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43.0
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Trade receivables, net of allowances
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274.4
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253.4
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Contract assets
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80.3
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70.3
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Inventories
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264.0
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206.1
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Other current assets
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57.3
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45.7
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Total current assets
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725.1
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618.5
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Property, plant and equipment, net of accumulated depreciation of $299.9 and $289.9, respectively
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264.5
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239.7
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Goodwill
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516.9
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321.4
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Intangible assets, net
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325.9
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213.9
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Deferred income taxes
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10.0
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15.0
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Other assets
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76.4
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34.0
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Total Assets
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$
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1,918.8
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$
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1,442.5
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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
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$
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1.6
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$
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0.5
|
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Accounts payable, trade and other
|
186.8
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|
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191.2
|
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||
Advance and progress payments
|
116.5
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145.8
|
|
||
Other current liabilities
|
167.9
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|
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147.8
|
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||
Total current liabilities
|
472.8
|
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485.3
|
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||
Long-term debt, less current portion
|
768.7
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387.1
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||
Accrued pension and other postretirement benefits, less current portion
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61.2
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72.5
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Other liabilities
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92.4
|
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40.7
|
|
||
Commitments and contingencies (Note 12)
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Stockholders' Equity:
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Common stock, $0.01 par value; 120,000,000 shares authorized; September 30, 2019: 31,741,607 issued and 31,662,834 outstanding and December 31, 2018: 31,741,607 issued and 31,522,377 outstanding
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0.3
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0.3
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Common stock held in treasury, at cost September 30, 2019: 78,773 shares and December 31, 2018: 219,230 shares
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(14.5
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)
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(19.3
|
)
|
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Additional paid-in capital
|
241.8
|
|
|
245.9
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||
Retained earnings
|
493.9
|
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|
416.5
|
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||
Accumulated other comprehensive loss
|
(197.8
|
)
|
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(186.5
|
)
|
||
Total stockholders' equity
|
523.7
|
|
|
456.9
|
|
||
Total Liabilities and Stockholders' Equity
|
$
|
1,918.8
|
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$
|
1,442.5
|
|
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Nine Months Ended September 30,
|
||||||
(In millions)
|
2019
|
|
2018
|
||||
Cash flows from operating activities:
|
|
|
|
||||
Net income
|
$
|
86.9
|
|
|
$
|
61.2
|
|
Loss from discontinued operations, net of taxes
|
0.3
|
|
|
0.3
|
|
||
Income from continuing operations
|
87.2
|
|
|
61.5
|
|
||
Adjustments to reconcile income from continuing operations to cash provided by continuing operating activities:
|
|
|
|
||||
Depreciation and amortization
|
47.5
|
|
|
43.1
|
|
||
Stock-based compensation
|
7.2
|
|
|
7.6
|
|
||
Other
|
4.9
|
|
|
(23.6
|
)
|
||
Changes in operating assets and liabilities:
|
|
|
|
||||
Trade receivables, net and contract assets
|
(16.2
|
)
|
|
(18.5
|
)
|
||
Inventories
|
(18.5
|
)
|
|
(49.2
|
)
|
||
Accounts payable, trade and other
|
(12.8
|
)
|
|
16.4
|
|
||
Advance and progress payments
|
(37.1
|
)
|
|
17.3
|
|
||
Accrued pension and other postretirement benefits, net
|
(7.2
|
)
|
|
(18.3
|
)
|
||
Other assets and liabilities, net
|
(19.9
|
)
|
|
(9.7
|
)
|
||
Cash provided by continuing operating activities
|
35.1
|
|
|
26.6
|
|
||
Cash required by discontinued operating activities
|
(0.2
|
)
|
|
(0.6
|
)
|
||
Cash provided by operating activities
|
34.9
|
|
|
26.0
|
|
||
|
|
|
|
||||
Cash flows from investing activities:
|
|
|
|
||||
Acquisitions, net of cash acquired
|
(368.4
|
)
|
|
(57.6
|
)
|
||
Capital expenditures
|
(29.2
|
)
|
|
(28.5
|
)
|
||
Proceeds from disposal of assets
|
1.3
|
|
|
1.8
|
|
||
Cash required by investing activities
|
(396.3
|
)
|
|
(84.3
|
)
|
||
|
|
|
|
||||
Cash flows from financing activities:
|
|
|
|
||||
Net proceeds from short-term debt
|
1.1
|
|
|
—
|
|
||
Payments in connection with modification of credit facilities
|
—
|
|
|
(468.6
|
)
|
||
Net proceeds from credit facilities
|
387.0
|
|
|
576.0
|
|
||
Settlement of taxes withheld on equity compensation awards
|
(6.5
|
)
|
|
(10.6
|
)
|
||
Purchase of treasury stock
|
—
|
|
|
(12.0
|
)
|
||
Deferred acquisition payments
|
(3.6
|
)
|
|
(3.6
|
)
|
||
Dividends
|
(9.5
|
)
|
|
(9.8
|
)
|
||
Other
|
—
|
|
|
(6.2
|
)
|
||
Cash provided by financing activities
|
368.5
|
|
|
65.2
|
|
||
|
|
|
|
||||
Effect of foreign exchange rate changes on cash and cash equivalents
|
(1.0
|
)
|
|
(2.4
|
)
|
||
|
|
|
|
||||
Increase in cash and cash equivalents
|
6.1
|
|
|
4.5
|
|
||
Cash and cash equivalents, beginning of period
|
43.0
|
|
|
34.0
|
|
||
Cash and cash equivalents, end of period
|
$
|
49.1
|
|
|
$
|
38.5
|
|
|
Three months ended September 30, 2019
|
||||||||||||||||||||||
(In millions)
|
Common Stock
|
|
Common Stock Held in Treasury
|
|
Additional Paid-In Capital
|
|
Retained Earnings
|
|
Accumulated Other Comprehensive Income (Loss)
|
|
Total Equity
|
||||||||||||
Balance at June 30, 2019
|
$
|
0.3
|
|
|
$
|
(14.4
|
)
|
|
$
|
239.3
|
|
|
$
|
463.7
|
|
|
$
|
(188.9
|
)
|
|
$
|
500.0
|
|
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
33.5
|
|
|
—
|
|
|
33.5
|
|
||||||
Issuance of treasury stock
|
—
|
|
|
(0.1
|
)
|
|
0.1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Common stock cash dividends, $0.10 per share
|
—
|
|
|
—
|
|
|
—
|
|
|
(3.3
|
)
|
|
—
|
|
|
(3.3
|
)
|
||||||
Foreign currency translation adjustments, net of income taxes of ($1.3)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(9.8
|
)
|
|
(9.8
|
)
|
||||||
Derivatives designated as hedges, net of income taxes of $0.0
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.2
|
)
|
|
(0.2
|
)
|
||||||
Pension and other postretirement liability adjustments, net of income taxes of $0.4
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1.1
|
|
|
1.1
|
|
||||||
Stock-based compensation expense
|
—
|
|
|
—
|
|
|
2.5
|
|
|
—
|
|
|
—
|
|
|
2.5
|
|
||||||
Taxes withheld on issuance of stock-based awards
|
—
|
|
|
—
|
|
|
(0.1
|
)
|
|
—
|
|
|
—
|
|
|
(0.1
|
)
|
||||||
Balance at September 30, 2019
|
$
|
0.3
|
|
|
$
|
(14.5
|
)
|
|
$
|
241.8
|
|
|
$
|
493.9
|
|
|
$
|
(197.8
|
)
|
|
$
|
523.7
|
|
|
Nine months ended September 30, 2019
|
||||||||||||||||||||||
(In millions)
|
Common Stock
|
|
Common Stock Held in Treasury
|
|
Additional Paid-In Capital
|
|
Retained Earnings
|
|
Accumulated Other Comprehensive Income (Loss)
|
|
Total Equity
|
||||||||||||
Balance at December 31, 2018
|
$
|
0.3
|
|
|
$
|
(19.3
|
)
|
|
$
|
245.9
|
|
|
$
|
416.5
|
|
|
$
|
(186.5
|
)
|
|
$
|
456.9
|
|
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
86.9
|
|
|
—
|
|
|
86.9
|
|
||||||
Issuance of treasury stock
|
—
|
|
|
4.8
|
|
|
(4.8
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Common stock cash dividends, $0.30 per share
|
—
|
|
|
—
|
|
|
—
|
|
|
(9.5
|
)
|
|
—
|
|
|
(9.5
|
)
|
||||||
Foreign currency translation adjustments, net of income taxes of ($1.9)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(13.4
|
)
|
|
(13.4
|
)
|
||||||
Derivatives designated as hedges, net of income taxes of ($0.6)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1.8
|
)
|
|
(1.8
|
)
|
||||||
Pension and other postretirement liability adjustments, net of income taxes of $1.4
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3.9
|
|
|
3.9
|
|
||||||
Stock-based compensation expense
|
—
|
|
|
—
|
|
|
7.2
|
|
|
—
|
|
|
—
|
|
|
7.2
|
|
||||||
Taxes withheld on issuance of stock-based awards
|
—
|
|
|
—
|
|
|
(6.5
|
)
|
|
—
|
|
|
—
|
|
|
(6.5
|
)
|
||||||
Balance at September 30, 2019
|
$
|
0.3
|
|
|
$
|
(14.5
|
)
|
|
$
|
241.8
|
|
|
$
|
493.9
|
|
|
$
|
(197.8
|
)
|
|
$
|
523.7
|
|
|
Three months ended September 30, 2018
|
||||||||||||||||||||||
(In millions)
|
Common Stock
|
|
Common Stock Held in Treasury
|
|
Additional Paid-In Capital
|
|
Retained Earnings
|
|
Accumulated Other Comprehensive Income (Loss)
|
|
Total Equity
|
||||||||||||
Balance at June 30, 2018
|
$
|
0.3
|
|
|
$
|
(12.0
|
)
|
|
$
|
242.3
|
|
|
$
|
333.8
|
|
|
$
|
(153.8
|
)
|
|
$
|
410.6
|
|
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
26.4
|
|
|
—
|
|
|
26.4
|
|
||||||
Common stock cash dividends, $0.10 per share
|
—
|
|
|
—
|
|
|
—
|
|
|
(3.1
|
)
|
|
—
|
|
|
(3.1
|
)
|
||||||
Foreign currency translation adjustments, net of income taxes of $0.0
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3.2
|
)
|
|
(3.2
|
)
|
||||||
Pension and other postretirement liability adjustments, net of income taxes of $0.5
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1.2
|
|
|
1.2
|
|
||||||
Stock-based compensation expense
|
—
|
|
|
—
|
|
|
2.9
|
|
|
—
|
|
|
—
|
|
|
2.9
|
|
||||||
Cumulative adjustment - Change in accounting policy ASC 606 restatement
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(2.4
|
)
|
|
$
|
—
|
|
|
$
|
(2.4
|
)
|
Balance at September 30, 2018
|
$
|
0.3
|
|
|
$
|
(12.0
|
)
|
|
$
|
245.2
|
|
|
$
|
354.7
|
|
|
$
|
(155.8
|
)
|
|
$
|
432.4
|
|
|
Nine months ended September 30, 2018
|
||||||||||||||||||||||
(In millions)
|
Common Stock
|
|
Common Stock Held in Treasury
|
|
Additional Paid-In Capital
|
|
Retained Earnings
|
|
Accumulated Other Comprehensive Income (Loss)
|
|
Total Equity
|
||||||||||||
Balance at December 31, 2017
|
$
|
0.3
|
|
|
$
|
(4.0
|
)
|
|
$
|
252.2
|
|
|
$
|
333.7
|
|
|
$
|
(140.3
|
)
|
|
$
|
441.9
|
|
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
61.2
|
|
|
—
|
|
|
61.2
|
|
||||||
Issuance of treasury stock
|
—
|
|
|
4.0
|
|
|
(4.0
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Common stock cash dividends, $0.30 per share
|
—
|
|
|
—
|
|
|
—
|
|
|
(9.8
|
)
|
|
—
|
|
|
(9.8
|
)
|
||||||
Foreign currency translation adjustments, net of income taxes of $0.0
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(21.0
|
)
|
|
(21.0
|
)
|
||||||
Derivatives designated as hedges, net of income taxes of $0.5
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1.5
|
|
|
1.5
|
|
||||||
Pension and other postretirement liability adjustments, net of income taxes of $1.3
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4.0
|
|
|
4.0
|
|
||||||
Stock-based compensation expense
|
—
|
|
|
—
|
|
|
7.6
|
|
|
—
|
|
|
—
|
|
|
7.6
|
|
||||||
Taxes withheld on issuance of stock-based awards
|
—
|
|
|
|
|
(10.6
|
)
|
|
—
|
|
|
—
|
|
|
(10.6
|
)
|
|||||||
Share repurchases
|
—
|
|
|
(12.0
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(12.0
|
)
|
||||||
Cumulative adjustment - Change in accounting policy ASC 606 restatement
|
—
|
|
|
—
|
|
|
—
|
|
|
(30.4
|
)
|
|
—
|
|
|
(30.4
|
)
|
||||||
Balance at September 30, 2018
|
$
|
0.3
|
|
|
$
|
(12.0
|
)
|
|
$
|
245.2
|
|
|
$
|
354.7
|
|
|
$
|
(155.8
|
)
|
|
$
|
432.4
|
|
•
|
The ‘package of practical expedients’ which permits the Company not to reassess under the new standard its prior conclusions about lease identification, lease classification and initial direct costs. The Company has elected this package of practical expedients in its entirety.
|
•
|
The short-term lease recognition exemption for all leases that qualify. This means, for those leases that qualify, the Company will not recognize ROU assets or lease liabilities for existing short-term leases of assets in transition.
|
•
|
The practical expedient to not separate lease and non-lease components for all of its leases other than leases of vehicles and communication equipment given the predominance of the service component for these leases.
|
•
|
The use of hindsight to determine the lease term for existing leases and assessing the likelihood that a lessee renewal, termination or purchase option will be exercised.
|
Date
|
|
Type
|
|
Company/Product Line
|
|
Location (Near)
|
|
Segment
|
|
|
|
|
|
|
|
|
|
May 31, 2019
|
|
Stock
|
|
Proseal UK Limited
|
|
Adlington, UK
|
|
JBT FoodTech
|
|
|
|
|
|
|
|
|
|
A leading provider of tray sealing technology for the fresh produce, ready meals, proteins, sandwiches, and snack industries.
|
||||||||
|
|
|
|
|
|
|
|
|
May 31, 2019
|
|
Stock
|
|
Prime Equipment Group, LLC
|
|
Columbus, Ohio
|
|
JBT FoodTech
|
|
|
|
|
|
|
|
|
|
A manufacturer of turnkey primary and water re–use solutions for the poultry industry.
|
||||||||
|
|
|
|
|
|
|
|
|
February 1, 2019
|
|
Stock
|
|
LEKTRO, Inc.
|
|
Warrenton, Oregon
|
|
JBT AeroTech
|
|
|
|
|
|
|
|
|
|
A manufacturer of commercial aviation ground support equipment, including electric towbarless aircraft pushback tractors for narrow body and smaller aircrafts.
|
||||||||
|
|
|
|
|
|
|
|
|
July 12, 2018
|
|
Stock
|
|
FTNON
|
|
Almelo, Netherlands
|
|
JBT FoodTech
|
|
|
|
|
|
|
|
|
|
A manufacturer of equipment and solutions for the fresh produce, ready meals, and pet food industries.
|
||||||||
|
|
|
|
|
|
|
|
|
January 26, 2018
|
|
Stock
|
|
Schröder
|
|
Breidenbach, Germany
|
|
JBT FoodTech
|
|
|
|
|
|
|
|
|
|
A manufacturer of engineered processing solutions for the food industry.
|
|
Proseal(1)
|
|
Prime(2)
|
|
LEKTRO(3)
|
|
FTNON(4)
|
|
Schröder(4)
|
|
Total
|
||||||||||||
(In millions)
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Financial assets
|
$
|
45.9
|
|
|
$
|
13.3
|
|
|
$
|
4.2
|
|
|
$
|
17.2
|
|
|
$
|
4.3
|
|
|
$
|
84.9
|
|
Inventories
|
26.2
|
|
|
11.7
|
|
|
7.4
|
|
|
4.5
|
|
|
6.6
|
|
|
56.4
|
|
||||||
Property, plant and equipment
|
24.7
|
|
|
1.5
|
|
|
0.3
|
|
|
3.9
|
|
|
7.4
|
|
|
37.8
|
|
||||||
Other intangible assets (5)
|
90.5
|
|
|
28.4
|
|
|
19.4
|
|
|
19.0
|
|
|
4.2
|
|
|
161.5
|
|
||||||
Deferred taxes
|
(15.6
|
)
|
|
—
|
|
|
(5.0
|
)
|
|
(3.4
|
)
|
|
0.4
|
|
|
(23.6
|
)
|
||||||
Financial liabilities
|
(35.1
|
)
|
|
(22.3
|
)
|
|
(4.6
|
)
|
|
(20.6
|
)
|
|
(4.5
|
)
|
|
(87.1
|
)
|
||||||
Total identifiable net assets
|
$
|
136.6
|
|
|
$
|
32.6
|
|
|
$
|
21.7
|
|
|
$
|
20.6
|
|
|
$
|
18.4
|
|
|
$
|
229.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Cash consideration paid
|
$
|
264.9
|
|
|
$
|
62.6
|
|
|
$
|
48.3
|
|
|
$
|
43.6
|
|
|
$
|
20.3
|
|
|
$
|
439.7
|
|
Contingent consideration (6)
|
14.7
|
|
|
1.3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
16.0
|
|
||||||
Holdback payment due to seller
|
—
|
|
|
0.9
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.9
|
|
||||||
Total consideration
|
279.6
|
|
|
64.8
|
|
|
48.3
|
|
|
43.6
|
|
|
20.3
|
|
|
456.6
|
|
||||||
Cash acquired
|
4.3
|
|
|
1.4
|
|
|
1.7
|
|
|
4.9
|
|
|
1.5
|
|
|
13.8
|
|
||||||
Net consideration
|
$
|
275.3
|
|
|
$
|
63.4
|
|
|
$
|
46.6
|
|
|
$
|
38.7
|
|
|
$
|
18.8
|
|
|
$
|
442.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Goodwill (7)
|
$
|
143.0
|
|
|
$
|
32.2
|
|
|
$
|
26.6
|
|
|
$
|
23.0
|
|
|
$
|
1.9
|
|
|
$
|
226.7
|
|
(1)
|
The purchase accounting for Proseal is provisional. The valuation of working capital balances, property, plant and equipment, intangibles, income tax balances and residual goodwill is not complete. These amounts are subject to adjustment as additional information is obtained within the measurement period (not to exceed 12 months from the acquisition date). During the quarter ended September 30, 2019, the Company refined estimates for other intangibles by $(2.8) million, property, plant, and equipment by $2.0 million, inventory by $(0.7) million, and trade receivables by $(0.7) million. The impact of these adjustments was reflected as a net increase in goodwill of $2.2 million. These adjustments resulted in an immaterial impact to the consolidated statement of income.
|
(2)
|
The purchase accounting for Prime is provisional. The valuation of working capital balances, property, plant and equipment, intangibles, income tax balances and residual goodwill is not complete. These amounts are subject to adjustment as additional information is obtained within the measurement period (not to exceed 12 months from the acquisition date). During the quarter ended September 30, 2019, the Company refined estimates for financial liabilities by $(9.4) million, inventory by $4.8 million, other intangibles by $1.9 million, financial assets by $(1.1) million, property, plant, and equipment by $(1.2) million. The impact of these adjustments was reflected as a net increase in goodwill of $5.0 million. These adjustments resulted in an immaterial impact to the consolidated statement of income.
|
(3)
|
The purchase accounting for LEKTRO is provisional. The valuation of intangible assets and taxes is not complete. These amounts are subject to adjustment as additional information is obtained within the measurement period (not to exceed 12 months from the acquisition date). During the quarter ended September 30, 2019 we had no significant measurement period adjustments for LEKTRO.
|
(4)
|
The purchase accounting for FTNON and Schröder was final as of June 30, 2019 and December 31, 2018, respectively.
|
(5)
|
The acquired intangible assets subject to amortization are being amortized on a straight-line basis over their estimated useful lives, which range from seven to twenty years. The intangible assets acquired in 2019 include customer
|
(6)
|
Proseal and Prime purchase agreements include contingent payments due to the sellers to the extent Proseal and Prime achieve certain earnings targets.
|
(7)
|
The Company expects goodwill of $34.8 million from these acquisitions to be deductible for income tax purposes.
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||||||
(In millions, except per share data)
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Revenue
|
|
|
|
|
|
|
|
||||||||
Pro forma
|
$
|
489.4
|
|
|
$
|
504.7
|
|
|
$
|
1,438.6
|
|
|
$
|
1,452.2
|
|
As reported
|
489.4
|
|
|
481.9
|
|
|
1,400.2
|
|
|
1,382.4
|
|
||||
Net Earnings
|
|
|
|
|
|
|
|
||||||||
Pro forma
|
$
|
37.4
|
|
|
$
|
27.5
|
|
|
$
|
93.4
|
|
|
$
|
61.0
|
|
As reported
|
33.5
|
|
|
26.4
|
|
|
87.2
|
|
|
61.5
|
|
||||
Net Earnings from Continuing Operations Per Share
|
|
|
|
|
|
|
|
||||||||
Pro forma
|
|
|
|
|
|
|
|
||||||||
Basic
|
$
|
1.17
|
|
|
$
|
0.86
|
|
|
$
|
2.93
|
|
|
$
|
1.91
|
|
Fully diluted
|
1.17
|
|
|
0.86
|
|
|
2.91
|
|
|
1.89
|
|
||||
As reported
|
|
|
|
|
|
|
|
||||||||
Basic
|
$
|
1.05
|
|
|
$
|
0.83
|
|
|
$
|
2.74
|
|
|
$
|
1.93
|
|
Fully diluted
|
1.04
|
|
|
0.82
|
|
|
2.72
|
|
|
1.91
|
|
(In millions)
|
JBT FoodTech
|
|
JBT AeroTech
|
|
Total
|
||||||
Balance as of December 31, 2018
|
$
|
310.3
|
|
|
$
|
11.1
|
|
|
$
|
321.4
|
|
Acquisitions
|
175.2
|
|
|
26.6
|
|
|
201.8
|
|
|||
Currency translation
|
(6.1
|
)
|
|
(0.2
|
)
|
|
(6.3
|
)
|
|||
Balance as of September 30, 2019
|
$
|
479.4
|
|
|
$
|
37.5
|
|
|
$
|
516.9
|
|
|
September 30, 2019
|
|
December 31, 2018
|
||||||||||||
(In millions)
|
Gross carrying amount
|
|
Accumulated amortization
|
|
Gross carrying amount
|
|
Accumulated amortization
|
||||||||
Customer relationship
|
$
|
248.4
|
|
|
$
|
56.7
|
|
|
$
|
165.5
|
|
|
$
|
45.2
|
|
Patents and acquired technology
|
134.5
|
|
|
44.3
|
|
|
99.8
|
|
|
38.2
|
|
||||
Trademarks
|
36.8
|
|
|
10.9
|
|
|
23.1
|
|
|
10.3
|
|
||||
Non-amortizing intangible assets
|
15.4
|
|
|
—
|
|
|
15.6
|
|
|
—
|
|
||||
Other
|
14.6
|
|
|
11.9
|
|
|
14.4
|
|
|
10.8
|
|
||||
Total intangible assets
|
$
|
449.7
|
|
|
$
|
123.8
|
|
|
$
|
318.4
|
|
|
$
|
104.5
|
|
(In millions)
|
September 30, 2019
|
|
December 31, 2018
|
||||
Raw materials
|
$
|
106.0
|
|
|
$
|
82.1
|
|
Work in process
|
69.7
|
|
|
70.6
|
|
||
Finished goods
|
158.6
|
|
|
118.8
|
|
||
Gross inventories before LIFO reserves and valuation adjustments
|
334.3
|
|
|
271.5
|
|
||
LIFO reserves
|
(50.1
|
)
|
|
(48.2
|
)
|
||
Valuation adjustments
|
(20.2
|
)
|
|
(17.2
|
)
|
||
Net inventories
|
$
|
264.0
|
|
|
$
|
206.1
|
|
|
Three Months Ended
September 30, |
|
Nine Months Ended September 30,
|
||||||||||||
(In millions)
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Service cost
|
$
|
0.4
|
|
|
$
|
0.4
|
|
|
$
|
1.3
|
|
|
$
|
1.4
|
|
Interest cost
|
2.9
|
|
|
2.7
|
|
|
8.4
|
|
|
8.1
|
|
||||
Expected return on plan assets
|
(3.8
|
)
|
|
(4.4
|
)
|
|
(11.4
|
)
|
|
(12.9
|
)
|
||||
Settlement charge
|
—
|
|
|
—
|
|
|
—
|
|
|
0.4
|
|
||||
Amortization of net actuarial losses
|
1.4
|
|
|
1.7
|
|
|
4.5
|
|
|
5.0
|
|
||||
Net periodic cost
|
$
|
0.9
|
|
|
$
|
0.4
|
|
|
$
|
2.8
|
|
|
$
|
2.0
|
|
|
Pension and Other Postretirement Benefits (1)
|
|
Derivatives Designated as Hedges (1)
|
|
Foreign Currency Translation (1)
|
|
Total (1)
|
||||||||
(In millions)
|
|
|
|
|
|
|
|
||||||||
Beginning balance, June 30, 2019
|
$
|
(137.6
|
)
|
|
$
|
0.4
|
|
|
$
|
(51.7
|
)
|
|
$
|
(188.9
|
)
|
Other comprehensive income (loss) before reclassification
|
—
|
|
|
0.1
|
|
|
(9.3
|
)
|
|
(9.2
|
)
|
||||
Amounts reclassified from accumulated other comprehensive income
|
1.1
|
|
|
(0.3
|
)
|
|
(0.5
|
)
|
|
0.3
|
|
||||
Ending balance, September 30, 2019
|
$
|
(136.5
|
)
|
|
$
|
0.2
|
|
|
$
|
(61.5
|
)
|
|
$
|
(197.8
|
)
|
|
Pension and Other Postretirement Benefits (1)
|
|
Derivatives Designated as Hedges (1)
|
|
Foreign Currency Translation
|
|
Total (1)
|
||||||||
(In millions)
|
|
|
|
|
|
|
|
||||||||
Beginning balance, June 30, 2018
|
$
|
(111.1
|
)
|
|
$
|
2.9
|
|
|
$
|
(45.6
|
)
|
|
$
|
(153.8
|
)
|
Other comprehensive income (loss) before reclassification
|
—
|
|
|
0.3
|
|
|
(3.2
|
)
|
|
(2.9
|
)
|
||||
Amounts reclassified from accumulated other comprehensive income
|
1.2
|
|
|
(0.3
|
)
|
|
—
|
|
|
0.9
|
|
||||
Ending balance, September 30, 2018
|
$
|
(109.9
|
)
|
|
$
|
2.9
|
|
|
$
|
(48.8
|
)
|
|
$
|
(155.8
|
)
|
|
Pension and Other Postretirement Benefits (1)
|
|
Derivatives Designated as Hedges (1)
|
|
Foreign Currency Translation (1)
|
|
Total (1)
|
||||||||
(In millions)
|
|
|
|
|
|
|
|
||||||||
Beginning balance, December 31, 2018
|
$
|
(140.4
|
)
|
|
$
|
2.0
|
|
|
$
|
(48.1
|
)
|
|
$
|
(186.5
|
)
|
Other comprehensive income (loss) before reclassification
|
0.4
|
|
|
(0.8
|
)
|
|
(11.9
|
)
|
|
(12.3
|
)
|
||||
Amounts reclassified from accumulated other comprehensive income
|
3.5
|
|
|
(1.0
|
)
|
|
(1.5
|
)
|
|
1.0
|
|
||||
Ending balance, Ending balance, September 30, 2019
|
$
|
(136.5
|
)
|
|
$
|
0.2
|
|
|
$
|
(61.5
|
)
|
|
$
|
(197.8
|
)
|
|
Pension and Other Postretirement Benefits (1)
|
|
Derivatives Designated as Hedges (1)
|
|
Foreign Currency Translation (1)
|
|
Total (1)
|
||||||||
(In millions)
|
|
|
|
|
|
|
|
||||||||
Beginning balance, December 31, 2017
|
$
|
(113.9
|
)
|
|
$
|
1.4
|
|
|
$
|
(27.8
|
)
|
|
$
|
(140.3
|
)
|
Other comprehensive income (loss) before reclassification
|
—
|
|
|
1.9
|
|
|
(21.0
|
)
|
|
(19.1
|
)
|
||||
Amounts reclassified from accumulated other comprehensive income
|
4.0
|
|
|
(0.4
|
)
|
|
—
|
|
|
3.6
|
|
||||
Ending balance, Ending balance, September 30, 2018
|
$
|
(109.9
|
)
|
|
$
|
2.9
|
|
|
$
|
(48.8
|
)
|
|
$
|
(155.8
|
)
|
•
|
Contracts that have an original expected duration of one year or less; and
|
•
|
Performance obligations related to revenue recognized over time using the as-invoiced practical expedient.
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
|
September 30, 2019
|
|
September 30, 2019
|
||||||||||||
(In millions)
|
JBT FoodTech
|
|
JBT AeroTech
|
|
JBT FoodTech
|
|
JBT AeroTech
|
||||||||
Type of Good or Service
|
|
|
|
|
|
|
|
||||||||
Recurring (1)
|
$
|
150.0
|
|
|
$
|
49.5
|
|
|
$
|
428.7
|
|
|
$
|
152.3
|
|
Non-recurring (1)
|
184.3
|
|
|
105.5
|
|
|
543.5
|
|
|
275.5
|
|
||||
Total
|
334.3
|
|
|
155.0
|
|
|
972.2
|
|
|
427.8
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Geographical Region (2)
|
|
|
|
|
|
|
|
||||||||
North America
|
167.8
|
|
|
134.0
|
|
|
503.5
|
|
|
353.9
|
|
||||
Europe, Middle East and Africa
|
98.4
|
|
|
15.8
|
|
|
269.4
|
|
|
59.3
|
|
||||
Asia Pacific
|
42.6
|
|
|
4.4
|
|
|
124.3
|
|
|
12.5
|
|
||||
Latin America
|
25.5
|
|
|
0.8
|
|
|
75.0
|
|
|
2.1
|
|
||||
Total
|
334.3
|
|
|
155.0
|
|
|
972.2
|
|
|
427.8
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Timing of Recognition (3)
|
|
|
|
|
|
|
|
||||||||
Point in Time
|
150.4
|
|
|
88.7
|
|
|
456.4
|
|
|
243.8
|
|
||||
Over Time
|
183.9
|
|
|
66.3
|
|
|
515.8
|
|
|
184.0
|
|
||||
Total
|
334.3
|
|
|
155.0
|
|
|
972.2
|
|
|
427.8
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
|
September 30, 2018
|
|
September 30, 2018
|
||||||||||||
(In millions)
|
JBT FoodTech
|
|
JBT AeroTech
|
|
JBT FoodTech
|
|
JBT AeroTech
|
||||||||
Type of Good or Service
|
|
|
|
|
|
|
|
||||||||
Recurring (1)
|
$
|
129.4
|
|
|
$
|
45.7
|
|
|
$
|
387.6
|
|
|
$
|
135.1
|
|
Non-recurring (1)
|
203.1
|
|
|
103.8
|
|
|
610.1
|
|
|
249.5
|
|
||||
Total
|
332.5
|
|
|
149.5
|
|
|
997.7
|
|
|
384.6
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Geographical Region (2)
|
|
|
|
|
|
|
|
||||||||
North America
|
174.7
|
|
|
105.2
|
|
|
501.5
|
|
|
298.2
|
|
||||
Europe, Middle East and Africa
|
101.7
|
|
|
32.8
|
|
|
308.1
|
|
|
58.4
|
|
||||
Asia Pacific
|
27.7
|
|
|
9.2
|
|
|
126.9
|
|
|
25.2
|
|
||||
Latin America
|
28.4
|
|
|
2.3
|
|
|
61.2
|
|
|
2.8
|
|
||||
Total
|
332.5
|
|
|
149.5
|
|
|
997.7
|
|
|
384.6
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Timing of Recognition (3)
|
|
|
|
|
|
|
|
||||||||
Point in Time
|
211.7
|
|
|
101.7
|
|
|
563.5
|
|
|
243.2
|
|
||||
Over Time
|
120.8
|
|
|
47.8
|
|
|
434.2
|
|
|
141.4
|
|
||||
Total
|
332.5
|
|
|
149.5
|
|
|
997.7
|
|
|
384.6
|
|
|
Balances as of
|
||||||
(In millions)
|
September 30, 2019
|
|
December 31, 2018
|
||||
Contract assets
|
$
|
80.3
|
|
|
$
|
70.3
|
|
Contract liabilities
|
86.6
|
|
|
124.5
|
|
|
Three Months Ended
September 30, |
|
Nine Months Ended September 30,
|
||||||||||||
(In millions, except per share data)
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Basic earnings per share:
|
|
|
|
|
|
|
|
||||||||
Income from continuing operations
|
$
|
33.5
|
|
|
$
|
26.4
|
|
|
$
|
87.2
|
|
|
$
|
61.5
|
|
Weighted average number of shares outstanding
|
31.9
|
|
|
31.9
|
|
|
31.9
|
|
|
31.9
|
|
||||
Basic earnings per share from continuing operations
|
$
|
1.05
|
|
|
$
|
0.83
|
|
|
$
|
2.74
|
|
|
$
|
1.93
|
|
Diluted earnings per share:
|
|
|
|
|
|
|
|
||||||||
Income from continuing operations
|
$
|
33.5
|
|
|
$
|
26.4
|
|
|
$
|
87.2
|
|
|
$
|
61.5
|
|
Weighted average number of shares outstanding
|
31.9
|
|
|
31.9
|
|
|
31.9
|
|
|
31.9
|
|
||||
Effect of dilutive securities:
|
|
|
|
|
|
|
|
||||||||
Restricted stock
|
0.2
|
|
|
0.2
|
|
|
0.1
|
|
|
0.3
|
|
||||
Total shares and dilutive securities
|
32.1
|
|
|
32.1
|
|
|
32.0
|
|
|
32.2
|
|
||||
Diluted earnings per share from continuing operations
|
$
|
1.04
|
|
|
$
|
0.82
|
|
|
$
|
2.72
|
|
|
$
|
1.91
|
|
•
|
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, 2019
|
|
As of December 31, 2018
|
||||||||||||||||||||||||||||
(In millions)
|
Total
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Investments
|
$
|
13.6
|
|
|
$
|
13.6
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
12.3
|
|
|
$
|
12.3
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Derivatives
|
13.6
|
|
|
—
|
|
|
13.6
|
|
|
—
|
|
|
7.7
|
|
|
—
|
|
|
7.7
|
|
|
—
|
|
||||||||
Total assets
|
$
|
27.2
|
|
|
$
|
13.6
|
|
|
$
|
13.6
|
|
|
$
|
—
|
|
|
$
|
20.0
|
|
|
$
|
12.3
|
|
|
$
|
7.7
|
|
|
$
|
—
|
|
Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Derivatives
|
$
|
6.6
|
|
|
$
|
—
|
|
|
$
|
6.6
|
|
|
$
|
—
|
|
|
$
|
2.0
|
|
|
$
|
—
|
|
|
$
|
2.0
|
|
|
$
|
—
|
|
Contingent consideration
|
15.8
|
|
|
—
|
|
|
—
|
|
|
15.8
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Total liabilities
|
$
|
22.4
|
|
|
$
|
—
|
|
|
$
|
6.6
|
|
|
$
|
15.8
|
|
|
$
|
2.0
|
|
|
$
|
—
|
|
|
$
|
2.0
|
|
|
$
|
—
|
|
|
As of September 30, 2019
|
|
As of December 31, 2018
|
||||||||||||
(In millions)
|
Derivative Assets
|
|
Derivative Liabilities
|
|
Derivative Assets
|
|
Derivative Liabilities
|
||||||||
Total
|
$
|
4.9
|
|
|
$
|
6.8
|
|
|
$
|
3.7
|
|
|
$
|
2.1
|
|
(In millions)
|
As of September 30, 2019
|
||||||||||||||||||
Offsetting of Assets
|
Gross Amounts of Recognized Assets
|
|
Gross Amounts Offset in the Consolidated Balance Sheet
|
|
Net Presented in the Consolidated Balance Sheet
|
|
Amount Subject to Master Netting Agreement
|
|
Net Amount
|
||||||||||
Derivatives
|
$
|
13.6
|
|
|
$
|
—
|
|
|
$
|
13.6
|
|
|
$
|
(2.3
|
)
|
|
$
|
11.3
|
|
(In millions)
|
As of September 30, 2019
|
||||||||||||||||||
Offsetting of Liabilities
|
Gross Amounts of Recognized Liabilities
|
|
Gross Amounts Offset in the Consolidated Balance Sheet
|
|
Net Presented in the Consolidated Balance Sheet
|
|
Amount Subject to Master Netting Agreement
|
|
Net Amount
|
||||||||||
Derivatives
|
$
|
6.6
|
|
|
$
|
—
|
|
|
$
|
6.6
|
|
|
$
|
(2.3
|
)
|
|
$
|
4.3
|
|
(In millions)
|
As of December 31, 2018
|
||||||||||||||||||
Offsetting of Assets
|
Gross Amounts of Recognized Assets
|
|
Gross Amounts Offset in the Consolidated Balance Sheet
|
|
Net Presented in the Consolidated Balance Sheet
|
|
Amount Subject to Master Netting Agreement
|
|
Net Amount
|
||||||||||
Derivatives
|
$
|
7.7
|
|
|
$
|
—
|
|
|
$
|
7.7
|
|
|
$
|
(1.5
|
)
|
|
$
|
6.2
|
|
(In millions)
|
As of December 31, 2018
|
||||||||||||||||||
Offsetting of Liabilities
|
Gross Amounts of Recognized Liabilities
|
|
Gross Amounts Offset in the Consolidated Balance Sheet
|
|
Net Presented in the Consolidated Balance Sheet
|
|
Amount Subject to Master Netting Agreement
|
|
Net Amount
|
||||||||||
Derivatives
|
$
|
2.0
|
|
|
$
|
—
|
|
|
$
|
2.0
|
|
|
$
|
(1.5
|
)
|
|
$
|
0.5
|
|
Derivatives Not Designated
as Hedging Instruments
|
|
Location of Gain (Loss) Recognized
in Income on Derivatives
|
|
Amount of (Loss) Gain Recognized in Income
on Derivatives
|
||||||||||||||
|
|
|
|
Three Months Ended
September 30, |
|
Nine Months Ended September 30,
|
||||||||||||
(In millions)
|
|
|
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Foreign exchange contracts
|
|
Revenue
|
|
$
|
(2.2
|
)
|
|
$
|
(0.8
|
)
|
|
$
|
(5.2
|
)
|
|
$
|
(4.3
|
)
|
Foreign exchange contracts
|
|
Cost of sales
|
|
1.3
|
|
|
(0.1
|
)
|
|
2.5
|
|
|
0.1
|
|
||||
Foreign exchange contracts
|
|
Selling, general and administrative expense
|
|
(0.7
|
)
|
|
0.1
|
|
|
(2.5
|
)
|
|
0.4
|
|
||||
Total
|
|
|
|
(1.6
|
)
|
|
(0.8
|
)
|
|
(5.2
|
)
|
|
(3.8
|
)
|
||||
Remeasurement of assets and liabilities in foreign currencies
|
|
|
|
0.5
|
|
|
0.7
|
|
|
2.1
|
|
|
2.2
|
|
||||
Net gain (loss) on foreign currency transactions
|
|
|
|
$
|
(1.1
|
)
|
|
$
|
(0.1
|
)
|
|
$
|
(3.1
|
)
|
|
$
|
(1.6
|
)
|
|
Balance as of
|
||||||
in millions
|
September 30, 2019
|
|
January 1, 2019
|
||||
Assets
|
|
|
|
||||
ROU assets
|
$
|
31.7
|
|
|
$
|
32.3
|
|
Total ROU assets
|
31.7
|
|
|
32.3
|
|
||
|
|
|
|
||||
Liabilities
|
|
|
|
||||
Current
|
10.3
|
|
|
10.8
|
|
||
Non-current
|
23.1
|
|
|
23.3
|
|
||
Total lease liabilities
|
$
|
33.4
|
|
|
$
|
34.1
|
|
|
|
|
|
||||
Weighted-average remaining lease term (years )
|
4.6
|
|
|
4.3
|
|
||
Weighted-average discount rate
|
5.4
|
%
|
|
5.7
|
%
|
Year 1 (a)
|
$
|
11.7
|
|
Year 2
|
8.5
|
|
|
Year 3
|
5.2
|
|
|
Year 4
|
4.0
|
|
|
Year 5
|
3.0
|
|
|
After Year 5
|
5.3
|
|
|
Total lease payments
|
37.7
|
|
|
Less: Interest on lease payments
|
(4.3
|
)
|
|
Present value of lease liabilities
|
$
|
33.4
|
|
|
Year-to-Date
|
||
|
September 30, 2019
|
||
Operating cash flows from operating leases
|
$
|
10.0
|
|
ROU assets arising from obtaining new operating lease obligations
|
9.1
|
|
in millions
|
Total Amount
|
|
2019
|
|
2020
|
|
2021
|
|
2022
|
|
2023
|
|
After 2024
|
||||||||||||||
Operating lease obligations
|
$
|
39.6
|
|
|
$
|
12.7
|
|
|
$
|
9.7
|
|
|
$
|
5.6
|
|
|
$
|
3.7
|
|
|
$
|
2.9
|
|
|
$
|
5.0
|
|
•
|
The timing and pattern of transfer to the lessee of the lease and non-lease component are the same, and
|
•
|
The lease component, if accounted for separately, would be classified as an operating lease.
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||
in millions
|
September 30, 2019
|
|
September 30, 2019
|
||||
Fixed payment revenue
|
$
|
17.8
|
|
|
$
|
50.7
|
|
Variable payment revenue
|
3.2
|
|
|
13.8
|
|
||
Total
|
$
|
21.0
|
|
|
$
|
64.5
|
|
Less than 1 Year (a)
|
$
|
46.2
|
|
Year 1
|
48.9
|
|
|
Year 2
|
39.6
|
|
|
Year 3
|
28.2
|
|
|
Year 4
|
13.0
|
|
|
Year 5
|
3.2
|
|
|
After Year 5
|
2.3
|
|
|
Total lease revenue
|
$
|
181.4
|
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||||||
(In millions)
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Balance at beginning of period
|
$
|
12.4
|
|
|
$
|
13.2
|
|
|
$
|
13.5
|
|
|
$
|
14.5
|
|
Expense for new warranties
|
4.1
|
|
|
4.0
|
|
|
10.2
|
|
|
9.2
|
|
||||
Adjustments to existing accruals
|
(0.2
|
)
|
|
(0.3
|
)
|
|
(1.4
|
)
|
|
(1.3
|
)
|
||||
Claims paid
|
(4.5
|
)
|
|
(4.0
|
)
|
|
(11.4
|
)
|
|
(9.4
|
)
|
||||
Added through acquisition
|
0.6
|
|
|
0.3
|
|
|
1.6
|
|
|
0.5
|
|
||||
Translation
|
(0.2
|
)
|
|
—
|
|
|
(0.3
|
)
|
|
(0.3
|
)
|
||||
Balance at end of period
|
$
|
12.2
|
|
|
$
|
13.2
|
|
|
$
|
12.2
|
|
|
$
|
13.2
|
|
•
|
JBT FoodTech—designs, manufactures and services technologically sophisticated food processing systems used for, among other things, fruit juice production, frozen food production, in-container food production, automated systems and convenience food preparation by the food industry.
|
•
|
JBT AeroTech—designs, manufactures and services technologically sophisticated airport ground support and gate equipment and provides services for airport authorities; airlines, airfreight, and ground handling companies; the defense contractors and other industries.
|
|
Three Months Ended
September 30, |
|
Nine Months Ended September 30,
|
||||||||||||
(In millions)
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Revenue
|
|
|
|
|
|
|
|
||||||||
JBT FoodTech
|
$
|
334.3
|
|
|
$
|
332.5
|
|
|
$
|
972.2
|
|
|
$
|
997.7
|
|
JBT AeroTech
|
155.0
|
|
|
149.5
|
|
|
427.8
|
|
|
384.6
|
|
||||
Other revenue and intercompany eliminations
|
$
|
0.1
|
|
|
$
|
(0.1
|
)
|
|
$
|
0.2
|
|
|
$
|
0.1
|
|
Total revenue
|
$
|
489.4
|
|
|
$
|
481.9
|
|
|
$
|
1,400.2
|
|
|
$
|
1,382.4
|
|
|
|
|
|
|
|
|
|
||||||||
Income before income taxes
|
|
|
|
|
|
|
|
||||||||
Segment operating profit:
|
|
|
|
|
|
|
|
||||||||
JBT FoodTech
|
$
|
42.5
|
|
|
$
|
41.9
|
|
|
$
|
132.5
|
|
|
$
|
110.8
|
|
JBT AeroTech
|
22.2
|
|
|
17.6
|
|
|
50.2
|
|
|
40.2
|
|
||||
Total segment operating profit
|
64.7
|
|
|
59.5
|
|
|
182.7
|
|
|
151.0
|
|
||||
Corporate items:
|
|
|
|
|
|
|
|
||||||||
Corporate expense (1)
|
14.8
|
|
|
11.3
|
|
|
45.6
|
|
|
33.5
|
|
||||
Restructuring expense (2)
|
1.3
|
|
|
11.6
|
|
|
11.5
|
|
|
32.8
|
|
||||
Operating income
|
48.6
|
|
|
36.6
|
|
|
125.6
|
|
|
84.7
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Pension expense, other than service cost
|
0.5
|
|
|
—
|
|
|
1.5
|
|
|
0.6
|
|
||||
Interest expense, net
|
5.9
|
|
|
3.4
|
|
|
13.4
|
|
|
10.5
|
|
||||
Income from continuing operations before income taxes
|
$
|
42.2
|
|
|
$
|
33.2
|
|
|
$
|
110.7
|
|
|
$
|
73.6
|
|
(1)
|
Corporate expense generally includes corporate staff-related expense, stock-based compensation, 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 14. Restructuring for further information on restructuring expense.
|
|
Cumulative Amount
|
|
For the Three Months Ended
|
|
Cumulative Amount
|
||||||||||||||
(In millions)
|
As of December 31, 2018
|
|
March 31, 2019
|
|
June 30, 2019
|
|
September 30, 2019
|
|
As of September 30, 2019
|
||||||||||
Severance and related expense
|
18.5
|
|
|
1.6
|
|
|
3.6
|
|
|
1.0
|
|
|
24.7
|
|
|||||
Other
|
34.7
|
|
|
4.8
|
|
|
2.9
|
|
|
1.3
|
|
|
43.7
|
|
|||||
Total restructuring charges
|
$
|
53.2
|
|
|
$
|
6.4
|
|
|
$
|
6.5
|
|
|
$
|
2.3
|
|
|
$
|
68.4
|
|
|
|
|
Impact to Earnings
|
|
|
|
|
|||||||||||
(In millions)
|
Balance as of
December 31, 2018 |
|
Charged to
Earnings
|
|
Release of Liability
|
|
Payments Made
|
|
Balance as of
September 30, 2019 |
|||||||||
Severance and related expense
|
$
|
8.4
|
|
|
$
|
6.2
|
|
|
$
|
(3.7
|
)
|
|
$
|
(4.3
|
)
|
|
6.6
|
|
Other
|
11.0
|
|
|
9.0
|
|
|
—
|
|
|
(19.0
|
)
|
|
1.0
|
|
||||
Total
|
$
|
19.4
|
|
|
$
|
15.2
|
|
|
$
|
(3.7
|
)
|
|
$
|
(23.3
|
)
|
|
7.6
|
|
•
|
Accelerate New Product & Service Development. We are accelerating the development of innovative products and services to provide customers with solutions that enhance yield and productivity and reduce lifetime cost of ownership.
|
•
|
Grow Recurring Revenue. We are capitalizing on our extensive installed base to expand recurring revenue from aftermarket parts and services, equipment leases, consumables and airport services.
|
•
|
Execute Impact Initiatives. We are enhancing organic growth through initiatives that enable us to sell the entire JBT FoodTech portfolio globally, including enhancing our international sales and support infrastructure, localizing targeted products for emerging markets, and strategic cross selling of products. In JBT AeroTech, we plan to continue to develop advanced military product offering and customer support capability to service global military customers. Additionally, our impact initiatives are designed to support the reduction in operating cost including strategic sourcing, relentless continuous improvement (lean) efforts, and the optimization of organization structure
|
•
|
Maintain a Disciplined Acquisition Program. We are also continuing our strategic acquisition program focused on companies that add complementary products, which enable us to offer more comprehensive solutions to customers, and meet our strict economic criteria for returns and synergies.
|
•
|
Adjusted income from continuing operations and Adjusted diluted earnings per share from continuing operations: We adjust earnings for restructuring expense and M&A related costs, which include integration costs and the amortization of inventory step-up from business combinations, and transaction costs for both potential and completed M&A transactions (“M&A related costs”).
|
•
|
EBITDA and Adjusted EBITDA: We define EBITDA as earnings before income taxes, interest expense and depreciation and amortization. We define Adjusted EBITDA as EBITDA before restructuring expense, pension expense other than service cost and M&A related costs. Given the Company’s focus on growth through acquisitions, management believes EBITDA and Adjusted EBITDA facilitate an evaluation of business performance while excluding the impact of amortization and depreciation, and, in the case of Adjusted EBITDA, without the fluctuations in the amount of certain costs that do not reflect our underlying operating results. We use EBITDA and Adjusted EBITDA internally to make operating decisions and believe this information is helpful to investors because it allows more meaningful period-to-period comparisons of our ongoing operating results.
|
•
|
Segment Adjusted Operating Profit and Segment Adjusted EBITDA: We report segment operating profit, which is the measure of segment profit or loss required to be disclosed in accordance with GAAP. We adjust segment operating profit for restructuring expense and M&A related costs. We believe segment adjusted operating profit allows more meaningful period-to period comparisons of our ongoing operating results, without the fluctuations in the amount of certain costs that do not reflect our underlying operating results. We calculate segment Adjusted EBITDA by subtracting depreciation and amortization from segment adjusted operating profit. Given the Company’s focus on growth through acquisitions, we believe segment Adjusted EBITDA facilitates an evaluation of business performance by segment while excluding the impact of amortization due to the step up in value of intangible assets, and the depreciation of fixed assets.
|
•
|
Free cash flow: We define free cash flow as cash provided by continuing operating activities, less capital expenditures, plus proceeds from sale of fixed assets and pension contributions. For free cash flow purposes we consider contributions to pension plans to be more comparable to payment of debt, and therefore exclude these contributions from the calculation of free cash flow. We use free cash flow internally as a key indicator of our liquidity and ability to service debt, invest in business combinations, and return money to shareholders. We believe this information is useful to investors because it provides an understanding of the cash available to fund these initiatives.
|
•
|
Constant currency measures: We evaluate our results of operations on both an as reported and a constant currency basis. The constant currency presentation excludes the impact of fluctuations in foreign currency exchange rates. We calculate constant currency percentages by converting our financial results in local currency for a period using the average exchange rate for the prior period to which we are comparing.
|
|
Nine Months Ended September 30,
|
||||||
(In millions)
|
2019
|
|
2018
|
||||
Cash provided by continuing operating activities
|
$
|
35.1
|
|
|
$
|
26.6
|
|
Less: capital expenditures
|
29.2
|
|
|
28.5
|
|
||
Plus: proceeds from sale of fixed assets
|
1.3
|
|
|
1.8
|
|
||
Plus: pension contributions
|
7.2
|
|
|
18.3
|
|
||
Free cash flow (FCF)
|
$
|
14.4
|
|
|
$
|
18.2
|
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||||||
(In millions, except per share data)
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Income from continuing operations as reported
|
$
|
33.5
|
|
|
$
|
26.4
|
|
|
$
|
87.2
|
|
|
$
|
61.5
|
|
|
|
|
|
|
|
|
|
||||||||
Non-GAAP adjustments
|
|
|
|
|
|
|
|
||||||||
Restructuring expense
|
1.3
|
|
|
11.6
|
|
|
11.5
|
|
|
32.8
|
|
||||
M&A related cost(1)
|
8.7
|
|
|
2.2
|
|
|
20.2
|
|
|
4.0
|
|
||||
Impact on tax provision from Non-GAAP adjustments(2)
|
(2.5
|
)
|
|
(3.5
|
)
|
|
(7.8
|
)
|
|
(9.5
|
)
|
||||
Impact on tax provision from repatriation
|
—
|
|
|
0.6
|
|
|
—
|
|
|
0.6
|
|
||||
Impact on tax provision from rate change on deferred taxes
|
—
|
|
|
(1.5
|
)
|
|
—
|
|
|
(1.5
|
)
|
||||
Adjusted income from continuing operations
|
$
|
41.0
|
|
|
$
|
35.8
|
|
|
$
|
111.1
|
|
|
$
|
87.9
|
|
|
|
|
|
|
|
|
|
||||||||
Income from continuing operations as reported
|
$
|
33.5
|
|
|
$
|
26.4
|
|
|
$
|
87.2
|
|
|
$
|
61.5
|
|
Total shares and dilutive securities
|
32.1
|
|
|
32.1
|
|
|
32.0
|
|
|
32.2
|
|
||||
Diluted earnings per share from continuing operations
|
$
|
1.04
|
|
|
$
|
0.82
|
|
|
$
|
2.72
|
|
|
$
|
1.91
|
|
|
|
|
|
|
|
|
|
||||||||
Adjusted income from continuing operations
|
$
|
41.0
|
|
|
$
|
35.8
|
|
|
$
|
111.1
|
|
|
$
|
87.9
|
|
Total shares and dilutive securities
|
32.1
|
|
|
32.1
|
|
|
32.0
|
|
|
32.2
|
|
||||
Adjusted diluted earnings per share from continuing operations
|
$
|
1.28
|
|
|
$
|
1.12
|
|
|
$
|
3.47
|
|
|
$
|
2.73
|
|
(1)
|
Beginning in the first quarter of 2019, we changed our presentation of non-GAAP measures to exclude M&A related cost. M&A related costs are excluded from the prior year results to conform to the current year presentation.
|
(2)
|
Impact on income tax provision was calculated using our annual effective tax rate of 24.7% and 25.7% for September 30, 2019 and 2018, respectively.
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||||||
(In millions)
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Net income
|
$
|
33.5
|
|
|
$
|
26.4
|
|
|
$
|
86.9
|
|
|
$
|
61.2
|
|
Loss from discontinued operations, net of taxes
|
—
|
|
|
—
|
|
|
0.3
|
|
|
0.3
|
|
||||
Income from continuing operations as reported
|
33.5
|
|
|
26.4
|
|
|
87.2
|
|
|
61.5
|
|
||||
Income tax provision
|
8.7
|
|
|
6.8
|
|
|
23.5
|
|
|
12.1
|
|
||||
Interest expense, net
|
5.9
|
|
|
3.4
|
|
|
13.4
|
|
|
10.5
|
|
||||
Depreciation and amortization
|
17.2
|
|
|
15.3
|
|
|
47.5
|
|
|
43.1
|
|
||||
EBITDA
|
65.3
|
|
|
51.9
|
|
|
171.6
|
|
|
127.2
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Restructuring expense
|
1.3
|
|
|
11.6
|
|
|
11.5
|
|
|
32.8
|
|
||||
Pension expense, other than service cost
|
0.5
|
|
|
—
|
|
|
1.5
|
|
|
0.6
|
|
||||
M&A related cost
|
8.7
|
|
|
2.2
|
|
|
20.2
|
|
|
4.0
|
|
||||
Adjusted EBITDA
|
$
|
75.8
|
|
|
$
|
65.7
|
|
|
$
|
204.8
|
|
|
$
|
164.6
|
|
|
Three Months Ended September 30, 2019
|
||||||||||||||
(In millions)
|
JBT FoodTech
|
|
JBT AeroTech
|
|
Corporate (Unallocated)
|
|
Consolidated
|
||||||||
Operating profit
|
$
|
42.5
|
|
|
$
|
22.2
|
|
|
$
|
(16.1
|
)
|
|
$
|
48.6
|
|
Restructuring expense
|
—
|
|
|
—
|
|
|
1.3
|
|
|
1.3
|
|
||||
M&A related cost(1)
|
7.9
|
|
|
—
|
|
|
0.8
|
|
|
8.7
|
|
||||
Adjusted operating profit
|
50.4
|
|
|
22.2
|
|
|
(14.0
|
)
|
|
58.6
|
|
||||
Depreciation and amortization
|
15.4
|
|
|
1.3
|
|
|
0.5
|
|
|
17.2
|
|
||||
Adjusted EBITDA
|
$
|
65.8
|
|
|
$
|
23.5
|
|
|
$
|
(13.5
|
)
|
|
$
|
75.8
|
|
|
|
|
|
|
|
|
|
||||||||
Revenue
|
$
|
334.3
|
|
|
$
|
155.0
|
|
|
$
|
0.1
|
|
|
$
|
489.4
|
|
Operating profit %
|
12.7
|
%
|
|
14.3
|
%
|
|
|
|
9.9
|
%
|
|||||
Adjusted operating profit %
|
15.1
|
%
|
|
14.3
|
%
|
|
|
|
12.0
|
%
|
|||||
Adjusted EBITDA %
|
19.7
|
%
|
|
15.2
|
%
|
|
|
|
15.5
|
%
|
|
Nine Months Ended September 30, 2019
|
||||||||||||||
(In millions)
|
JBT FoodTech
|
|
JBT AeroTech
|
|
Corporate (Unallocated)
|
|
Consolidated
|
||||||||
Operating profit
|
$
|
132.5
|
|
|
$
|
50.2
|
|
|
$
|
(57.1
|
)
|
|
$
|
125.6
|
|
Restructuring expense
|
—
|
|
|
—
|
|
|
11.5
|
|
|
11.5
|
|
||||
M&A related cost (1)
|
13.2
|
|
|
0.9
|
|
|
6.1
|
|
|
20.2
|
|
||||
Adjusted operating profit
|
145.7
|
|
|
51.1
|
|
|
(39.5
|
)
|
|
157.3
|
|
||||
Depreciation and amortization
|
42.0
|
|
|
3.5
|
|
|
2.0
|
|
|
47.5
|
|
||||
Adjusted EBITDA
|
$
|
187.7
|
|
|
$
|
54.6
|
|
|
$
|
(37.5
|
)
|
|
$
|
204.8
|
|
|
|
|
|
|
|
|
|
||||||||
Revenue
|
$
|
972.2
|
|
|
$
|
427.8
|
|
|
$
|
0.2
|
|
|
$
|
1,400.2
|
|
Operating profit %
|
13.6
|
%
|
|
11.7
|
%
|
|
|
|
9.0
|
%
|
|||||
Adjusted operating profit %
|
15.0
|
%
|
|
11.9
|
%
|
|
|
|
11.2
|
%
|
|||||
Adjusted EBITDA %
|
19.3
|
%
|
|
12.8
|
%
|
|
|
|
14.6
|
%
|
|
Three Months Ended September 30, 2018
|
||||||||||||||
(In millions)
|
JBT FoodTech
|
|
JBT AeroTech
|
|
Corporate (Unallocated)
|
|
Consolidated
|
||||||||
Operating profit
|
$
|
41.9
|
|
|
$
|
17.6
|
|
|
$
|
(22.9
|
)
|
|
$
|
36.6
|
|
Restructuring expense
|
—
|
|
|
—
|
|
|
11.6
|
|
|
11.6
|
|
||||
M&A related cost (1)
|
2.0
|
|
|
0.2
|
|
|
—
|
|
|
2.2
|
|
||||
Adjusted operating profit
|
43.9
|
|
|
17.8
|
|
|
(11.3
|
)
|
|
50.4
|
|
||||
Depreciation and amortization
|
13.6
|
|
|
0.7
|
|
|
1.0
|
|
|
15.3
|
|
||||
Adjusted EBITDA
|
$
|
57.5
|
|
|
$
|
18.5
|
|
|
$
|
(10.3
|
)
|
|
$
|
65.7
|
|
|
|
|
|
|
|
|
|
||||||||
Revenue
|
$
|
332.5
|
|
|
$
|
149.5
|
|
|
$
|
(0.1
|
)
|
|
$
|
481.9
|
|
Operating profit %
|
12.6
|
%
|
|
11.8
|
%
|
|
|
|
7.6
|
%
|
|||||
Adjusted operating profit %
|
13.2
|
%
|
|
11.9
|
%
|
|
|
|
10.5
|
%
|
|||||
Adjusted EBITDA %
|
17.3
|
%
|
|
12.4
|
%
|
|
|
|
13.6
|
%
|
|
Nine Months Ended September 30, 2018
|
||||||||||||||
(In millions)
|
JBT FoodTech
|
|
JBT AeroTech
|
|
Corporate (Unallocated)
|
|
Consolidated
|
||||||||
Operating profit
|
$
|
110.8
|
|
|
$
|
40.2
|
|
|
$
|
(66.3
|
)
|
|
$
|
84.7
|
|
Restructuring expense
|
—
|
|
|
—
|
|
|
32.8
|
|
|
32.8
|
|
||||
M&A related cost (1)
|
3.8
|
|
|
0.2
|
|
|
—
|
|
|
4.0
|
|
||||
Adjusted operating profit
|
114.6
|
|
|
40.4
|
|
|
(33.5
|
)
|
|
121.5
|
|
||||
Depreciation and amortization
|
38.8
|
|
|
2.2
|
|
|
2.1
|
|
|
43.1
|
|
||||
Adjusted EBITDA
|
$
|
153.4
|
|
|
$
|
42.6
|
|
|
$
|
(31.4
|
)
|
|
$
|
164.6
|
|
|
|
|
|
|
|
|
|
||||||||
Revenue
|
$
|
997.7
|
|
|
$
|
384.6
|
|
|
$
|
0.1
|
|
|
$
|
1,382.4
|
|
Operating profit %
|
11.1
|
%
|
|
10.5
|
%
|
|
|
|
6.1
|
%
|
|||||
Adjusted operating profit %
|
11.5
|
%
|
|
10.5
|
%
|
|
|
|
8.8
|
%
|
|||||
Adjusted EBITDA %
|
15.4
|
%
|
|
11.1
|
%
|
|
|
|
11.9
|
%
|
(1)
|
Beginning in the first quarter of 2019, we changed our presentation of non-GAAP measures to exclude M&A related cost. M&A related cost is excluded from the prior year results to conform to the current year presentation.
|
|
Three Months Ended September 30,
|
|
Favorable/(Unfavorable)
|
||||||||
(In millions, except %)
|
2019
|
|
2018
|
|
$/bps
|
||||||
Revenue
|
$
|
489.4
|
|
|
$
|
481.9
|
|
|
$
|
7.5
|
|
Cost of sales
|
341.8
|
|
|
346.8
|
|
|
5.0
|
|
|||
Gross profit
|
147.6
|
|
|
135.1
|
|
|
12.5
|
|
|||
Gross profit %
|
30.2
|
%
|
|
28.0
|
%
|
|
220 bps
|
|
|||
Selling, general and administrative expense
|
97.7
|
|
|
86.9
|
|
|
(10.8
|
)
|
|||
Restructuring expense
|
1.3
|
|
|
11.6
|
|
|
10.3
|
|
|||
Operating income
|
48.6
|
|
|
36.6
|
|
|
12.0
|
|
|||
Operating income %
|
9.9
|
%
|
|
7.6
|
%
|
|
230 bps
|
|
|||
Pension expense, other than service cost
|
0.5
|
|
|
—
|
|
|
(0.5
|
)
|
|||
Interest expense, net
|
5.9
|
|
|
3.4
|
|
|
(2.5
|
)
|
|||
Income from continuing operations before income taxes
|
42.2
|
|
|
33.2
|
|
|
9.0
|
|
|||
Income tax provision
|
8.7
|
|
|
6.8
|
|
|
(1.9
|
)
|
|||
Income from continuing operations
|
33.5
|
|
|
26.4
|
|
|
7.1
|
|
|||
Net income
|
$
|
33.5
|
|
|
$
|
26.4
|
|
|
$
|
7.1
|
|
•
|
Gross profit margin increased 220 bps to 30.2% compared to 28.0% in the same period last year. This increase was the result of $2.5 million in efficiency improvements driven by continuing restructuring activities along with higher aftermarket sales and higher margins from acquired companies.
|
•
|
Selling, general and administrative expense increased in dollars and as a percentage of revenue primarily due to acquisitions. As a percentage of revenue these expenses have increased 200 bps from 18.0% in 2018 to 20.0% in 2019.
|
•
|
Restructuring expense decreased $10.3 million. As a percent of revenue, these expenses have declined 210 bps to 0.3% compared to 2.4% in the same period last year. In the third quarter of 2019 we recorded restructuring expense of $1.3 million in connection with our 2018 restructuring plan to better leverage our general and administrative resources and improve efficiency globally.
|
•
|
Currency translation reduced operating income by $1.0 million.
|
|
Three Months Ended September 30,
|
|
Favorable/(Unfavorable)
|
||||||||
(In millions, except %)
|
2019
|
|
2018
|
|
$/bps
|
||||||
Revenue
|
|
|
|
|
|
||||||
JBT FoodTech
|
$
|
334.3
|
|
|
$
|
332.5
|
|
|
$
|
1.8
|
|
JBT AeroTech
|
155.0
|
|
|
149.5
|
|
|
5.5
|
|
|||
Other revenue and intercompany eliminations
|
0.1
|
|
|
(0.1
|
)
|
|
0.2
|
|
|||
Total revenue
|
$
|
489.4
|
|
|
$
|
481.9
|
|
|
$
|
7.5
|
|
Operating income before income taxes
|
|
|
|
|
|
||||||
Segment operating profit(1)(2):
|
|
|
|
|
|
||||||
JBT FoodTech
|
$
|
42.5
|
|
|
$
|
41.9
|
|
|
$
|
0.6
|
|
JBT FoodTech segment operating profit %
|
12.7
|
%
|
|
12.6
|
%
|
|
10 bps
|
|
|||
JBT AeroTech
|
22.2
|
|
|
17.6
|
|
|
4.6
|
|
|||
JBT AeroTech segment operating profit %
|
14.3
|
%
|
|
11.8
|
%
|
|
250 bps
|
|
|||
Total segment operating profit
|
64.7
|
|
|
59.5
|
|
|
5.2
|
|
|||
Total segment operating profit %
|
13.2
|
%
|
|
12.3
|
%
|
|
90 bps
|
|
|||
Corporate items:
|
|
|
|
|
|
||||||
Corporate expense
|
14.8
|
|
|
11.3
|
|
|
(3.5
|
)
|
|||
Restructuring expense
|
1.3
|
|
|
11.6
|
|
|
10.3
|
|
|||
Operating income
|
$
|
48.6
|
|
|
$
|
36.6
|
|
|
$
|
12.0
|
|
Operating income %
|
9.9
|
%
|
|
7.6
|
%
|
|
230 bps
|
|
|||
|
|
|
|
|
|
||||||
Inbound orders:
|
|
|
|
|
|
||||||
JBT FoodTech
|
$
|
283.3
|
|
|
$
|
282.3
|
|
|
|
||
JBT AeroTech
|
180.3
|
|
|
165.7
|
|
|
|
||||
Other revenue and intercompany eliminations
|
0.1
|
|
|
0.1
|
|
|
|
||||
Total inbound orders
|
$
|
463.7
|
|
|
$
|
448.1
|
|
|
|
(1)
|
Refer to Note 13. Business Segment Information of the Notes to Condensed Consolidated Financial Statements.
|
(2)
|
Segment operating profit is defined as total segment revenue less segment operating expense. 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, 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 %)
|
2019
|
|
2018
|
|
$/bps
|
||||||
Revenue
|
$
|
1,400.2
|
|
|
$
|
1,382.4
|
|
|
$
|
17.8
|
|
Cost of sales
|
970.0
|
|
|
1,003.4
|
|
|
33.4
|
|
|||
Gross profit
|
430.2
|
|
|
379.0
|
|
|
51.2
|
|
|||
Gross profit %
|
30.7
|
%
|
|
27.4
|
%
|
|
330 bps
|
|
|||
Selling, general and administrative expense
|
293.1
|
|
|
261.5
|
|
|
(31.6
|
)
|
|||
Restructuring expense
|
11.5
|
|
|
32.8
|
|
|
21.3
|
|
|||
Operating income
|
125.6
|
|
|
84.7
|
|
|
40.9
|
|
|||
Operating income %
|
9.0
|
%
|
|
6.1
|
%
|
|
290 bps
|
|
|||
Pension expense, other than service cost
|
1.5
|
|
|
0.6
|
|
|
(0.9
|
)
|
|||
Interest expense, net
|
13.4
|
|
|
10.5
|
|
|
(2.9
|
)
|
|||
Income from continuing operations before income taxes
|
110.7
|
|
|
73.6
|
|
|
37.1
|
|
|||
Income tax provision
|
23.5
|
|
|
12.1
|
|
|
(11.4
|
)
|
|||
Income from continuing operations
|
87.2
|
|
|
61.5
|
|
|
25.7
|
|
|||
Loss from discontinued operations, net of taxes
|
0.3
|
|
|
0.3
|
|
|
—
|
|
|||
Net income
|
$
|
86.9
|
|
|
$
|
61.2
|
|
|
$
|
25.7
|
|
•
|
Gross profit margin increased 330 bps to 30.7% compared to 27.4% in the same period last year. This increase was the result of $9.6 million in efficiency improvements driven by continuing restructuring activities along with a richer mix of product sales.
|
•
|
Selling, general and administrative expense increased in dollars and as a percentage of revenue primarily due to an increase in acquisition costs and amortization expense from new acquisitions. As a percentage of revenue, these expenses have increased 200 bps to 20.9% compared to 18.9% in the same period last year.
|
•
|
Restructuring expense decreased $21.3 million. In the current year, we recorded restructuring expense of $11.5 million in connection with our 2018 restructuring plan described below. As a percent of revenue, these expenses have declined 160 bps to 0.8% compared to 2.4% in the same period last year.
|
•
|
Currency translation reduced operating income by $4.5 million.
|
|
Nine Months Ended September 30,
|
|
Favorable/(Unfavorable)
|
||||||||
(In millions, except %)
|
2019
|
|
2018
|
|
$/bps
|
||||||
Revenue
|
|
|
|
|
|
||||||
JBT FoodTech
|
$
|
972.2
|
|
|
$
|
997.7
|
|
|
$
|
(25.5
|
)
|
JBT AeroTech
|
427.8
|
|
|
384.6
|
|
|
43.2
|
|
|||
Other revenue and intercompany eliminations
|
$
|
0.2
|
|
|
$
|
0.1
|
|
|
$
|
0.1
|
|
Total revenue
|
$
|
1,400.2
|
|
|
$
|
1,382.4
|
|
|
$
|
17.8
|
|
|
|
|
|
|
|
||||||
Operating income before income taxes
|
|
|
|
|
|
||||||
Segment operating profit(1)(2):
|
|
|
|
|
|
||||||
JBT FoodTech
|
$
|
132.5
|
|
|
$
|
110.8
|
|
|
$
|
21.7
|
|
JBT FoodTech segment operating profit %
|
13.6
|
%
|
|
11.1
|
%
|
|
250 bps
|
|
|||
JBT AeroTech
|
50.2
|
|
|
40.2
|
|
|
10.0
|
|
|||
JBT AeroTech segment operating profit %
|
11.7
|
%
|
|
10.5
|
%
|
|
120 bps
|
|
|||
Total segment operating profit
|
182.7
|
|
|
151.0
|
|
|
31.7
|
|
|||
Total segment operating profit %
|
13.0
|
%
|
|
10.9
|
%
|
|
210 bps
|
|
|||
Corporate items:
|
|
|
|
|
|
||||||
Corporate expense
|
45.6
|
|
|
33.5
|
|
|
(12.1
|
)
|
|||
Restructuring expense
|
11.5
|
|
|
32.8
|
|
|
21.3
|
|
|||
Operating income
|
$
|
125.6
|
|
|
$
|
84.7
|
|
|
$
|
40.9
|
|
Operating income %
|
9.0
|
%
|
|
6.1
|
%
|
|
290 bps
|
|
|||
|
|
|
|
|
|
||||||
Inbound orders:
|
|
|
|
|
|
||||||
JBT FoodTech
|
$
|
900.1
|
|
|
$
|
952.9
|
|
|
|
||
JBT AeroTech
|
492.3
|
|
|
467.3
|
|
|
|
||||
Other revenue and intercompany eliminations
|
$
|
0.2
|
|
|
$
|
0.2
|
|
|
|
||
Total inbound orders
|
$
|
1,392.6
|
|
|
$
|
1,420.4
|
|
|
|
(1)
|
Refer to Note 13. Business Segment Information of the Notes to Condensed Consolidated Financial Statements.
|
(2)
|
Segment operating profit is defined as total segment revenue less segment operating expense. 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, LIFO adjustments, certain foreign currency-related gains and losses, and the impact of unusual or strategic events not representative of segment operations.
|
(In millions)
|
Remainder of 2019
|
|
2020
|
||||
Cost of sales
|
$
|
4.5
|
|
|
$
|
12.6
|
|
Selling, general and administrative expense
|
2.3
|
|
|
9.4
|
|
||
Total expected incremental cost savings
|
$
|
6.8
|
|
|
$
|
22.0
|
|
|
|
|
|
|
|
Nine Months Ended September 30,
|
||||||
(In millions)
|
2019
|
|
2018
|
||||
Cash provided by continuing operating activities
|
$
|
35.1
|
|
|
$
|
26.6
|
|
Cash required by investing activities
|
(396.3
|
)
|
|
(84.3
|
)
|
||
Cash provided by financing activities
|
368.5
|
|
|
65.2
|
|
||
Net cash required by discontinued operations
|
(0.2
|
)
|
|
(0.6
|
)
|
||
Effect of foreign exchange rate changes on cash and cash equivalents
|
(1.0
|
)
|
|
(2.4
|
)
|
||
Increase (decrease) in cash and cash equivalents
|
$
|
6.1
|
|
|
$
|
4.5
|
|
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, 2019 through July 31, 2019
|
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
30.0
|
|
August 1, 2019 through August 31, 2019
|
|
—
|
|
|
—
|
|
|
—
|
|
|
30.0
|
|
||
September 1, 2019 through September 30, 2019
|
|
—
|
|
|
—
|
|
|
—
|
|
|
30.0
|
|
||
|
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
30.0
|
|
(1)
|
Shares repurchased under a share repurchase program for up to $30 million of common stock that was authorized in 2018 and is set to expire on December 31, 2021. Refer to the Annual Report on Form 10-K for the year ended December 31, 2018, Note 11. Stockholders' Equity for share repurchase program details.
|
John Bean Technologies Corporation
|
(Registrant)
|
|
/s/ Brian A. Deck
|
Brian A. Deck
|
Executive Vice President and Chief Financial Officer
|
(Principal Financial Officer)
|
1.
|
Sections 2.12 and 2.13 of the Plan are hereby amended to replace the words “Years of Service” with the words “Hour of Service” where such words appear therein.
|
2.
|
A new Section 2.14 is hereby added to the Plan to read as follows:
|
2.14
|
Service Crediting for JBT AeroTech Corporation. Notwithstanding any provision herein to the contrary, effective October 1, 2019, if an individual is actively employed by JBT AeroTech Corporation as of October 1, 2019, such individual’s period of employment with the Company shall be counted under the Plan for purposes of (i) eligibility to participate in the Plan and (ii) determining the individual’s Hours of Service under the Plan.
|
1.
|
Section 3.2 of the Plan is hereby amended to add the following sentence to the end to read as follows:
|
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, 2019, 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, 2019, 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)
|