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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Delaware
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13-1952290
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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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100 First Stamford Place, Stamford, CT
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06902
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(Address of principal executive offices)
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(Zip Code)
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(check one):
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Large accelerated filer
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x
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Accelerated filer
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Non-accelerated filer
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(Do not check if a smaller reporting company)
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Smaller reporting company
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Emerging growth company
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o
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
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Page
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Part I
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Part II
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Three Months Ended
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Nine Months Ended
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||||||||||||
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September 30,
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September 30,
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||||||||||||
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2017
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2016
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2017
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2016
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||||||||
Net sales
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$
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695.9
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$
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694.2
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$
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2,071.8
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$
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2,066.5
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Operating costs and expenses:
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||||||||
Cost of sales
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441.5
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449.2
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1,315.3
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1,324.5
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||||
Selling, general and administrative
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148.5
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141.2
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442.4
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450.5
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||||
Restructuring gain
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—
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—
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—
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(0.4
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)
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||||
Transaction related charges
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0.5
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—
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3.1
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—
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||||
Operating profit
|
105.4
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103.8
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311.0
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291.9
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||||
Other income (expense):
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||||||||
Interest income
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0.7
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0.5
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1.8
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1.4
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||||
Interest expense
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(9.3
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)
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(9.2
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)
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(27.3
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)
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(27.5
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)
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||||
Miscellaneous, net
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0.2
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(0.1
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)
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(0.8
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)
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(0.6
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)
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||||
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(8.4
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)
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(8.8
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)
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(26.3
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)
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(26.7
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)
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||||
Income before income taxes
|
97.0
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95.0
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284.7
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265.2
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||||
Provision for income taxes
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28.5
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31.3
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83.6
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77.9
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||||
Net income before allocation to noncontrolling interests
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68.5
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63.7
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201.1
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187.3
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||||
Less: Noncontrolling interest in subsidiaries’ earnings
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0.3
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0.2
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0.6
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0.5
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||||
Net income attributable to common shareholders
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$
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68.2
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$
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63.5
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$
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200.5
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$
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186.8
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Earnings per share:
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Basic
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$
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1.15
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$
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1.09
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$
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3.38
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$
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3.20
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Diluted
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$
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1.13
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$
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1.07
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$
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3.32
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$
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3.16
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Average shares outstanding:
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||||||||
Basic
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59.5
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58.5
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59.4
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58.3
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Diluted
|
60.4
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59.4
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60.4
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59.2
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Dividends per share
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$
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0.33
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$
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0.33
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$
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0.66
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$
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0.99
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Three Months Ended
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Nine Months Ended
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||||||||||||
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September 30,
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September 30,
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||||||||||||
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2017
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2016
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2017
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2016
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||||||||
Net income before allocation to noncontrolling interests
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$
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68.5
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$
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63.7
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$
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201.1
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$
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187.3
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Other comprehensive income (loss), net of tax
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Currency translation adjustment
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24.6
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(5.2
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)
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83.2
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11.6
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||||
Changes in pension and postretirement plan assets and benefit obligation, net of tax
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2.3
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1.8
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6.9
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5.6
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||||
Other comprehensive income (loss), net of tax
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26.9
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(3.4
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)
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90.1
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|
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17.2
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||||
Comprehensive income before allocation to noncontrolling interests
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95.4
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60.3
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291.2
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204.5
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||||
Less: Noncontrolling interests in comprehensive income
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(1.4
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)
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0.2
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(0.7
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)
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0.5
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Comprehensive income attributable to common shareholders
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$
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96.8
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$
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60.1
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$
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291.9
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$
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204.0
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September 30,
2017 |
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December 31,
2016 |
||||
Assets
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||||
Current assets:
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||||
Cash and cash equivalents
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$
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572.2
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$
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509.7
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Accounts receivable, net
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437.3
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396.4
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Current insurance receivable - asbestos
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18.0
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18.0
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Inventories, net:
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||||
Finished goods
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107.1
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97.7
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Finished parts and subassemblies
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45.1
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38.2
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Work in process
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59.7
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56.0
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Raw materials
|
164.3
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150.6
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Inventories, net
|
376.2
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|
|
342.5
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Current deferred tax asset
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—
|
|
|
29.6
|
|
||
Other current assets
|
19.1
|
|
|
19.5
|
|
||
Total current assets
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1,422.8
|
|
|
1,315.7
|
|
||
Property, plant and equipment:
|
|
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|
||||
Cost
|
876.1
|
|
|
826.9
|
|
||
Less: accumulated depreciation
|
584.1
|
|
|
548.0
|
|
||
Property, plant and equipment, net
|
292.0
|
|
|
278.9
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|
||
Long-term insurance receivable - asbestos
|
106.0
|
|
|
125.2
|
|
||
Long-term deferred tax assets
|
191.5
|
|
|
181.8
|
|
||
Other assets
|
104.2
|
|
|
95.0
|
|
||
Intangible assets, net
|
284.7
|
|
|
282.2
|
|
||
Goodwill
|
1,205.9
|
|
|
1,149.2
|
|
||
Total assets
|
$
|
3,607.1
|
|
|
$
|
3,428.0
|
|
|
September 30,
2017 |
|
December 31,
2016 |
||||
Liabilities and equity
|
|
|
|
||||
Current liabilities:
|
|
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|
||||
Accounts payable
|
$
|
210.0
|
|
|
$
|
223.2
|
|
Current asbestos liability
|
71.0
|
|
|
71.0
|
|
||
Accrued liabilities
|
240.5
|
|
|
223.1
|
|
||
U.S. and foreign taxes on income
|
13.7
|
|
|
3.5
|
|
||
Total current liabilities
|
535.2
|
|
|
520.8
|
|
||
Long-term debt
|
745.9
|
|
|
745.3
|
|
||
Accrued pension and postretirement benefits
|
237.7
|
|
|
249.1
|
|
||
Long-term deferred tax liability
|
43.3
|
|
|
42.4
|
|
||
Long-term asbestos liability
|
558.9
|
|
|
624.9
|
|
||
Other liabilities
|
95.8
|
|
|
99.8
|
|
||
Total liabilities
|
2,216.8
|
|
|
2,282.3
|
|
||
Commitments and contingencies (Note 8)
|
|
|
|
||||
Equity:
|
|
|
|
||||
Preferred shares, par value $0.01; 5,000,000 shares authorized
|
—
|
|
|
—
|
|
||
Common shares, par value $1.00; 200,000,000 shares authorized, 72,426,139 shares issued
|
72.4
|
|
|
72.4
|
|
||
Capital surplus
|
286.5
|
|
|
276.9
|
|
||
Retained earnings
|
1,861.6
|
|
|
1,719.9
|
|
||
Accumulated other comprehensive loss
|
(384.6
|
)
|
|
(476.1
|
)
|
||
Treasury stock
|
(456.8
|
)
|
|
(459.3
|
)
|
||
Total shareholders’ equity
|
1,379.1
|
|
|
1,133.8
|
|
||
Noncontrolling interests
|
11.2
|
|
|
11.9
|
|
||
Total equity
|
1,390.3
|
|
|
1,145.7
|
|
||
Total liabilities and equity
|
$
|
3,607.1
|
|
|
$
|
3,428.0
|
|
Share Data:
|
|
|
|
||||
Common shares issued
|
72,426,139
|
|
|
72,426,139
|
|
||
Less: Common shares held in treasury
|
(13,105,905
|
)
|
|
(13,461,280
|
)
|
||
Common shares outstanding
|
59,320,234
|
|
|
58,964,859
|
|
|
Nine Months Ended
|
||||||
|
September 30,
|
||||||
|
2017
|
|
2016
|
||||
Operating activities:
|
|
|
|
||||
Net income attributable to common shareholders
|
$
|
200.5
|
|
|
$
|
186.8
|
|
Noncontrolling interests in subsidiaries’ earnings
|
0.6
|
|
|
0.5
|
|
||
Net income before allocation to noncontrolling interests
|
201.1
|
|
|
187.3
|
|
||
Depreciation and amortization
|
54.0
|
|
|
50.8
|
|
||
Stock-based compensation expense
|
16.5
|
|
|
16.8
|
|
||
Defined benefit plans and postretirement credit
|
(6.3
|
)
|
|
(7.3
|
)
|
||
Deferred income taxes
|
16.0
|
|
|
16.1
|
|
||
Cash used for operating working capital
|
(38.0
|
)
|
|
(34.4
|
)
|
||
Defined benefit plans and postretirement contributions
|
(9.9
|
)
|
|
(6.4
|
)
|
||
Environmental payments - net of reimbursements
|
(4.4
|
)
|
|
(8.2
|
)
|
||
Asbestos related payments - net of insurance recoveries
|
(46.8
|
)
|
|
(41.5
|
)
|
||
Other
|
(8.0
|
)
|
|
(4.8
|
)
|
||
Total provided by operating activities
|
174.2
|
|
|
168.4
|
|
||
Investing activities:
|
|
|
|
||||
Capital expenditures
|
(34.3
|
)
|
|
(38.5
|
)
|
||
Proceeds from disposition of capital assets
|
—
|
|
|
0.8
|
|
||
Payments for acquisitions - net of cash acquired
|
(54.8
|
)
|
|
—
|
|
||
Total used for investing activities
|
(89.1
|
)
|
|
(37.7
|
)
|
||
Financing activities:
|
|
|
|
||||
Dividends paid
|
(58.8
|
)
|
|
(57.8
|
)
|
||
Reacquisition of shares on open market
|
(25.0
|
)
|
|
—
|
|
||
Stock options exercised - net of shares reacquired
|
20.7
|
|
|
9.6
|
|
||
Repayment of commercial paper
|
—
|
|
|
(15.6
|
)
|
||
Total used for financing activities
|
(63.1
|
)
|
|
(63.8
|
)
|
||
Effect of exchange rates on cash and cash equivalents
|
40.5
|
|
|
5.9
|
|
||
Increase in cash and cash equivalents
|
62.5
|
|
|
72.8
|
|
||
Cash and cash equivalents at beginning of period
|
509.7
|
|
|
363.5
|
|
||
Cash and cash equivalents at end of period
|
$
|
572.2
|
|
|
$
|
436.3
|
|
Detail of cash used for working capital:
|
|
|
|
||||
Accounts receivable
|
$
|
(22.0
|
)
|
|
$
|
(32.9
|
)
|
Inventories
|
(17.2
|
)
|
|
1.2
|
|
||
Other current assets
|
1.2
|
|
|
(2.1
|
)
|
||
Accounts payable
|
(22.7
|
)
|
|
(21.4
|
)
|
||
Accrued liabilities
|
10.9
|
|
|
12.6
|
|
||
U.S. and foreign taxes on income
|
11.8
|
|
|
8.2
|
|
||
Total
|
$
|
(38.0
|
)
|
|
$
|
(34.4
|
)
|
Supplemental disclosure of cash flow information:
|
|
|
|
||||
Interest paid
|
$
|
18.7
|
|
|
$
|
19.1
|
|
Income taxes paid
|
$
|
55.8
|
|
|
$
|
53.6
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
|
September 30,
|
|
September 30,
|
||||||||||||
(in millions)
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Net sales
|
|
|
|
|
|
|
|
||||||||
Fluid Handling
|
$
|
266.9
|
|
|
$
|
245.1
|
|
|
$
|
770.3
|
|
|
$
|
759.1
|
|
Payment & Merchandising Technologies
|
188.6
|
|
|
186.7
|
|
|
582.3
|
|
|
551.2
|
|
||||
Aerospace & Electronics
|
172.0
|
|
|
198.2
|
|
|
506.5
|
|
|
559.2
|
|
||||
Engineered Materials
|
68.4
|
|
|
64.2
|
|
|
212.7
|
|
|
197.0
|
|
||||
Total
|
$
|
695.9
|
|
|
$
|
694.2
|
|
|
$
|
2,071.8
|
|
|
$
|
2,066.5
|
|
Operating profit (loss)
|
|
|
|
|
|
|
|
||||||||
Fluid Handling
|
$
|
32.6
|
|
|
$
|
30.7
|
|
|
$
|
91.3
|
|
|
$
|
91.5
|
|
Payment & Merchandising Technologies
|
41.4
|
|
|
34.7
|
|
|
123.0
|
|
|
97.1
|
|
||||
Aerospace & Electronics
|
34.8
|
|
|
38.9
|
|
|
104.8
|
|
|
110.6
|
|
||||
Engineered Materials
|
12.2
|
|
|
11.4
|
|
|
39.5
|
|
|
38.6
|
|
||||
Corporate *
|
(15.6
|
)
|
|
(11.9
|
)
|
|
(47.6
|
)
|
|
(45.9
|
)
|
||||
Total
|
105.4
|
|
|
103.8
|
|
|
311.0
|
|
|
291.9
|
|
||||
Interest income
|
0.7
|
|
|
0.5
|
|
|
1.8
|
|
|
1.4
|
|
||||
Interest expense
|
(9.3
|
)
|
|
(9.2
|
)
|
|
(27.3
|
)
|
|
(27.5
|
)
|
||||
Miscellaneous - net
|
0.2
|
|
|
(0.1
|
)
|
|
(0.8
|
)
|
|
(0.6
|
)
|
||||
Income before income taxes
|
$
|
97.0
|
|
|
$
|
95.0
|
|
|
$
|
284.7
|
|
|
$
|
265.2
|
|
|
As of
|
||||||
(in millions)
|
September 30, 2017
|
|
December 31, 2016
|
||||
Assets
|
|
|
|
||||
Fluid Handling
|
$
|
962.5
|
|
|
$
|
845.9
|
|
Payment & Merchandising Technologies
|
1,235.7
|
|
|
1,188.9
|
|
||
Aerospace & Electronics
|
564.9
|
|
|
555.5
|
|
||
Engineered Materials
|
227.8
|
|
|
224.7
|
|
||
Corporate
|
616.2
|
|
|
613.0
|
|
||
Total
|
$
|
3,607.1
|
|
|
$
|
3,428.0
|
|
|
As of
|
||||||
(in millions)
|
September 30, 2017
|
|
December 31, 2016
|
||||
Goodwill
|
|
|
|
||||
Fluid Handling
|
$
|
244.3
|
|
|
$
|
212.3
|
|
Payment & Merchandising Technologies
|
587.8
|
|
|
563.3
|
|
||
Aerospace & Electronics
|
202.4
|
|
|
202.3
|
|
||
Engineered Materials
|
171.4
|
|
|
171.3
|
|
||
Total
|
$
|
1,205.9
|
|
|
$
|
1,149.2
|
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
|
|
September 30,
|
|
September 30,
|
||||||||||||
(in millions)
|
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Fluid Handling
|
|
|
|
|
|
|
|
|
||||||||
Process Valves and Related Products
|
|
$
|
157.7
|
|
|
$
|
148.1
|
|
|
$
|
472.2
|
|
|
$
|
469.1
|
|
Commercial Valves
|
|
85.7
|
|
|
75.2
|
|
|
230.2
|
|
|
224.1
|
|
||||
Other Products
|
|
23.5
|
|
|
21.8
|
|
|
67.9
|
|
|
65.9
|
|
||||
Total Fluid Handling
|
|
$
|
266.9
|
|
|
$
|
245.1
|
|
|
$
|
770.3
|
|
|
$
|
759.1
|
|
|
|
|
|
|
|
|
|
|
||||||||
Payment & Merchandising Technologies
|
|
|
|
|
|
|
|
|
||||||||
Payment Acceptance and Dispensing Products
|
|
$
|
136.7
|
|
|
$
|
123.7
|
|
|
$
|
431.1
|
|
|
$
|
373.7
|
|
Merchandising Equipment
|
|
51.9
|
|
|
63.0
|
|
|
151.2
|
|
|
177.5
|
|
||||
Total Payment & Merchandising Technologies
|
|
$
|
188.6
|
|
|
$
|
186.7
|
|
|
$
|
582.3
|
|
|
$
|
551.2
|
|
|
|
|
|
|
|
|
|
|
||||||||
Aerospace & Electronics
|
|
|
|
|
|
|
|
|
||||||||
Commercial Original Equipment
|
|
$
|
90.1
|
|
|
$
|
88.4
|
|
|
$
|
259.9
|
|
|
$
|
270.6
|
|
Military and Other Original Equipment
|
|
37.4
|
|
|
63.3
|
|
|
116.3
|
|
|
152.9
|
|
||||
Commercial Aftermarket Products
|
|
32.3
|
|
|
31.9
|
|
|
96.0
|
|
|
96.3
|
|
||||
Military Aftermarket Products
|
|
12.2
|
|
|
14.6
|
|
|
34.3
|
|
|
39.4
|
|
||||
Total Aerospace & Electronics
|
|
$
|
172.0
|
|
|
$
|
198.2
|
|
|
$
|
506.5
|
|
|
$
|
559.2
|
|
|
|
|
|
|
|
|
|
|
||||||||
Engineered Materials
|
|
|
|
|
|
|
|
|
||||||||
FRP - Recreational Vehicles
|
|
$
|
37.2
|
|
|
$
|
32.6
|
|
|
$
|
116.9
|
|
|
$
|
99.8
|
|
FRP - Building Products
|
|
23.7
|
|
|
22.9
|
|
|
72.1
|
|
|
68.3
|
|
||||
FRP - Transportation
|
|
7.5
|
|
|
8.7
|
|
|
23.7
|
|
|
28.9
|
|
||||
Total Engineered Materials
|
|
$
|
68.4
|
|
|
$
|
64.2
|
|
|
$
|
212.7
|
|
|
$
|
197.0
|
|
|
|
|
|
|
|
|
|
|
||||||||
Total Net Sales
|
|
$
|
695.9
|
|
|
$
|
694.2
|
|
|
$
|
2,071.8
|
|
|
$
|
2,066.5
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
|
September 30,
|
|
September 30,
|
||||||||||||
(in millions, except per share data)
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Net income attributable to common shareholders
|
$
|
68.2
|
|
|
$
|
63.5
|
|
|
$
|
200.5
|
|
|
$
|
186.8
|
|
|
|
|
|
|
|
|
|
||||||||
Average basic shares outstanding
|
59.5
|
|
|
58.5
|
|
|
59.4
|
|
|
58.3
|
|
||||
Effect of dilutive stock options
|
0.9
|
|
|
0.9
|
|
|
1.0
|
|
|
0.9
|
|
||||
Average diluted shares outstanding
|
60.4
|
|
|
59.4
|
|
|
60.4
|
|
|
59.2
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Earnings per basic share
|
$
|
1.15
|
|
|
$
|
1.09
|
|
|
$
|
3.38
|
|
|
$
|
3.20
|
|
Earnings per diluted share
|
$
|
1.13
|
|
|
$
|
1.07
|
|
|
$
|
3.32
|
|
|
$
|
3.16
|
|
|
Nine Months Ended September 30,
|
||||||||||||||||||||||
|
2017
|
|
2016
|
||||||||||||||||||||
(in millions)
|
Total
Shareholders’
Equity
|
|
Noncontrolling
Interests
|
|
Total Equity
|
|
Total
Shareholders’
Equity
|
|
Noncontrolling
Interests
|
|
Total Equity
|
||||||||||||
Balance, beginning of period
|
$
|
1,133.8
|
|
|
$
|
11.9
|
|
|
$
|
1,145.7
|
|
|
$
|
1,139.4
|
|
|
$
|
11.4
|
|
|
$
|
1,150.8
|
|
Dividends
|
(58.8
|
)
|
|
—
|
|
|
(58.8
|
)
|
|
(57.8
|
)
|
|
—
|
|
|
(57.8
|
)
|
||||||
Reacquisition on open market
|
(25.0
|
)
|
|
—
|
|
|
(25.0
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Exercise of stock options, net of shares reacquired
|
20.7
|
|
|
—
|
|
|
20.7
|
|
|
9.6
|
|
|
—
|
|
|
9.6
|
|
||||||
Stock compensation expense
|
16.5
|
|
|
—
|
|
|
16.5
|
|
|
16.8
|
|
|
—
|
|
|
16.8
|
|
||||||
Excess tax shortfall from stock based compensation
|
—
|
|
|
—
|
|
|
—
|
|
|
0.1
|
|
|
—
|
|
|
0.1
|
|
||||||
Net income
|
200.5
|
|
|
0.6
|
|
|
201.1
|
|
|
186.8
|
|
|
0.5
|
|
|
187.3
|
|
||||||
Other comprehensive income
|
91.4
|
|
|
(1.3
|
)
|
|
90.1
|
|
|
17.2
|
|
|
—
|
|
|
17.2
|
|
||||||
Comprehensive income
|
291.9
|
|
|
(0.7
|
)
|
|
291.2
|
|
|
204.0
|
|
|
0.5
|
|
|
204.5
|
|
||||||
Balance, end of period
|
$
|
1,379.1
|
|
|
$
|
11.2
|
|
|
$
|
1,390.3
|
|
|
$
|
1,312.1
|
|
|
$
|
11.9
|
|
|
$
|
1,324.0
|
|
|
(in millions)
|
Defined Benefit Pension and Other Postretirement Items*
|
|
Currency Translation Adjustment
|
|
Total
|
||||||
|
|
|
|
|
|
|
||||||
Balance as of December 31, 2016
|
$
|
(301.3
|
)
|
|
$
|
(174.8
|
)
|
|
$
|
(476.1
|
)
|
|
|
Other comprehensive income before reclassifications
|
0.1
|
|
|
84.6
|
|
|
84.7
|
|
|||
|
Amounts reclassified from accumulated other comprehensive income
|
6.8
|
|
|
—
|
|
|
6.8
|
|
|||
Net current-period other comprehensive income
|
6.9
|
|
|
84.6
|
|
|
91.5
|
|
||||
Balance as of September 30, 2017
|
$
|
(294.4
|
)
|
|
$
|
(90.2
|
)
|
|
$
|
(384.6
|
)
|
Details of Accumulated Other Comprehensive Income Components
(in millions
)
|
|
Amounts Reclassified from Accumulated Other Comprehensive Income
|
|
Affected Line Item in the Statements of Operations
|
||||||
|
|
Three Months Ended September 30,
|
|
|
||||||
|
|
2017
|
|
2016
|
|
|
||||
Amortization of defined benefit pension items:
|
|
|
|
|
|
|
||||
Prior-service costs
|
|
$
|
(0.1
|
)
|
|
$
|
(0.2
|
)
|
|
$(0.1) and $(0.3) has been recorded within Cost of sales for the three months ended September 30, 2017 and 2016, respectively, and $0 and $0.1 has been recorded within Selling, general & administrative for the three months ended September 30, 2017 and 2016, respectively.
|
Net loss
|
|
3.5
|
|
|
2.9
|
|
|
$4.7 and $3.9 has been recorded within Cost of sales for the three months ended September 30, 2017 and 2016, respectively, and $(1.2) and $(1.0) has been recorded within Selling, general & administrative for the three months ended September 30, 2017 and 2016, respectively.
|
||
Amortization of other postretirement items:
|
|
|
|
|
|
|
||||
Prior-service costs
|
|
—
|
|
|
(0.1
|
)
|
|
Recorded within Selling, general & administrative
|
||
Net gain
|
|
(0.1
|
)
|
|
(0.1
|
)
|
|
Recorded within Selling, general & administrative
|
||
|
|
$
|
3.3
|
|
|
$
|
2.5
|
|
|
Total before tax
|
|
|
1.0
|
|
|
0.9
|
|
|
Tax benefit
|
||
Total reclassifications for the period
|
|
$
|
2.3
|
|
|
$
|
1.6
|
|
|
Net of tax
|
Details of Accumulated Other Comprehensive Income Components
(in millions)
|
|
Amounts Reclassified from Accumulated Other Comprehensive Income
|
|
Affected Line Item in the Statement of Operations
|
||||||
|
|
Nine Months Ended September 30,
|
|
|
||||||
|
|
2017
|
|
2016
|
|
|
||||
Amortization of defined benefit pension items:
|
|
|
|
|
|
|
||||
Prior-service costs
|
|
$
|
(0.3
|
)
|
|
$
|
(0.6
|
)
|
|
$(0.4) and $(0.8) has been recorded within Cost of sales for the nine months ended September 30, 2017 and 2016, respectively, and $0.1 and $0.2 has been recorded within Selling, general & administrative for the nine months ended September 30, 2017 and 2016, respectively.
|
Net loss
|
|
10.5
|
|
|
8.7
|
|
|
$14.2 and $11.8 has been recorded within Cost of sales for the nine months ended September 30, 2017 and 2016, respectively, and ($3.7) and ($3.1) has been recorded within Selling, general & administrative for the nine months ended September 30, 2017 and 2016, respectively.
|
||
Amortization of other postretirement items:
|
|
|
|
|
|
|
||||
Prior-service costs
|
|
(0.1
|
)
|
|
(0.3
|
)
|
|
Recorded within Selling, general & administrative
|
||
Net gain
|
|
(0.3
|
)
|
|
(0.3
|
)
|
|
Recorded within Selling, general & administrative
|
||
|
|
$
|
9.8
|
|
|
$
|
7.5
|
|
|
Total before tax
|
|
|
3.0
|
|
|
2.3
|
|
|
Tax benefit
|
||
Total reclassifications for the period
|
|
$
|
6.8
|
|
|
$
|
5.2
|
|
|
Net of tax
|
(in millions)
|
Fluid Handling
|
Payment & Merchandising Technologies
|
Aerospace & Electronics
|
Engineered Materials
|
Total
|
||||||||||
Balance as of December 31, 2015
|
$
|
218.7
|
|
$
|
575.2
|
|
$
|
202.6
|
|
$
|
171.4
|
|
$
|
1,167.9
|
|
Currency translation
|
(6.4
|
)
|
(11.9
|
)
|
(0.3
|
)
|
(0.1
|
)
|
(18.7
|
)
|
|||||
Balance at December 31, 2016
|
$
|
212.3
|
|
$
|
563.3
|
|
$
|
202.3
|
|
$
|
171.3
|
|
$
|
1,149.2
|
|
Additions
|
22.6
|
|
8.9
|
|
—
|
|
—
|
|
31.5
|
|
|||||
Currency translation
|
9.4
|
|
15.6
|
|
0.1
|
|
0.1
|
|
25.2
|
|
|||||
Balance as of September 30, 2017
|
$
|
244.3
|
|
$
|
587.8
|
|
$
|
202.4
|
|
$
|
171.4
|
|
$
|
1,205.9
|
|
(in millions)
|
Nine Months Ended September 30, 2017
|
|
Year Ended December 31, 2016
|
||||
Balance at beginning of period, net of accumulated amortization
|
$
|
282.2
|
|
|
$
|
317.1
|
|
Additions
|
18.2
|
|
|
—
|
|
||
Amortization expense
|
(22.8
|
)
|
|
(30.7
|
)
|
||
Currency translation and other
|
7.1
|
|
|
(4.2
|
)
|
||
Balance at end of period, net of accumulated amortization
|
$
|
284.7
|
|
|
$
|
282.2
|
|
|
Weighted Average
Amortization Period of Finite Lived Assets (in years)
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
|
|
September 30, 2017
|
|
December 31, 2016
|
|||||||||||||||||||||
(in millions)
|
|
Gross
Asset
|
|
Accumulated
Amortization
|
|
Net
|
|
Gross
Asset
|
|
Accumulated
Amortization
|
|
Net
|
|||||||||||||
Intellectual property rights
|
16.5
|
|
$
|
89.7
|
|
|
$
|
54.6
|
|
|
$
|
35.1
|
|
|
$
|
86.4
|
|
|
$
|
52.1
|
|
|
$
|
34.3
|
|
Customer relationships and backlog
|
15.6
|
|
413.5
|
|
|
175.2
|
|
|
238.3
|
|
|
388.9
|
|
|
153.4
|
|
|
235.5
|
|
||||||
Drawings
|
37.9
|
|
11.1
|
|
|
10.3
|
|
|
0.8
|
|
|
11.1
|
|
|
10.3
|
|
|
0.8
|
|
||||||
Other
|
12.8
|
|
63.3
|
|
|
52.8
|
|
|
10.5
|
|
|
60.3
|
|
|
48.7
|
|
|
11.6
|
|
||||||
Total
|
15.9
|
|
$
|
577.6
|
|
|
$
|
292.9
|
|
|
$
|
284.7
|
|
|
$
|
546.7
|
|
|
$
|
264.5
|
|
|
$
|
282.2
|
|
(in millions)
|
September 30,
2017 |
|
December 31,
2016 |
||||
Employee related expenses
|
$
|
97.1
|
|
|
$
|
95.4
|
|
Warranty
|
15.1
|
|
|
15.5
|
|
||
Advanced payment from customers
|
26.7
|
|
|
19.0
|
|
||
Other
|
101.6
|
|
|
93.2
|
|
||
Total
|
$
|
240.5
|
|
|
$
|
223.1
|
|
(in millions)
|
Nine Months Ended September 30, 2017
|
|
Year Ended December 31, 2016
|
||||
Balance at beginning of period
|
$
|
15.5
|
|
|
$
|
15.1
|
|
Expense
|
11.1
|
|
|
14.5
|
|
||
Changes due to acquisitions
|
0.2
|
|
|
—
|
|
||
Payments / deductions
|
(11.9
|
)
|
|
(13.4
|
)
|
||
Currency translation
|
0.2
|
|
|
(0.7
|
)
|
||
Balance at end of period
|
$
|
15.1
|
|
|
$
|
15.5
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
|
Year Ended
|
|||||||||
|
September 30,
|
|
September 30,
|
|
December 31,
|
|||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
|
2016
|
|||||
Beginning claims
|
31,980
|
|
|
38,664
|
|
|
36,052
|
|
|
41,090
|
|
|
41,090
|
|
New claims
|
667
|
|
|
611
|
|
|
2,169
|
|
|
2,239
|
|
|
2,826
|
|
Settlements
|
(278
|
)
|
|
(187
|
)
|
|
(906
|
)
|
|
(728
|
)
|
|
(924
|
)
|
Dismissals
|
(294
|
)
|
|
(2,638
|
)
|
|
(5,240
|
)
|
|
(6,151
|
)
|
|
(6,940
|
)
|
Ending claims
|
32,075
|
|
|
36,450
|
|
|
32,075
|
|
|
36,450
|
|
|
36,052
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
|
Year Ended
|
||||||||||||||
(in millions)
|
September 30,
|
|
September 30,
|
|
December 31,
|
||||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
|
2016
|
||||||||||
Settlement / indemnity costs incurred (1)
|
$
|
21.0
|
|
|
$
|
9.6
|
|
|
$
|
46.8
|
|
|
$
|
25.3
|
|
|
$
|
30.5
|
|
Defense costs incurred (1)
|
9.7
|
|
|
10.1
|
|
|
28.7
|
|
|
32.2
|
|
|
43.0
|
|
|||||
Total costs incurred
|
$
|
30.7
|
|
|
$
|
19.7
|
|
|
$
|
75.5
|
|
|
$
|
57.5
|
|
|
$
|
73.5
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Settlement / indemnity payments
|
$
|
13.9
|
|
|
$
|
14.4
|
|
|
$
|
37.3
|
|
|
$
|
28.0
|
|
|
$
|
32.4
|
|
Defense payments
|
9.5
|
|
|
10.6
|
|
|
28.7
|
|
|
31.0
|
|
|
43.7
|
|
|||||
Insurance receipts
|
(4.8
|
)
|
|
(9.3
|
)
|
|
(19.2
|
)
|
|
(17.4
|
)
|
|
(20.1
|
)
|
|||||
Pre-tax cash payments
|
$
|
18.6
|
|
|
$
|
15.8
|
|
|
$
|
46.8
|
|
|
$
|
41.5
|
|
|
$
|
56.0
|
|
(1)
|
Before insurance recoveries and tax effects.
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
|
September 30,
|
|
September 30,
|
||||||||||||
(in millions)
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Service cost
|
$
|
1.2
|
|
|
$
|
1.2
|
|
|
$
|
3.6
|
|
|
$
|
3.5
|
|
Interest cost
|
7.2
|
|
|
8.2
|
|
|
21.6
|
|
|
24.5
|
|
||||
Expected return on plan assets
|
(13.9
|
)
|
|
(14.5
|
)
|
|
(41.7
|
)
|
|
(43.3
|
)
|
||||
Amortization of prior service cost
|
(0.1
|
)
|
|
(0.2
|
)
|
|
(0.3
|
)
|
|
(0.5
|
)
|
||||
Amortization of net loss
|
3.5
|
|
|
2.9
|
|
|
10.5
|
|
|
8.7
|
|
||||
Net periodic benefit
|
$
|
(2.1
|
)
|
|
$
|
(2.4
|
)
|
|
$
|
(6.3
|
)
|
|
$
|
(7.1
|
)
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||
|
September 30,
|
|
September 30,
|
||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
Effective Tax Rate
|
29.4%
|
|
33.0%
|
|
29.4%
|
|
29.4%
|
(in millions)
|
September 30,
2017 |
|
December 31,
2016 |
||||
Long-term debt consists of:
|
|
|
|
||||
2.75% notes due December 2018
|
|
|
|
||||
Principal amount
|
$
|
250.0
|
|
|
$
|
250.0
|
|
Less debt issuance costs
|
(0.5
|
)
|
|
(0.8
|
)
|
||
Carrying Value
|
$
|
249.5
|
|
|
$
|
249.2
|
|
|
|
|
|
||||
4.45% notes due December 2023
|
|
|
|
||||
Principal amount
|
$
|
300.0
|
|
|
$
|
300.0
|
|
Less debt issuance costs
|
(1.7
|
)
|
|
(1.9
|
)
|
||
Carrying Value
|
$
|
298.3
|
|
|
$
|
298.1
|
|
|
|
|
|
||||
6.55% notes due November 2036
|
|
|
|
||||
Principal Amount
|
$
|
200.0
|
|
|
$
|
200.0
|
|
Less unamortized discount
|
(0.6
|
)
|
|
(0.7
|
)
|
||
Less debt issuance costs
|
(1.3
|
)
|
|
(1.3
|
)
|
||
Carrying Value
|
$
|
198.1
|
|
|
$
|
198.0
|
|
|
|
|
|
||||
Total long-term debt
|
$
|
745.9
|
|
|
$
|
745.3
|
|
|
Third Quarter
|
|
Change
|
|||||||||||
(dollars in millions)
|
2017
|
|
2016
|
|
$
|
|
%
|
|||||||
Net sales
|
$
|
695.9
|
|
|
$
|
694.2
|
|
|
$
|
1.7
|
|
|
0.2
|
%
|
Operating profit
|
105.4
|
|
|
103.8
|
|
|
1.6
|
|
|
1.5
|
%
|
|||
Transaction related charges *
|
0.5
|
|
|
—
|
|
|
0.5
|
|
|
NM
|
|
|||
Operating margin
|
15.1
|
%
|
|
15.0
|
%
|
|
|
|
|
|
|
|||
Other income (expense):
|
|
|
|
|
|
|
|
|||||||
Interest income
|
0.7
|
|
|
0.5
|
|
|
0.2
|
|
|
40.0
|
%
|
|||
Interest expense
|
(9.3
|
)
|
|
(9.2
|
)
|
|
(0.1
|
)
|
|
(1.1
|
)%
|
|||
Miscellaneous, net
|
0.2
|
|
|
(0.1
|
)
|
|
0.3
|
|
|
300.0
|
%
|
|||
|
(8.4
|
)
|
|
(8.8
|
)
|
|
0.4
|
|
|
4.5
|
%
|
|||
Income before income taxes
|
97.0
|
|
|
95.0
|
|
|
2.0
|
|
|
2.1
|
%
|
|||
Provision for income taxes
|
28.5
|
|
|
31.3
|
|
|
(2.8
|
)
|
|
(8.9
|
)%
|
|||
Net income before allocation to noncontrolling interests
|
68.5
|
|
|
63.7
|
|
|
4.8
|
|
|
7.5
|
%
|
|||
Less: Noncontrolling interest in subsidiaries’ earnings
|
0.3
|
|
|
0.2
|
|
|
0.1
|
|
|
50.0
|
%
|
|||
Net income attributable to common shareholders
|
$
|
68.2
|
|
|
$
|
63.5
|
|
|
$
|
4.7
|
|
|
7.4
|
%
|
* Transaction related charges are included in operating profit and operating margin.
|
|
|
•
|
an increase related to a net acquisition/divestiture impact of $7.3 million, or 1.1%;
|
•
|
favorable foreign currency translation of $4.5 million, or 0.7%; and
|
•
|
a decrease in core sales of $10.1 million, or 1.6%.
|
|
Three Months Ended
|
||||||
|
September 30,
|
||||||
|
2017
|
|
2016
|
||||
Net income before allocation to noncontrolling interests
|
$
|
68.5
|
|
|
$
|
63.7
|
|
Other comprehensive income (loss), net of tax
|
|
|
|
||||
Currency translation adjustment
|
24.6
|
|
|
(5.2
|
)
|
||
Changes in pension and postretirement plan assets and benefit obligation, net of tax
|
2.3
|
|
|
1.8
|
|
||
Other comprehensive income (loss), net of tax
|
26.9
|
|
|
(3.4
|
)
|
||
Comprehensive income before allocation to noncontrolling interests
|
95.4
|
|
|
60.3
|
|
||
Less: Noncontrolling interests in comprehensive income
|
(1.4
|
)
|
|
0.2
|
|
||
Comprehensive income attributable to common shareholders
|
$
|
96.8
|
|
|
$
|
60.1
|
|
|
Third Quarter
|
|
Change
|
|||||||||||
(dollars in millions)
|
2017
|
|
2016
|
|
$
|
|
%
|
|||||||
Net sales by product line:
|
|
|
|
|
|
|
|
|
|
|||||
Process Valves and Related Products
|
$
|
157.7
|
|
|
$
|
148.1
|
|
|
$
|
9.6
|
|
|
6.5
|
%
|
Commercial Valves
|
85.7
|
|
|
75.2
|
|
|
10.5
|
|
|
14.0
|
%
|
|||
Other Products
|
23.5
|
|
|
21.8
|
|
|
1.7
|
|
|
7.8
|
%
|
|||
Total net sales
|
266.9
|
|
|
245.1
|
|
|
21.8
|
|
|
8.9
|
%
|
|||
Operating profit
|
32.6
|
|
|
30.7
|
|
|
1.9
|
|
|
6.2
|
%
|
|||
Transaction related charges*
|
0.5
|
|
|
—
|
|
|
0.5
|
|
|
NM
|
|
|||
Operating margin
|
12.2
|
%
|
|
12.5
|
%
|
|
|
|
|
|||||
* Transaction related charges are included in operating profit and operating margin.
|
|
|
|
|
|
|
•
|
Sales of Process Valves and Related Products increased by
$9.6 million
, or
6.5%
, to
$157.7 million
in 2017 primarily related to a $8.0 million, or 5.4%, increase in sales related to an acquisition and, to a lesser extent, favorable foreign currency translation of $2.8 million, or 1.9%, as the euro strengthened against the U.S. dollar. These increases were partially offset by a core sales decline of $1.2 million, or 0.8%.
|
•
|
Sales of Commercial Valves increased by
$10.5 million
, or
14.0%
, to
$85.7 million
in 2017, primarily reflecting an increase in core sales of $8.8 million, or 11.7%, and favorable foreign currency translation of $1.7 million, or 2.3%, as the Canadian dollar strengthened against the U.S. dollar. The increase in core sales is primarily related to better demand in the Canadian non-residential construction market.
|
•
|
Sales of Other Products increased by
$1.7 million
, or
7.8%
, to
$23.5 million
in 2017.
|
|
Third Quarter
|
|
Change
|
|||||||||||
(dollars in millions)
|
2017
|
|
2016
|
|
$
|
|
%
|
|||||||
Net sales by product line:
|
|
|
|
|
|
|
|
|||||||
Payment Acceptance and Dispensing Products
|
$
|
136.7
|
|
|
$
|
123.7
|
|
|
$
|
13.0
|
|
|
10.5
|
%
|
Merchandising Equipment
|
51.9
|
|
|
63.0
|
|
|
(11.1
|
)
|
|
(17.6
|
)%
|
|||
Total net sales
|
188.6
|
|
|
186.7
|
|
|
1.9
|
|
|
1.0
|
%
|
|||
Operating profit
|
41.4
|
|
|
34.7
|
|
|
6.7
|
|
|
19.3
|
%
|
|||
Operating margin
|
22.0
|
%
|
|
18.6
|
%
|
|
|
|
|
•
|
Sales of Payment Acceptance and Dispensing Products increased
$13.0 million
, or
10.5%
, to
$136.7 million
in 2017, reflecting a core sales increase of $13.9 million, or 11.3%, partially offset by unfavorable foreign currency translation of $0.2 million, or 0.2%, and a net divestiture/acquisition impact of $0.7 million, or 0.6%. The increase in core sales primarily reflects growth in the retail vertical market, as well as growth in the gaming market.
|
•
|
Sales of Merchandising Equipment decreased
$11.1 million
, or
17.6%
, to
$51.9 million
in 2017, reflecting a core sales decrease of $11.1 million, or 17.6%. The decrease in core sales was driven by weaker capital spending by large bottler and full-line operator customers.
|
|
Third Quarter
|
|
Change
|
|||||||||||
(dollars in millions)
|
2017
|
|
2016
|
|
$
|
|
%
|
|||||||
Net sales by product line:
|
|
|
|
|
|
|
|
|
|
|||||
Commercial Original Equipment
|
$
|
90.1
|
|
|
$
|
88.4
|
|
|
$
|
1.7
|
|
|
1.9
|
%
|
Military Original Equipment
|
37.4
|
|
|
63.3
|
|
|
(25.9
|
)
|
|
(40.9
|
)%
|
|||
Commercial Aftermarket Products
|
32.3
|
|
|
31.9
|
|
|
0.4
|
|
|
1.3
|
%
|
|||
Military Aftermarket Products
|
12.2
|
|
|
14.6
|
|
|
(2.4
|
)
|
|
(16.4
|
)%
|
|||
Total net sales
|
172.0
|
|
|
198.2
|
|
|
(26.2
|
)
|
|
(13.2
|
)%
|
|||
Operating profit
|
34.8
|
|
|
38.9
|
|
|
(4.1
|
)
|
|
(10.5
|
)%
|
|||
Operating margin
|
20.2
|
%
|
|
19.6
|
%
|
|
|
|
|
•
|
Sales of Commercial Original Equipment increased by
$1.7 million
, or
1.9%
, to
$90.1 million
in 2017. The increase was driven primarily by funded engineering programs.
|
•
|
Sales of Military Original Equipment decreased by
$25.9 million
, or
40.9%
, to $
37.4 million
in 2017. The sales decrease primarily reflected the non-repeat of a large military program shipped in 2016.
|
•
|
Sales of Commercial Aftermarket products increased by
$0.4 million
, or
1.3%
, to $
32.3 million
in 2017.
|
•
|
Sales of Military Aftermarket products decreased by
$2.4 million
, or
16.4%
, to $
12.2 million
in 2017. The sales decrease primarily reflected a difficult comparison related to modernization & upgrade projects in 2016.
|
|
Third Quarter
|
|
Change
|
|||||||||||
(dollars in millions)
|
2017
|
|
2016
|
|
$
|
|
%
|
|||||||
Net sales by product line:
|
|
|
|
|
|
|
|
|||||||
FRP- Recreational Vehicles
|
$
|
37.2
|
|
|
$
|
32.6
|
|
|
$
|
4.6
|
|
|
14.1
|
%
|
FRP- Building Products
|
23.7
|
|
|
22.9
|
|
|
0.8
|
|
|
3.5
|
%
|
|||
FRP- Transportation
|
7.5
|
|
|
8.7
|
|
|
(1.2
|
)
|
|
(13.8
|
)%
|
|||
Total net sales
|
68.4
|
|
|
64.2
|
|
|
4.2
|
|
|
6.5
|
%
|
|||
Operating profit
|
12.2
|
|
|
11.4
|
|
|
0.8
|
|
|
7.0
|
%
|
|||
Operating margin
|
17.8
|
%
|
|
17.7
|
%
|
|
|
|
|
•
|
an increase in core sales of $17.9 million, or 0.9%;
|
•
|
an increase related to a net acquisition/divestiture impact of $8.6 million, or 0.4%; and
|
•
|
unfavorable foreign currency translation of $21.2 million, or 1.0%.
|
|
Nine Months Ended
|
||||||
|
September 30,
|
||||||
|
2017
|
|
2016
|
||||
Net income before allocation to noncontrolling interests
|
$
|
201.1
|
|
|
$
|
187.3
|
|
Other comprehensive income (loss), net of tax
|
|
|
|
||||
Currency translation adjustment
|
83.2
|
|
|
11.6
|
|
||
Changes in pension and postretirement plan assets and benefit obligation, net of tax
|
6.9
|
|
|
5.6
|
|
||
Other comprehensive income (loss), net of tax
|
90.1
|
|
|
17.2
|
|
||
Comprehensive income before allocation to noncontrolling interests
|
291.2
|
|
|
204.5
|
|
||
Less: Noncontrolling interests in comprehensive income
|
(0.7
|
)
|
|
0.5
|
|
||
Comprehensive income attributable to common shareholders
|
$
|
291.9
|
|
|
$
|
204.0
|
|
|
Year-To-Date
|
|
Change
|
|||||||||||
(dollars in millions)
|
2017
|
|
2016
|
|
$
|
|
%
|
|||||||
Net sales by product line:
|
|
|
|
|
|
|
|
|
|
|||||
Process Valves and Related Products
|
$
|
472.2
|
|
|
$
|
469.1
|
|
|
$
|
3.1
|
|
|
0.7
|
%
|
Commercial Valves
|
230.2
|
|
|
224.1
|
|
|
6.1
|
|
|
2.7
|
%
|
|||
Other Products
|
67.9
|
|
|
65.9
|
|
|
2.0
|
|
|
3.0
|
%
|
|||
Total net sales
|
770.3
|
|
|
759.1
|
|
|
11.2
|
|
|
1.5
|
%
|
|||
Operating profit
|
91.3
|
|
|
91.5
|
|
|
(0.2
|
)
|
|
(0.2
|
)%
|
|||
Transaction related charges*
|
2.5
|
|
|
—
|
|
|
2.5
|
|
|
NM
|
|
|||
Operating margin
|
11.9
|
%
|
|
12.1
|
%
|
|
|
|
|
|||||
* Transaction related charges are included in operating profit and operating margin.
|
|
|
|
|
|
|
•
|
Sales of Process Valves and Related Products increased by
$3.1 million
, or
0.7%
, to
$472.2 million
in 2017, including a $13.7 million, or 3.0%, increase in sales related to an acquisition. The increase was partially offset by a core sales decline of $9.3 million, or 2.0%, related to weaker process end markets, and unfavorable foreign currency translation of $1.3 million, or 0.3%.
|
•
|
Sales of Commercial Valves increased by
$6.1 million
, or
2.7%
, to
$230.2 million
in 2017, reflecting an increase in core sales of $13.8 million, or 6.1%, partially offset by unfavorable foreign currency translation of $7.7 million, or 3.4%. The core sales increase primarily reflected stronger sales to the U.K. and Canadian non-residential construction markets. Unfavorable foreign currency translation primarily reflected the British pound weakening against the U.S. dollar.
|
•
|
Sales of Other Products increased by
$2.0 million
, or
3.0%
, to
$67.9 million
in 2017.
|
|
Year-To-Date
|
|
Change
|
|||||||||||
(dollars in millions)
|
2017
|
|
2016
|
|
$
|
|
%
|
|||||||
Net sales by product line:
|
|
|
|
|
|
|
|
|||||||
Payment Acceptance and Dispensing Products
|
$
|
431.1
|
|
|
$
|
373.7
|
|
|
$
|
57.4
|
|
|
15.4
|
%
|
Merchandising Equipment
|
151.2
|
|
|
177.5
|
|
|
(26.3
|
)
|
|
(14.8
|
)%
|
|||
Total net sales
|
582.3
|
|
|
551.2
|
|
|
31.1
|
|
|
5.6
|
%
|
|||
Operating profit
|
123.0
|
|
|
97.1
|
|
|
25.9
|
|
|
26.7
|
%
|
|||
Transaction related charges*
|
0.6
|
|
|
—
|
|
|
0.6
|
|
|
NM
|
|
|||
Restructuring gain*
|
—
|
|
|
(0.4
|
)
|
|
0.4
|
|
|
NM
|
|
|||
Operating margin
|
21.1
|
%
|
|
17.6
|
%
|
|
|
|
|
|||||
* Transaction related charges and the restructuring gain is included in operating profit and operating margin.
|
•
|
Sales of Payment Acceptance and Dispensing Products increased
$57.4 million
, or
15.4%
, to
$431.1 million
in 2016, reflecting a core sales increase of $72.5 million, or 19.5%, partially offset by unfavorable foreign currency translation of $10.0 million, or 2.7%, and a net acquisition/divestiture impact of $5.1 million, or 1.4%. The increase in core sales reflects higher sales to the retail and gaming verticals. Unfavorable foreign currency translation reflected the British pound weakening against the U.S. dollar.
|
•
|
Sales of Merchandising Equipment decreased
$26.3 million
, or
14.8%
, to
$151.2 million
in 2017, reflecting a core sales decrease of $24.3 million, or 13.7%, and unfavorable foreign currency translation of $2.0 million, or 1.1% reflecting the weakening of the British pound against the U.S. dollar. The decrease in core sales was primarily related to lower sales to our large bottler customers.
|
|
Year-To-Date
|
|
Change
|
|||||||||||
(dollars in millions)
|
2017
|
|
2016
|
|
$
|
|
%
|
|||||||
Net sales by product line:
|
|
|
|
|
|
|
|
|
|
|||||
Commercial Original Equipment
|
$
|
259.9
|
|
|
$
|
270.6
|
|
|
$
|
(10.7
|
)
|
|
(4.0
|
)%
|
Military Original Equipment
|
116.3
|
|
|
152.9
|
|
|
(36.6
|
)
|
|
(23.9
|
)%
|
|||
Commercial Aftermarket
|
96.0
|
|
|
96.3
|
|
|
(0.3
|
)
|
|
(0.3
|
)%
|
|||
Military Aftermarket
|
34.3
|
|
|
39.4
|
|
|
(5.1
|
)
|
|
(12.9
|
)%
|
|||
Total net sales
|
506.5
|
|
|
559.2
|
|
|
(52.7
|
)
|
|
(9.4
|
)%
|
|||
Operating profit
|
104.8
|
|
|
110.6
|
|
|
(5.8
|
)
|
|
(5.2
|
)%
|
|||
Operating margin
|
20.7
|
%
|
|
19.8
|
%
|
|
|
|
|
•
|
Sales of Commercial Original Equipment decreased by
$10.7 million
, or
4.0%
, to
$259.9 million
in 2017. The sales decrease was driven by weaker sales of business jet, cabin, and modular power products.
|
•
|
Sales of Military Original Equipment decreased by
$36.6 million
, or
23.9%
, to
$116.3 million
in 2017. The sales decrease primarily reflected the non-repeat of a large military program shipped in 2016.
|
•
|
Sales of Commercial Aftermarket products decreased by
$0.3 million
, or
0.3%
, to
$96.0 million
in 2017.
|
•
|
Sales of Military Aftermarket decreased by
$5.1 million
, or
12.9%
, to
$34.3 million
in 2017. The sales decrease primarily reflected a difficult comparison related to modernization & upgrade projects in 2016.
|
|
Year-To-Date
|
|
Change
|
|||||||||||
(dollars in millions)
|
2017
|
|
2016
|
|
$
|
|
%
|
|||||||
Net sales by product line:
|
|
|
|
|
|
|
|
|||||||
FRP- Recreational Vehicles
|
$
|
116.9
|
|
|
$
|
99.8
|
|
|
$
|
17.1
|
|
|
17.1
|
%
|
FRP- Building Products
|
72.1
|
|
|
68.3
|
|
|
3.8
|
|
|
5.6
|
%
|
|||
FRP- Transportation
|
23.7
|
|
|
28.9
|
|
|
(5.2
|
)
|
|
(18.0
|
)%
|
|||
Total net sales
|
212.7
|
|
|
197.0
|
|
|
15.7
|
|
|
8.0
|
%
|
|||
Operating profit
|
39.5
|
|
|
38.6
|
|
|
0.9
|
|
|
2.3
|
%
|
|||
Operating margin
|
18.6
|
%
|
|
19.6
|
%
|
|
|
|
|
|
|
Nine Months Ended
|
||||||
|
|
September 30,
|
||||||
(in millions)
|
|
2017
|
|
2016
|
||||
Net cash provided by (used in):
|
|
|
|
|
||||
Operating activities
|
|
$
|
174.2
|
|
|
$
|
168.4
|
|
Investing activities
|
|
(89.1
|
)
|
|
(37.7
|
)
|
||
Financing activities
|
|
(63.1
|
)
|
|
(63.8
|
)
|
||
Effect of foreign currency exchange rate changes on cash and cash equivalents
|
|
40.5
|
|
|
5.9
|
|
||
Increase in cash and cash equivalents
|
|
$
|
62.5
|
|
|
$
|
72.8
|
|
|
|
Total number
of shares
purchased
|
|
|
Average
price paid per
share
|
|
|
Total number of
shares purchased
as part of publicly
announced plans
or programs
|
|
|
Maximum number
(or approximate
dollar value) of
shares that may yet
be purchased under
the plans or
programs
|
|
|
July 1-31
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
August 1-31
|
|
331,632
|
|
|
$
|
75.45
|
|
|
—
|
|
|
—
|
|
September 1-30
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Total July 1 — September 30, 2017
|
|
331,632
|
|
|
$
|
75.45
|
|
|
—
|
|
|
—
|
|
|
|
|
Exhibit 10.1
|
|
|
|
|
|
Exhibit 10.2
|
|
|
|
|
|
Exhibit 31.1
|
|
|
|
|
|
Exhibit 31.2
|
|
|
|
|
|
Exhibit 32.1
|
|
|
|
|
|
Exhibit 32.2
|
|
|
|
|
|
Exhibit 101.INS
|
|
XBRL Instance Document
|
|
|
|
Exhibit 101.SCH
|
|
XBRL Taxonomy Extension Schema Document
|
|
|
|
Exhibit 101.CAL
|
|
XBRL Taxonomy Calculation Linkbase Document
|
|
|
|
Exhibit 101.DEF
|
|
XBRL Taxonomy Extension Definition Linkbase Document
|
|
|
|
Exhibit 101.LAB
|
|
XBRL Taxonomy Label Linkbase Document
|
|
|
|
Exhibit 101.PRE
|
|
XBRL Taxonomy Presentation Linkbase Document
|
|
|
CRANE CO.
|
|
|
REGISTRANT
|
|
|
|
Date
|
|
|
November 6, 2017
|
By
|
/s/ Max H. Mitchell
|
|
|
Max H. Mitchell
|
|
|
President and Chief Executive Officer
|
|
|
|
Date
|
By
|
/s/ Richard A. Maue
|
November 6, 2017
|
|
Richard A. Maue
|
|
|
Vice President, Finance and
|
|
|
Chief Financial Officer
|
LESSOR:
|
CRANE CO.
|
|
By:
/s/ Richard Maue
|
|
Name:
Richard Maue
|
|
Title:
VP CFO
|
LESSEE:
|
/s/ R.S. Evans
|
|
R.S. Evans
|
LESSOR:
|
CRANE CO.
|
|
By:
/s/ Richard Maue
|
|
Name:
Richard Maue
|
|
Title:
VP CFO
|
LESSEE:
|
/s/
Max H. Mitchell
|
|
Max H. Mitchell
|
(1)
|
I have reviewed this Quarterly Report on Form 10-Q of Crane Co.;
|
(2)
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
(3)
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
(4)
|
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d)
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
(5)
|
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing 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.
|
|
By /s/ Max H. Mitchell
|
President and Chief Executive Officer
|
November 6, 2017
|
(1)
|
I have reviewed this Quarterly Report on Form 10-Q of Crane Co.;
|
(2)
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
(3)
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
(4)
|
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d)
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
(5)
|
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing 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.
|
|
By /s/ Richard A. Maue
|
Principal Financial Officer
|
November 6, 2017
|
(1)
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant.
|
|
By /s/ Max H. Mitchell
|
Max H. Mitchell
|
President and Chief Executive Officer
|
November 6, 2017
|
(1)
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant.
|
|
By Richard A. Maue
|
Richard A. Maue
|
Principal Financial Officer
|
November 6, 2017
|