e8vk
 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT

Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report: July 16, 2008
(Date of earliest event reported)
IDEX CORPORATION
(Exact name of registrant as specified in its charter)
         
Delaware   1-10235   36-3555336
(State of
Incorporation)
  (Commission File Number)   (IRS Employer
Identification No.)
630 Dundee Road
Northbrook, Illinois 60062

(Address of principal executive offices, including zip code)
(847) 498-7070
(Registrant’s telephone number, including area code)
     Check the appropriate box if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 


 

Item 2.02   – Results of Operations and Financial Condition.
On July 21, 2008, IDEX Corporation issued a press release announcing financial results for the second quarter ended June 30, 2008.
A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
The information contained in Item 2.02 of this Current Report on Form 8-K (including the press release) is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information contained in Item 2.02 of this Current Report on Form 8-K (including the press release) shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in any such filing.
Item 2.05   – Costs Associated with Exit or Disposal Activities.
On July 16, 2008, IDEX Corporation initiated procedures to cease manufacturing operations at the Dispensing segment’s Milan, Italy facility. The European operational footprint consolidation is consistent with management’s capacity utilization strategy for the Dispensing segment and is expected to generate approximately $3 to $4 million of annual savings beginning in 2009. The consolidation relating to the Milan, Italy facility is expected to be substantially complete by the end of the fourth quarter of 2008.
The estimated exit costs range between approximately $5 million and $6 million before income taxes and are expected to be offset by a gain on the divestiture of the facility. Of the estimated exit costs, approximately 90% are cash costs including employee severance payments and moving costs, while the remaining non-cash costs are primarily asset write-downs. Due to uncertainty in the timing of the facility divestiture, formalization of specific severance plans and identification of assets that will be moved or disposed, the breakdown of the expected costs to be incurred between the quarter ending September 30, 2008 and the quarter ending December 31, 2008 is not feasible at this time.
This Current Report on Form 8-K contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that involve risks, uncertainties and reflect the company’s judgment as of the date of this report. Forward-looking statements include, but are not limited to, statements concerning future changes in operations, operating income or gross margin improvements, capital and other expenditures, consolidation costs and cost savings and management’s plans, projections and objectives for future operations and performance. Forward-looking statements may involve risks and uncertainties that could cause actual results to differ materially from predicted or expected results.
Item 9.01   – Financial Statements and Exhibits.
(d)   Exhibits
         
  99.1    
Press release dated July 21, 2008, issued by IDEX Corporation

 


 

SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
         
  IDEX CORPORATION
 
 
  By:   /s/ Dominic A. Romeo    
    Dominic A. Romeo   
    Vice President and Chief Financial Officer   
 
July 22, 2008

 


 

Exhibit Index
         
Exhibit      
Number     Description
       
 
99.1    
Second quarter 2008 earnings release dated July 21, 2008

 

exv99w1
EXHIBIT 99.1
IDEX CORPORATION REPORTS SECOND QUARTER 2008 RESULTS;
19% ORDERS GROWTH, 15% SALES GROWTH AND 10% INCREASE IN DILUTED EPS
      NORTHBROOK, IL, July 21 – IDEX Corporation (NYSE: IEX) today announced second quarter 2008 results.
 
      New orders in the quarter totaled $402 million, 19 percent higher than the prior-year period. Sales in the quarter totaled $397 million, 15 percent higher than the prior-year period. International sales represented approximately 47 percent of total sales for the second quarter of 2008 compared to 46 percent in 2007.
 
      Second quarter operating income of $74 million was 7 percent higher than the prior-year period. Operating margin of 18.6 percent reflected a 140 basis point decline versus the prior-year period, primarily due to the impact of intangible amortization expenses associated with recent acquisitions. Compared to the first quarter of 2008, operating margin increased by 30 basis points.
 
      Income from continuing operations of $46 million increased 10 percent over the second quarter of the previous year. Diluted earnings per share from continuing operations of 56 cents improved 5 cents, or 10 percent, from the second quarter of the previous year.
Second Quarter 2008 Highlights (from Continuing Operations)
    Orders increased 19 percent compared to the prior-year period (8 percent acquisitions, 7 percent organic and 4 percent foreign currency translation)
 
    Sales increased 15 percent compared to the prior-year period (7 percent acquisitions, 5 percent organic and 3 percent foreign currency translation)
 
    Income increased 10 percent to $46 million
 
    Diluted EPS at 56 cents was 5 cents, or 10 percent, ahead of the prior-year period
 
    EBITDA of $87 million was 22 percent of sales and covered interest expense by more than 21 times
 
    Second quarter free cash flow of $61 million represented 132 percent of net income

“Overall, our markets are solid and our business performance for the second quarter of 2008 was strong. Growth in the Fluid and Metering Technologies segment was driven by global demand in the infrastructure-related end markets. In the Health and Science Technologies segment, the growth was driven by core analytical instrumentation, IVD and biotechnology markets. Strength in our engineered band clamping and rescue tools businesses was offset by softness in the fire suppression market within the Fire & Safety/Diversified Products segment. Within Dispensing, we experienced modest growth in both the European and North American markets.
Given our outlook and current market conditions, we expect full year 2008 total revenue growth in the range of 13 to 15 percent and EPS to range from $2.12 to $2.18 compared to $1.90 in the prior year. In addition, 2008 free cash flow is projected to exceed net income by 10 to 20 percent. For the third quarter of 2008, we project total revenue growth in the range of 14 to 16 percent and EPS in the range of 53 to 56 cents per diluted share.
Overall, we are pleased with our second quarter 2008 results and we anticipate continued strong performance in the second half of 2008.”
Lawrence D. Kingsley
Chairman and Chief Executive Officer

 


 

Business Highlights
Fluid & Metering Technologies
  o   Sales in the second quarter of $177.4 million reflected 26 percent growth (16 percent acquisitions, 8 percent organic and 2 percent foreign currency translation). Growth was driven by continued global demand for infrastructure-related applications and acquisition performance.
 
  o   Operating margin of 19.5 percent represented a 190 basis point decline compared with the second quarter of 2007, primarily due to the impact of recent acquisitions.
Health & Science Technologies
  o   Sales in the second quarter of $87.2 million reflected 6 percent growth (3 percent acquisitions, 1 percent organic and 2 percent foreign currency translation). Strong growth in core analytical instrumentation, IVD and biotechnology markets was partially offset by the previously announced exit from two specific OEM contracts.
 
  o   Operating margin of 18.4 percent was flat compared with the second quarter of 2007.
Dispensing Equipment
  o   Sales of $56.6 million in the second quarter reflected 14 percent growth compared with the second quarter of 2007 (3 percent organic and 11 percent foreign currency translation). The modest growth was balanced evenly between both the European and North American markets.
 
  o   Operating margin of 25.3 percent represented a 330 basis point decline compared with the second quarter of 2007, primarily due to foreign currency translation and selective material cost increases.
Fire & Safety/Diversified Products
  o   Sales in the second quarter of $77.2 million reflected 6 percent growth compared with the prior year (2 percent organic and 4 percent foreign currency translation). The engineered band clamping business as well as the rescue tools business achieved strong growth, offset by weak demand in the North American fire suppression market.
 
  o   Operating margin of 24.1 percent represented an 80 basis point decline compared with the second quarter of 2007.
For the second quarter of 2008, Fluid & Metering Technologies contributed 45 percent of sales and 42 percent operating income; Health & Science Technologies accounted for 22 percent of sales and 19 percent of operating income; Dispensing Equipment accounted for 14 percent of sales and 17 percent of operating income; and Fire & Safety/Diversified Products represented 19 percent of sales and 22 percent of operating income.
Restructuring
In July, the company initiated the ceasing of manufacturing operations in the Dispensing segment’s Milan, Italy facility.  The European operational footprint consolidation is consistent with the Dispensing segment’s capacity utilization strategy and is expected to generate $3 to $4 million of annual savings beginning in 2009.  The projected restructuring cost is estimated at $5 to $6 million and is expected to be offset by a gain on the divestiture of the facility. Due to uncertain timing of the facility divestiture and formalization of specific severance plans, the net earnings impact is not included in the third quarter or full year earnings per share guidance and will be further discussed in subsequent earnings releases.
Conference Call to be Broadcast over the Internet
IDEX will broadcast its second quarter earnings conference call over the Internet on Tuesday, July 22, 2008 at 9:30 a.m. CT. Chairman and Chief Executive Officer Larry Kingsley and Vice President and Chief Financial Officer Dominic Romeo will discuss the company’s recent financial performance and respond to questions from the financial analyst community. IDEX invites interested investors to listen to the call and view the accompanying slide presentation, which will be carried live on its website at www.idexcorp.com. Those who wish to participate should log on several minutes before the discussion begins. After clicking on the presentation icon, investors should follow the instructions to ensure their systems are set up to hear the event and view the presentation slides, or download the correct applications at no charge. Investors also will be able to hear a replay of the call by dialing 888.203.1112 or 719.457.0820 and using conference ID #4450651.

 


 

A Note on EBITDA and Free Cash Flow
EBITDA means earnings before interest, income taxes, depreciation and amortization, while free cash flow means cash flow from operating activities less capital expenditures plus the excess tax benefit from stock-based compensation. Management uses these non-GAAP financial measures as internal operating metrics and for enterprise valuation purposes. Management believes these measures are useful as analytical indicators of leverage capacity and debt servicing ability, and uses them to measure financial performance as well as for planning purposes. However, they should not be considered as alternatives to net income, cash flow from operating activities or any other items calculated in accordance with U.S. GAAP, or as an indicator of operating performance. The definitions of EBITDA and free cash flow used here may differ from those used by other companies.
                                                 
EBITDA and Free Cash Flow bridge   For the Quarter Ended  
            June 30,     March 31,  
            2008     2007     Change     2008     Change  
  ®    
Income before Taxes
  $ 70.7     $ 63.3       12 %   $ 62.6       13 %
  ®    
Depreciation and Amortization
    12.2       9.3       30       12.0       1  
  ®    
Interest
    4.1       6.1       (33 )     5.7       (28 )
       
 
                                 
  ®    
EBITDA
  $ 87.0     $ 78.7       11     $ 80.3       8  
       
 
                                 
 
  ®    
Cash Flow from Operating Activities
  $ 65.5     $ 63.9       3 %   $ 28.3       132 %
  ®    
Capital Expenditures
    (6.9 )     (7.4 )     (7 )     (6.3 )     10  
  ®    
Excess Tax Benefit from Stock-Based Compensation
    2.2       1.9       20       0.1        
       
 
                                 
  ®    
Free Cash Flow
  $ 60.8     $ 58.4       4     $ 22.1       175  
       
 
                                 
Forward-Looking Statements
This news release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Exchange Act of 1934, as amended. These statements may relate to, among other things, capital expenditures, cost reductions, cash flow, and operating improvements and are indicated by words or phrases such as “anticipate,” “estimate,” “plans,” “expects,” “projects,” “should,” “will,” “management believes,” “the company believes,” “the company intends,” and similar words or phrases. These statements are subject to inherent uncertainties and risks that could cause actual results to differ materially from those anticipated at the date of this news release. The risks and uncertainties include, but are not limited to, the following: economic and political consequences resulting from terrorist attacks and wars; levels of industrial activity and economic conditions in the U.S. and other countries around the world; pricing pressures and other competitive factors, and levels of capital spending in certain industries – all of which could have a material impact on order rates and IDEX’s results, particularly in light of the low levels of order backlogs it typically maintains; its ability to make acquisitions and to integrate and operate acquired businesses on a profitable basis; the relationship of the U.S. dollar to other currencies and its impact on pricing and cost competitiveness; political and economic conditions in foreign countries in which the company operates; interest rates; capacity utilization and the effect this has on costs; labor markets; market conditions and material costs; and developments with respect to contingencies, such as litigation and environmental matters. The forward-looking statements included here are only made as of the date of this news release, and management undertakes no obligation to publicly update them to reflect subsequent events or circumstances. Investors are cautioned not to rely unduly on forward-looking statements when evaluating the information presented here.
About IDEX
IDEX Corporation is an applied solutions company specializing in fluid and metering technologies, health and science technologies, dispensing equipment, and fire, safety and other diversified products built to its customers’ exacting specifications. Its products are sold in niche markets to a wide range of industries throughout the world. IDEX shares are traded on the New York Stock Exchange and Chicago Stock Exchange under the symbol “IEX”.
For further information on IDEX Corporation and its business units, visit the company’s Web site at
www.idexcorp.com.

 


 

IDEX CORPORATION
Add -4-
IDEX CORPORATION
Condensed Statements of Consolidated Operations
(in thousands except per share amounts)
                                 
    Second Quarter Ended   Six Months Ended
    June 30,   June 30,
    2008   2007   2008   2007
 
Net sales
  $ 397,310     $ 344,482     $ 768,972     $ 677,750  
Cost of sales
    234,102       196,948       450,597       390,552  
 
Gross profit
    163,208       147,534       318,375       287,198  
Selling, general and administrative expenses
    89,400       78,669       176,468       156,781  
 
Operating income
    73,808       68,865       141,907       130,417  
Other income — net
    987       521       1,162       1,094  
Interest expense
    4,092       6,058       9,758       12,437  
 
Income from continuing operations before income taxes
    70,703       63,328       133,311       119,074  
Provision for income taxes
    24,649       21,493       45,878       40,408  
 
Income from continuing operations
    46,054       41,835       87,433       78,666  
Loss from discontinued operations, net of tax
          (205 )           (369 )
 
Net income
  $ 46,054     $ 41,630     $ 87,433     $ 78,297  
 
 
                               
Basic Earnings per Common Share:
                               
 
                               
Continuing operations
  $ 0.57     $ 0.52     $ 1.08     $ 0.98  
Discontinued operations
                      (0.01 )
 
Net income
  $ 0.57     $ 0.52     $ 1.08     $ 0.97  
 
 
                               
Diluted Earnings per Common Share:
                               
 
                               
Continuing operations
  $ 0.56     $ 0.51     $ 1.06     $ 0.96  
Discontinued operations
                       
 
Net income
  $ 0.56     $ 0.51     $ 1.06     $ 0.96  
 
 
                               
Share Data:
                               
 
                               
Basic weighted average common shares outstanding
    81,322       80,595       81,194       80,429  
 
                               
Diluted weighted average common shares outstanding
    82,746       82,046       82,511       81,855  
 
Condensed Consolidated Balance Sheets
(in thousands)
                 
    June 30,   December 31,
    2008   2007
 
Assets
               
Current assets
               
Cash and cash equivalents
  $ 118,538     $ 102,757  
Restricted cash
          140,005  
Receivables — net
    240,028       193,326  
Inventories
    198,764       177,435  
Other current assets
    26,640       23,615  
 
Total current assets
    583,970       637,138  
Property, plant and equipment — net
    178,318       172,999  
Goodwill and intangible assets
    1,331,055       1,168,785  
Other noncurrent assets
    12,075       10,672  
 
Total assets
  $ 2,105,418     $ 1,989,594  
 
 
Liabilities and shareholders’ equity
               
Current liabilities
               
Trade accounts payable
  $ 101,817     $ 84,209  
Accrued expenses
    106,425       99,125  
Short-term borrowings
    7,599       5,830  
Dividends payable
    9,771       9,789  
 
Total current liabilities
    225,612       198,953  
Long-term borrowings
    403,060       448,901  
Other noncurrent liabilities
    202,609       179,017  
 
Total liabilities
    831,281       826,871  
Shareholders’ equity
    1,274,137       1,162,723  
 
Total liabilities and shareholders’ equity
  $ 2,105,418     $ 1,989,594  
 
-more-


 

IDEX CORPORATION
Add -5-
IDEX CORPORATION
Company and Business Group Financial Information
(dollars in thousands)
                                 
    Second Quarter Ended   Six Months Ended
    June 30, (a)   June 30, (a)
    2008   2007   2008   2007
 
Fluid & Metering Technologies
                               
Net sales
  $ 177,358     $ 141,094     $ 348,288     $ 277,800  
Operating income (b)
    34,655       30,133       68,900       59,884  
Operating margin
    19.5 %     21.4 %     19.8 %     21.6 %
Depreciation and amortization
  $ 6,450     $ 4,269     $ 12,763     $ 8,118  
Capital expenditures
    2,785       3,473       5,176       6,109  
 
                               
Health & Science Technologies
                               
Net sales
  $ 87,247     $ 82,370     $ 170,889     $ 163,090  
Operating income (b)
    16,054       15,167       31,133       29,030  
Operating margin
    18.4 %     18.4 %     18.2 %     17.8 %
Depreciation and amortization
  $ 2,885     $ 2,277     $ 5,838     $ 4,846  
Capital expenditures
    954       1,129       2,600       2,780  
 
                               
Dispensing Equipment
                               
Net sales
  $ 56,601     $ 49,859     $ 106,609     $ 97,752  
Operating income (b)
    14,294       14,248       25,527       25,952  
Operating margin
    25.3 %     28.6 %     23.9 %     26.5 %
Depreciation and amortization
  $ 1,131     $ 1,030     $ 2,269     $ 1,577  
Capital expenditures
    1,054       1,462       1,584       1,754  
 
                               
Fire & Safety/Diversified Products
                               
Net sales
  $ 77,247     $ 72,808     $ 145,910     $ 142,004  
Operating income (b)
    18,608       18,117       36,338       33,475  
Operating margin
    24.1 %     24.9 %     24.9 %     23.6 %
Depreciation and amortization
  $ 1,390     $ 1,529     $ 2,744     $ 3,054  
Capital expenditures
    2,033       813       3,140       1,699  
 
                               
Company
                               
Net sales
  $ 397,310     $ 344,482     $ 768,972     $ 677,750  
Operating income
    73,808       68,865       141,907       130,417  
Operating margin
    18.6 %     20.0 %     18.5 %     19.2 %
Depreciation and amortization (c)
  $ 12,164     $ 9,340     $ 24,213     $ 18,479  
Capital expenditures
    7,336       7,347       13,313       13,130  
 
(a)   Second quarter and six month data includes acquisition of ADS (January 2008) and Quadro (June 2007) in the Fluid & Metering Technologies Group and Isolation Technologies (October 2007) in the Health & Science Technologies Group from the date of acquisition.
 
(b)   Group operating income excludes unallocated corporate operating expenses.
 
(c)   Excludes amortization of debt issuance expenses and unearned compensation.