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 19, 2010
(Date of earliest event reported)
IDEX CORPORATION
(Exact name of registrant as specified in its charter)
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Delaware
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1-10235
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36-3555336 |
(State of
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(Commission File Number)
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(IRS Employer |
Incorporation)
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Identification No.) |
630 Dundee Road
Northbrook, Illinois 60062
(Address of principal executive offices, including zip code)
(847) 498-7070
(Registrants 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 19, 2010, IDEX Corporation (the Company) issued a press release announcing financial
results for the quarter ended June 30, 2010.
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 in this Current Report furnished pursuant to Item 2.02 shall not be deemed filed
for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise
subject to the liabilities of that Section. This information shall not be incorporated by reference
into any registration statement pursuant to the Securities Act of 1933, as amended.
Item 9.01 Financial Statements and Exhibits.
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99.1 |
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Press release dated July 19, 2010 announcing IDEX Corporations quarterly
operating results |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused
this report to be signed on its behalf by the undersigned hereunto duly authorized.
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IDEX CORPORATION |
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By:
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/s/ Dominic A. Romeo
Dominic A. Romeo
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Vice President and Chief Financial Officer |
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July 20, 2010
Exhibit Index
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Exhibit |
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Number |
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Description |
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99.1
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Press release dated July 19, 2010 announcing IDEX Corporations quarterly operating results |
exv99w1
EXHIBIT 99.1
IDEX CORPORATION REPORTS SECOND QUARTER 2010 RESULTS;
ADJUSTED EARNINGS PER SHARE OF 50 CENTS
NORTHBROOK, IL, July 19 IDEX Corporation (NYSE: IEX) today announced second quarter 2010
results.
New orders in the quarter totaled $377 million, up 18 percent compared to the prior-year period.
Sales in the quarter totaled $379 million, 13 percent higher than the prior-year period.
Second quarter 2010 operating income, adjusted for $1 million of restructuring related charges, was
$64 million and resulted in adjusted operating margin of 16.9 percent, up 200 basis points from the
prior year (excluding prior year restructuring related charges) due to volume and improved
productivity. Adjusted and reported second quarter operating income includes approximately $2
million of acquisition related costs, primarily related to the previously announced Seals Ltd.
acquisition.
Excluding the impact from restructuring related charges, second quarter diluted earnings per share
was 50 cents, an increase of 13 cents, or 35 percent, from the second quarter of the previous year
(excluding prior year restructuring related charges).
Second Quarter 2010 Highlights
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Orders increased 18 percent compared to the prior year (+17 percent organic, +2 percent
acquisition and -1 percent for foreign currency translation). |
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Sales increased 13 percent compared to the prior year (+11 percent organic, +3 percent
acquisition and -1 percent for foreign currency translation). |
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Reported net income of $40 million was $12 million, or 45 percent, higher than the prior
year. Excluding restructuring related charges, adjusted net income of $41 million was $11
million, or 37 percent, higher than the prior year (excluding prior year restructuring
charges). |
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Diluted EPS of $0.49 was 15 cents, or 43 percent, higher than the prior year. Excluding
restructuring related charges, adjusted diluted EPS of $0.50 was 13 cents, or 35 percent
higher than the prior year (excluding prior year restructuring charges). |
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EBITDA of $78 million was 21 percent of sales and covered interest expense by more than 21
times. |
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Free cash flow of $60 million represents 150% of net income and was 21% higher than the
prior year. |
Our second quarter sales results were outstanding. The Health and Science and Fluid and Metering
Technology segments outperformed our expectations and, more importantly, continue to outperform the
growth rates in the markets we serve. Our Fire and Safety and Dispensing segments continue to
perform as planned. These top line results drove strong profitability and this is reflected in a
second quarter operating margin of nearly 17 percent, which is 200 basis points higher than the
prior year.
Based on current outlook, our projected third quarter 2010 EPS is in the range of 46 to 48 cents on
a fully diluted basis. Third quarter estimates exclude approximately $3 million of restructuring
related costs associated with the closure of a Health and Science Technologies site in Denmark.
Our outlook for the full year 2010 has improved from previous estimates; we expect organic revenue
growth in the high single digit range which will result in diluted EPS of $1.85 to $1.90, excluding
restructuring related charges.
Lawrence D. Kingsley
Chairman and Chief Executive Officer
Second Quarter 2010 Business Highlights (excluding restructuring related charges)
Fluid & Metering Technologies
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Sales in the second quarter of $175 million reflected an 11 percent increase compared to
the second quarter of 2009 (+12 percent organic and -1 percent for foreign currency
translation). |
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Operating margin of 17.6 percent represented a 220 basis point improvement compared with
the second quarter of 2009 primarily due to higher volume and cost reduction initiatives. |
Health & Science Technologies
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Sales in the second quarter of $100 million reflected a 36 percent increase compared to
the second quarter of 2009 (+26 percent organic, +11 percent acquisition, and -1 percent
for foreign currency translation). |
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Operating margin of 20.7 percent represented a 500 basis point improvement compared with
the second quarter of 2009 primarily due to higher volume and cost reduction initiatives. |
Dispensing Equipment
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Sales in the second quarter of $41 million reflected a 10 percent decrease compared to
the second quarter of 2009 (-8 percent organic and -2 percent for foreign currency
translation). |
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Operating margin of 23.6 percent represented a 170 basis point improvement compared with
the second quarter of 2009 primarily due to cost reduction initiatives and productivity
improvements. |
Fire & Safety/Diversified Products
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Sales in the second quarter of $64 million reflected a 3 percent increase compared to
the second quarter of 2009 (+5 percent organic and -2 percent for foreign currency
translation). |
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Operating margin of 21.9 percent represented a 20 basis point decline compared with the
second quarter of 2009. |
For the second quarter of 2010, Fluid & Metering Technologies contributed 46 percent of sales and
41 percent of operating income; Health & Science Technologies accounted for 26 percent of sales and
27 percent of operating income; Dispensing Equipment accounted for 11 percent of sales and 13
percent of operating income; and Fire & Safety/Diversified Products represented 17 percent of sales
and 19 percent of operating income.
Conference Call to be Broadcast over the Internet
IDEX will broadcast its second quarter earnings conference call over the Internet on Tuesday, July
20, 2010 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 companys 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 will also be able to hear a replay of
the call by dialing 800.642.1687 (or 706.645.9291 for international participants) using the ID #
81612030.
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
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For the Quarter Ended |
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June 30, |
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March 31, |
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2010 |
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2009 |
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Change |
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2010 |
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Change |
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® Income before Taxes |
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$ |
59.4 |
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$ |
41.9 |
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42 |
% |
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$ |
54.7 |
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9 |
% |
® Depreciation and
Amortization |
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15.4 |
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14.2 |
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9 |
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14.3 |
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8 |
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® Interest |
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3.6 |
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4.4 |
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(19 |
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3.4 |
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5 |
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® EBITDA |
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$ |
78.4 |
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$ |
60.5 |
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30 |
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$ |
72.4 |
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8 |
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® Cash Flow from Operating Activities |
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$ |
68.6 |
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$ |
55.3 |
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24 |
% |
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$ |
27.1 |
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n/m |
% |
® Capital Expenditures |
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(10.0 |
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(6.1 |
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63 |
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(7.5 |
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32 |
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® Excess Tax Benefit from Stock-Based Compensation |
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1.7 |
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0.6 |
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n/m |
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0.5 |
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n/m |
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® Free Cash Flow |
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$ |
60.3 |
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$ |
49.8 |
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21 |
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$ |
20.1 |
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n/m |
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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 IDEXs 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 companys Web site at
www.idexcorp.com.
(Tables follow)
IDEX CORPORATION
IDEX CORPORATION
Condensed Statements of Consolidated Operations
(in thousands except per share amounts)
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Three Months Ended |
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Six Months Ended |
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June 30, |
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June 30, |
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2010 |
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2009 |
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2010 |
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2009 |
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Net sales |
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$ |
378,526 |
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$ |
336,455 |
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$ |
734,124 |
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$ |
663,068 |
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Cost of sales |
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223,705 |
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205,354 |
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431,762 |
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408,773 |
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Gross profit |
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154,821 |
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131,101 |
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302,362 |
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254,295 |
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Selling, general and administrative expenses |
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91,010 |
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81,116 |
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178,791 |
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162,898 |
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Restructuring expenses |
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1,031 |
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3,250 |
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2,898 |
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5,501 |
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Operating income |
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62,780 |
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46,735 |
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120,673 |
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85,896 |
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Other income (expense) net |
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239 |
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(385 |
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493 |
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(576 |
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Interest expense |
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3,599 |
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4,440 |
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7,033 |
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9,261 |
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Income before income taxes |
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59,420 |
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41,910 |
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114,133 |
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76,059 |
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Provision for income taxes |
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19,022 |
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13,988 |
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37,110 |
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25,532 |
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Net income |
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$ |
40,398 |
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$ |
27,922 |
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$ |
77,023 |
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$ |
50,527 |
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Earnings per Common Share: |
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Basic earnings per common share (a) |
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$ |
0.50 |
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$ |
0.35 |
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$ |
0.95 |
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$ |
0.63 |
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Diluted earnings per common share (a) |
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$ |
0.49 |
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$ |
0.34 |
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$ |
0.94 |
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$ |
0.62 |
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Share Data: |
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Basic weighted average common shares outstanding |
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80,369 |
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79,675 |
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80,225 |
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79,594 |
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Diluted weighted average common shares outstanding |
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81,800 |
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80,507 |
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81,655 |
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80,363 |
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Condensed Consolidated Balance Sheets
(in thousands )
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June 30, |
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December 31, |
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2010 |
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2009 |
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Assets |
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Current assets |
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Cash and cash equivalents |
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$ |
159,138 |
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$ |
73,526 |
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Receivables net |
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200,430 |
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183,178 |
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Inventories |
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170,109 |
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159,463 |
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Other current assets |
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47,773 |
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35,545 |
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Total current assets |
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577,450 |
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451,712 |
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Property, plant and equipment net |
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179,284 |
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178,283 |
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Goodwill and intangible assets |
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1,447,072 |
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1,461,799 |
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Other noncurrent assets |
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7,721 |
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6,363 |
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Total assets |
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$ |
2,211,527 |
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$ |
2,098,157 |
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Liabilities and shareholders equity |
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Current liabilities |
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Trade accounts payable |
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$ |
83,204 |
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$ |
73,020 |
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Accrued expenses |
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131,549 |
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|
98,730 |
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Short-term borrowings |
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10,559 |
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|
8,346 |
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Dividends payable |
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12,223 |
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|
9,586 |
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Total current liabilities |
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237,535 |
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189,682 |
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Long-term borrowings |
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459,832 |
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391,754 |
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Other noncurrent liabilities |
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242,025 |
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248,617 |
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Total liabilities |
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939,392 |
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|
830,053 |
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Shareholders equity |
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1,272,135 |
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1,268,104 |
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Total liabilities and shareholders equity |
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$ |
2,211,527 |
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$ |
2,098,157 |
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-more-
IDEX CORPORATION
IDEX CORPORATION
Company and Business Group Financial Information
(dollars in thousands)
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Three Months Ended |
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Six Months Ended |
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June 30, |
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June 30, |
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2010(b) |
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2009 |
|
2010(b) |
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2009 |
|
Fluid & Metering Technologies |
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Net sales |
|
$ |
174,548 |
|
|
$ |
157,000 |
|
|
$ |
347,425 |
|
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$ |
314,018 |
|
Operating income (c) |
|
|
30,779 |
|
|
|
24,221 |
|
|
|
63,289 |
|
|
|
47,939 |
|
Operating margin |
|
|
17.6 |
% |
|
|
15.4 |
% |
|
|
18.2 |
% |
|
|
15.3 |
% |
Depreciation and amortization |
|
$ |
8,203 |
|
|
$ |
8,566 |
|
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$ |
16,225 |
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$ |
16,335 |
|
Capital expenditures |
|
|
6,063 |
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|
|
3,315 |
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|
|
9,671 |
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|
5,872 |
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Health & Science Technologies |
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Net sales |
|
$ |
100,486 |
|
|
$ |
73,816 |
|
|
$ |
188,008 |
|
|
$ |
148,004 |
|
Operating income (c) |
|
|
20,773 |
|
|
|
11,603 |
|
|
|
39,888 |
|
|
|
22,301 |
|
Operating margin |
|
|
20.7 |
% |
|
|
15.7 |
% |
|
|
21.2 |
% |
|
|
15.1 |
% |
Depreciation and amortization |
|
$ |
4,364 |
|
|
$ |
3,200 |
|
|
$ |
7,879 |
|
|
$ |
6,713 |
|
Capital expenditures |
|
|
2,300 |
|
|
|
652 |
|
|
|
3,764 |
|
|
|
1,914 |
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|
Dispensing Equipment |
|
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Net sales |
|
$ |
41,135 |
|
|
$ |
45,658 |
|
|
$ |
74,689 |
|
|
$ |
78,531 |
|
Operating income (c) |
|
|
9,716 |
|
|
|
10,021 |
|
|
|
16,470 |
|
|
|
14,070 |
|
Operating margin |
|
|
23.6 |
% |
|
|
21.9 |
% |
|
|
22.1 |
% |
|
|
17.9 |
% |
Depreciation and amortization |
|
$ |
1,131 |
|
|
$ |
886 |
|
|
$ |
2,164 |
|
|
$ |
1,670 |
|
Capital expenditures |
|
|
429 |
|
|
|
340 |
|
|
|
642 |
|
|
|
558 |
|
|
Fire & Safety/Diversified Products |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net sales |
|
$ |
63,991 |
|
|
$ |
62,127 |
|
|
$ |
127,392 |
|
|
$ |
127,109 |
|
Operating income (c) |
|
|
14,041 |
|
|
|
13,736 |
|
|
|
27,464 |
|
|
|
27,330 |
|
Operating margin |
|
|
21.9 |
% |
|
|
22.1 |
% |
|
|
21.6 |
% |
|
|
21.5 |
% |
Depreciation and amortization |
|
$ |
1,346 |
|
|
$ |
1,248 |
|
|
$ |
2,798 |
|
|
$ |
2,528 |
|
Capital expenditures |
|
|
1,012 |
|
|
|
894 |
|
|
|
1,876 |
|
|
|
1,716 |
|
|
Company |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net sales |
|
$ |
378,526 |
|
|
$ |
336,455 |
|
|
$ |
734,124 |
|
|
$ |
663,068 |
|
Operating income (d) |
|
|
63,811 |
|
|
|
49,985 |
|
|
|
123,571 |
|
|
|
91,397 |
|
Operating margin |
|
|
16.9 |
% |
|
|
14.9 |
% |
|
|
16.8 |
% |
|
|
13.8 |
% |
Depreciation and amortization (e) |
|
$ |
15,369 |
|
|
$ |
14,164 |
|
|
$ |
29,653 |
|
|
$ |
27,758 |
|
Capital expenditures |
|
|
10,686 |
|
|
|
6,070 |
|
|
|
18,036 |
|
|
|
11,222 |
|
|
|
|
(a) |
|
Calculated by applying the two-class method of allocating earnings to common stock and
participating securities as required by ASC 260, Earnings Per Share. |
|
(b) |
|
Three and six month data includes acquisition of Seals (April 2010) in the Health & Science
Technologies Group from the date of acquisition. |
|
(c) |
|
Group operating income excludes unallocated corporate operating expenses and
restructuring-related charges. |
|
(d) |
|
Company operating income excludes restructuring-related charges. |
|
(e) |
|
Excludes amortization of debt issuance expenses. |