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: April 20, 2011
(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.) |
1925 W. Field Court
Lake Forest, Illinois 60045
(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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b)) |
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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 April 20, 2011, IDEX Corporation (the Company) issued a press release announcing
financial results for the quarter ended March 31, 2011.
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 April 20, 2011 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: |
/s/ Heath A. Mitts
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Heath A. Mitts |
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Vice President and Chief Financial Officer |
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April 21, 2011
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 April 20, 2011 announcing IDEX Corporations quarterly operating
results |
exv99w1
EXHIBIT 99.1
IDEX CORPORATION REPORTS FIRST QUARTER 2011 RESULTS;
EARNINGS PER SHARE OF 57 CENTS
LAKE FOREST, IL, April 20 IDEX Corporation (NYSE: IEX) today announced its financial results for
the three-month period ended March 31, 2011.
New orders in the quarter totaled $442 million, up 19 percent over the prior-year period. Sales in
the quarter totaled $427 million, 20 percent higher than the prior-year period.
First quarter 2011 operating income was $78 million, resulting in an operating margin of 18.2
percent, up 140 basis points from the prior year (excluding prior-year restructuring-related
charges) due to higher volume and improved productivity. First quarter operating income was
negatively impacted by approximately $2.6 million of acquisition-related costs and charges.
First quarter diluted earnings per share was 57 cents, an increase of 11 cents, or 24 percent, from
the first quarter of the previous year (excluding prior year restructuring-related charges).
Highlights
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Orders increased 19 percent compared to the prior year (+11 percent organic, +7 percent
acquisition and +1 percent foreign currency translation). |
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Sales increased 20 percent compared to the prior year (+12 percent organic, +7 percent
acquisition and +1 percent foreign currency translation). |
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Net income of $48 million was $10 million, or 27 percent, higher than the prior-year
adjusted net income and $11 million, or 31 percent, higher than the prior-year reported net
income. |
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Diluted EPS of $0.57 was 11 cents, or 24 percent, higher than the prior-year adjusted EPS
and 12 cents, or 27 percent, higher than the prior-year reported EPS. |
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EBITDA of $92 million was 22 percent of sales and covered interest expense by more than 14
times. |
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Free cash flow was $20 million, further enhancing the strength of the balance sheet. Net
debt-to-EBITDA improved to 1.0x. |
Our sales growth of 20 percent coupled with excellent operating performance delivered a great
first quarter. First quarter diluted EPS of $0.57 was up 24 percent and operating margin of 18.2
percent was 140 basis points higher than the prior year. Excluding deal related costs in Q1 of
this year, EPS was up 28 percent versus first quarter of 2010.
In addition, we added two highly strategic Health & Science businesses in the first quarter,
Advanced Thin Films and Microfluidics. We will continue to deploy capital in the short term to
build out our Health & Science presence.
Our broad-based exposure in attractive end markets coupled with improved global reach continues to
benefit us across the Fluid & Metering and the Health & Science segments. Approximately half of
our revenue now comes from outside the US and the growth focused investments made through the
downturn have quickly paid off.
Our operating model and ongoing productivity initiatives continue to drive improving margin but,
more importantly now, it is enabling us to flexibly respond to a dynamic, global market and to an
inflationary environment.
Based on our current outlook, for the full year 2011, were now forecasting fully diluted EPS of
$2.30 to $2.40, up 16-21 percent versus 2010. Our projected second quarter 2011 EPS is in the
range of 58 to 60 cents on a fully diluted basis.
Lawrence D. Kingsley
Chairman and Chief Executive Officer
First Quarter 2011 Business Highlights
Fluid & Metering Technologies
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Sales in the first quarter of $195 million reflected a 17 percent increase compared to
the first quarter of 2010 (+15 percent organic and +2 percent acquisitions). |
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Operating margin of 20.6 percent represented a 180 basis point improvement compared with
the first quarter of 2010 as we leveraged higher volumes, managed material inflation impact
through sourcing initiatives and strategic pricing, and controlled our operating expenses. |
Health & Science Technologies
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Sales in the first quarter of $134 million reflected a 43 percent increase compared to
the first quarter of 2010 (+19 percent organic and +24 percent acquisitions). |
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Operating margin of 23.3 percent represented a 160 basis point improvement compared with
the first quarter of 2010 primarily due to volume leverage and improved mix profile with
new products and increased content on OEM platforms. |
Dispensing Equipment
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Sales in the first quarter of $32 million reflected a 4 percent decrease compared to the
first quarter of 2010 (-5 percent organic and +1 percent for foreign currency translation)
due to prior-year North American replenishment program. |
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Operating margin of 17.5 percent was 260 basis points lower than the first quarter of
2010 as lower volumes were partially offset by productivity and cost initiatives. |
Fire & Safety/Diversified Products
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Sales in the first quarter of $67 million reflected a 5 percent increase compared to the
first quarter of 2010 (+4 percent organic and +1 percent for foreign currency translation). |
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Operating margin of 23.2 percent represented a 200 basis point improvement compared with
the first quarter of 2010 primarily due to volume leverage and favorable product mix. |
For the first quarter of 2011, Fluid & Metering Technologies contributed 46 percent of sales and 43
percent of operating income; Health & Science Technologies accounted for 31 percent of sales and 34
percent of operating income; Dispensing Equipment accounted for 7 percent of sales and 6 percent of
operating income; and Fire & Safety/Diversified Products represented 16 percent of sales and 17
percent of operating income.
IDEX Closes on Microfluidics
On January 25, 2011 IDEX announced a tender offer for Microfluidics International Corporation. On
March 11, 2011, IDEX announced the final completion of the tender offer, and the completion of the
acquisition of Microfluidics. Microfluidics will operate within IDEXs Health and Science
Technologies segment as a part of the Pharma products platform.
Conference Call to be Broadcast over the Internet
IDEX will broadcast its first quarter earnings conference call over the Internet on Thursday, April
21, 2011 at 9:30 a.m. CT. Chairman and Chief Executive Officer Larry Kingsley and Vice President
and Chief Financial Officer Heath Mitts 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 #
56253366.
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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March 31, |
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December 31, |
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2011 |
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2010 |
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Change |
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2010 |
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Change |
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à Income before Taxes |
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$ |
70.4 |
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$ |
54.7 |
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29 |
% |
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$ |
60.6 |
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16 |
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à Depreciation and Amortization |
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15.6 |
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14.3 |
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9 |
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13.2 |
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18 |
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à Interest |
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6.4 |
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3.4 |
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88 |
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5.0 |
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30 |
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à EBITDA |
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$ |
92.4 |
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$ |
72.4 |
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28 |
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$ |
78.8 |
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17 |
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à Cash Flow from Operating
Activities |
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$ |
29.4 |
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$ |
27.1 |
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8 |
% |
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$ |
25.4 |
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16 |
% |
à Capital Expenditures |
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(11.4 |
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(7.5 |
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52 |
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(5.7 |
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100 |
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à Excess Tax Benefit from Stock-Based Compensation |
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2.3 |
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0.5 |
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n/a |
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1.9 |
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25 |
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à Free Cash Flow |
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$ |
20.3 |
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$ |
20.1 |
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1 |
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$ |
21.6 |
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(6 |
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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
Condensed Statements of Consolidated Operations
(in thousands except per share amounts)
(unaudited)
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Three Months Ended |
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March 31, |
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2011 |
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2010 |
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Net sales |
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$ |
427,089 |
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$ |
355,598 |
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Cost of sales |
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248,389 |
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208,057 |
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Gross profit |
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178,700 |
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147,541 |
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Selling, general and administrative expenses |
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100,979 |
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87,781 |
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Restructuring expenses |
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1,867 |
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Operating income |
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77,721 |
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57,893 |
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Other income (expense) net |
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(907 |
) |
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254 |
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Interest expense |
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6,454 |
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3,434 |
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Income before income taxes |
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70,360 |
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54,713 |
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Provision for income taxes |
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22,409 |
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18,088 |
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Net income |
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$ |
47,951 |
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$ |
36,625 |
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Earnings per Common Share: |
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Basic earnings per common share (a) |
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$ |
0.58 |
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$ |
0.45 |
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Diluted earnings per common share (a) |
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$ |
0.57 |
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$ |
0.45 |
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Share Data: |
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Basic weighted average common shares outstanding |
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81,430 |
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80,080 |
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Diluted weighted average common shares outstanding |
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83,248 |
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81,509 |
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Condensed Consolidated Balance Sheets
(in thousands)
(unaudited)
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March 31, |
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December 31, |
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2011 |
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2010 |
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Assets |
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Current assets |
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Cash and cash equivalents |
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$ |
195,548 |
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$ |
235,136 |
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Receivables net |
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242,177 |
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213,553 |
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Inventories |
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215,650 |
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196,546 |
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Other current assets |
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50,632 |
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47,523 |
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Total current assets |
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704,007 |
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692,758 |
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Property, plant and equipment net |
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199,703 |
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188,562 |
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Goodwill and intangible assets |
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1,545,591 |
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1,488,393 |
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Other noncurrent assets |
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16,127 |
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11,982 |
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Total assets |
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$ |
2,465,428 |
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$ |
2,381,695 |
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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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$ |
107,415 |
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$ |
104,055 |
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Accrued expenses |
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118,493 |
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117,879 |
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Short-term borrowings |
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102,801 |
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119,445 |
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Dividends payable |
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12,289 |
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Total current liabilities |
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328,709 |
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353,668 |
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Long-term borrowings |
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415,383 |
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408,450 |
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Other noncurrent liabilities |
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248,350 |
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243,917 |
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Total liabilities |
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992,442 |
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1,006,035 |
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Shareholders equity |
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1,472,986 |
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1,375,660 |
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Total liabilities and shareholders equity |
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$ |
2,465,428 |
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$ |
2,381,695 |
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-more-
IDEX CORPORATION
Company and Business Group Financial Information
(dollars in thousands)
(unaudited)
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Three Months Ended |
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March 31, |
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2011(b) |
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2010(f) |
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Fluid & Metering Technologies |
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Net sales |
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$ |
195,273 |
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$ |
167,108 |
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Operating income (c) |
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40,237 |
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|
31,359 |
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Operating margin |
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20.6 |
% |
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|
18.8 |
% |
Depreciation and amortization |
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$ |
7,969 |
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$ |
7,726 |
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Capital expenditures |
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3,467 |
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3,594 |
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Health & Science Technologies |
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Net sales |
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$ |
133,635 |
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$ |
93,291 |
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Operating income (c) |
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|
31,114 |
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|
20,266 |
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Operating margin |
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|
23.3 |
% |
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|
21.7 |
% |
Depreciation and amortization |
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$ |
5,013 |
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$ |
3,811 |
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Capital expenditures |
|
|
3,339 |
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|
1,478 |
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Dispensing Equipment |
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Net sales |
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$ |
32,158 |
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$ |
33,554 |
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Operating income (c) |
|
|
5,639 |
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|
|
6,754 |
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Operating margin |
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|
17.5 |
% |
|
|
20.1 |
% |
Depreciation and amortization |
|
$ |
1,023 |
|
|
$ |
1,033 |
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Capital expenditures |
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|
424 |
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|
213 |
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Fire & Safety/Diversified Products |
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Net sales |
|
$ |
66,729 |
|
|
$ |
63,401 |
|
Operating income (c) |
|
|
15,503 |
|
|
|
13,423 |
|
Operating margin |
|
|
23.2 |
% |
|
|
21.2 |
% |
Depreciation and amortization |
|
$ |
1,319 |
|
|
$ |
1,452 |
|
Capital expenditures |
|
|
1,260 |
|
|
|
864 |
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Company |
|
|
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Net sales |
|
$ |
427,089 |
|
|
$ |
355,598 |
|
Operating income (d) |
|
|
77,721 |
|
|
|
59,760 |
|
Operating margin |
|
|
18.2 |
% |
|
|
16.8 |
% |
Depreciation and amortization (e) |
|
$ |
15,622 |
|
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$ |
14,284 |
|
Capital expenditures |
|
|
10,084 |
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|
|
7,350 |
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|
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(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. |
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(b) |
|
Three month data includes acquisitions of OBL (July 2010) in the Fluid & Metering Technologies
Segment and Microfluidics (March 2011), Advanced Thin Films (January 2011), Fitzpatrick (November
2010) and Seals-PPE (April 2010) in the Health & Science Technologies Segment from the date of
acquisition. |
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(c) |
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Group operating income excludes unallocated corporate operating expenses and 2010
restructuring related charges. |
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(d) |
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Company operating income excludes 2010 restructuring related charges. |
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(e) |
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Excludes amortization of debt issuance expenses. |
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(f) |
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Financial data has been revised to reflect the movement of the Pharma group from the Fluid &
Metering Technologies Segment to the Health & Science Technologies Segment. |