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 (Date of earliest event reported): February 1, 2018
AMETEK, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 1-12981 | 14-1682544 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) | ||
| 1100 Cassatt Road, Berwyn, Pennsylvania |
19312 | |||
| (Address of principal executive offices) | (Zip Code) | |||
Registrant’s telephone number, including area code: (610) 647-2121
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company ☐
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. ☐
| Item 2.02 | Results of Operations and Financial Condition. |
On February 1, 2018, AMETEK, Inc. (the “Company”) issued a press release announcing its financial results for the three months and year ended December 31, 2017. A copy of the release is furnished as Exhibit 99.1 and incorporated by reference herein. This Current Report on Form 8-K and the press release attached hereto are being furnished pursuant to Item 2.02 of Form 8-K.
The information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing by the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
| Item 8.01 | Other Events. |
Dividend Increase
On February 1, 2018, the Company issued a press release announcing that its Board of Directors has approved a 56% increase in its quarterly cash dividend on its common stock to $0.14 per share from $0.09 per share. A copy of the release is furnished as Exhibit 99.2 to this Current Report on Form 8-K.
Acquisitions
On February 1, 2018, the Company issued a press release announcing it has acquired FMH Aerospace and Arizona Instrument. A copy of the release is furnished as Exhibit 99.3 to this Current Report on Form 8-K.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
SIGNATURES
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.
| AMETEK, Inc. | ||||||
| February 1, 2018 | By: | /s/ THOMAS M. MONTGOMERY | ||||
| Name: | Thomas M. Montgomery | |||||
| Title: | Senior Vice President – Comptroller | |||||
Exhibit 99.1
AMETEK ANNOUNCES RECORD FOURTH QUARTER AND
FULL YEAR RESULTS AND ISSUES 2018 GUIDANCE
— Reports fourth quarter sales up 17% —
— Reports fourth quarter GAAP earnings of $1.03 per diluted share, up 119% over prior year —
— Delivers adjusted earnings of $0.70 per diluted share, up 21% over 2016 adjusted earnings —
— Provides 2018 earnings guidance of $2.95 to $3.05 per diluted share —
— Deploys $273 million on the acquisition of two businesses —
— Announces increase in regular quarterly dividend from $0.09 to $0.14 per share —
BERWYN, PA, FEBRUARY 1, 2018 – AMETEK, Inc. (NYSE: AME) today announced its financial results for the three month and full year periods ended December 31, 2017, delivering record levels of sales, operating income, net income, diluted earnings per share and cash flow for both the fourth quarter and full year.
AMETEK reported fourth quarter 2017 sales of $1.14 billion, an increase of 17% compared to the fourth quarter of 2016 with 9% organic sales growth. On a GAAP basis, fourth quarter 2017 operating income was $229.6 million and diluted earnings per share were $1.03. Excluding an after-tax gain of $75.5 million, or $0.33 per diluted share, fourth quarter 2017 operating income was $251.4 million, up 18%, and diluted earnings per share were $0.70, up 21%, each over the prior year’s adjusted results.
The fourth quarter of 2017 after-tax gain of $75.5 million includes a one-time, non-cash gain of $185.8 million related to the remeasurement of AMETEK’s deferred tax liabilities as a result of the Tax Cuts and Jobs Act (“Tax Reform”). This gain was partially offset by a $94.2 million charge related to repatriation and associated withholding taxes due to Tax Reform, and $16.1 million of realignment expense and charitable donations in the fourth quarter. A reconciliation of reported GAAP results to adjusted results is included in the financial tables accompanying this release and on the AMETEK website. These impacts from Tax Reform should be considered provisional and may be subject to further adjustment.
“AMETEK’s businesses finished the year exceptionally well, delivering another quarter with record-level performance,” said David A. Zapico, AMETEK Chairman and Chief Executive Officer. “Driven by outstanding organic sales growth, recent acquisition contributions and strong operating performance, AMETEK achieved 17% sales growth and 21% adjusted earnings growth in the quarter.”
“In addition, our businesses generated $253 million in operating cash flow in the quarter, with exceptional free cash flow conversion, which speaks to the strength of our business model and outstanding execution. This strength is reflected in our strong acquisition activity, having just deployed approximately $273 million on two acquisitions, while also announcing a 56% increase in our dividend from $0.09 to $0.14 per share,” noted Mr. Zapico.
-1-
For the full year, AMETEK reported sales of $4.3 billion, up 12% over 2016. On a GAAP basis, full year 2017 operating income was $915.1 million and diluted earnings per share were $2.94. Excluding the after-tax gain of $75.5 million, or $0.33 per diluted share, full year 2017 operating income was $936.9 million, up 11%, and full year diluted earnings per share were $2.61, up 13%, both over the prior year’s adjusted results.
Electronic Instruments Group (EIG)
EIG sales in the fourth quarter were a record $741.5 million, a 20% increase over the fourth quarter of 2016. On a GAAP basis, EIG fourth quarter 2017 operating income was $191.1 million. Excluding realignment costs in both periods, fourth quarter EIG operating income was a record $195.6 million, an increase of 20% over the prior year, and operating margins were excellent at 26.4% in the quarter.
“EIG performed exceptionally well in the fourth quarter and for the full year, delivering outstanding orders and sales growth. The sales growth was driven by very strong and broad based organic sales growth of 9% and the contributions from the acquisitions of Rauland and MOCON,” commented Mr. Zapico.
Electromechanical Group (EMG)
Fourth quarter sales for EMG were $401.6 million, up 13% over the fourth quarter of 2016. On a GAAP basis, EMG fourth quarter 2017 operating income was $61.9 million. Excluding realignment costs in both periods, fourth quarter EMG operating income was $74.2 million, an increase of 18% over the prior year and operating margins were 18.5%, up 80 basis points over last year’s fourth quarter.
“EMG also had an outstanding fourth quarter to complete a great year. Continued strong order growth drove a 10% increase in organic sales in the quarter, with the acquisition of Laserage contributing the balance of the overall sales growth. EMG also delivered excellent operating performance in the quarter,” noted Mr. Zapico.
2018 Outlook
“We are very well positioned as we enter 2018. Our businesses are operating at a very high level across their attractive niche market segments and we continue to make investments in these businesses to better position AMETEK for long-term organic growth. Our strong cash flows, robust balance sheet and proven ability to deploy capital on value enhancing acquisitions give us confidence entering the year,” commented Mr. Zapico.
“In 2018, we expect overall sales to increase approximately 7% to 9%, driven by contributions from recent acquisitions and 3% to 5% organic sales growth. Diluted earnings per share for 2018 are estimated to be in the range of $2.95 to $3.05, up 13% to 17% compared to the adjusted results of 2017,” he added.
“Sales in the first quarter of 2018, are expected to be up low-double digits on a percentage basis compared to the first quarter of 2017. We anticipate first quarter 2018 earnings per diluted share to be in the range of $0.70 to $0.72, an increase of 17% to 20% over the first quarter of 2017 results,” concluded Mr. Zapico.
-2-
Conference Call
AMETEK will webcast its fourth quarter 2017 investor conference call on Thursday, February 1, 2018, beginning at 8:30 AM ET. The live audio webcast will be available and later archived in the Investors section of www.ametek.com.
Corporate Profile
AMETEK is a leading global manufacturer of electronic instruments and electromechanical devices with annualized sales of more than $4.5 billion. AMETEK’s Corporate Growth Plan is based on Four Key Strategies: Operational Excellence, Strategic Acquisitions, Global & Market Expansion and New Products. AMETEK’s objective is double-digit percentage growth in earnings per share over the business cycle and a superior return on total capital. The common stock of AMETEK is a component of the S&P 500 Index.
Forward-looking Information
Statements in this news release relating to future events, such as AMETEK’s expected business and financial performance are “forward-looking statements.” Forward-looking statements are subject to various factors and uncertainties that may cause actual results to differ significantly from expectations. These factors and uncertainties include AMETEK’s ability to consummate and successfully integrate future acquisitions; risks associated with international sales and operations; AMETEK’s ability to successfully develop new products, open new facilities or transfer product lines; the price and availability of raw materials; compliance with government regulations, including environmental regulations; changes in the competitive environment or the effects of competition in our markets; the ability to maintain adequate liquidity and financing sources; and general economic conditions affecting the industries we serve. A detailed discussion of these and other factors that may affect our future results is contained in AMETEK’s filings with the U.S. Securities and Exchange Commission, including its most recent reports on Form 10-K, 10-Q and 8-K. AMETEK disclaims any intention or obligation to update or revise any forward-looking statements.
Contact:
AMETEK, Inc.
Kevin Coleman
Vice President, Investor Relations
1100 Cassatt Road
Berwyn, Pennsylvania 19312
kevin.coleman@ametek.com
Phone: 610.889.5247
(Financial Information Follows)
-3-
AMETEK, Inc.
Consolidated Statement of Income
(In thousands, except per share amounts)
| Three Months Ended | Year Ended | |||||||||||||||
| December 31, | December 31, | |||||||||||||||
| 2017 | 2016 | 2017 | 2016 | |||||||||||||
| (Unaudited) | (Unaudited) | (Unaudited) | ||||||||||||||
| Net sales |
$ | 1,143,085 | $ | 972,953 | $ | 4,300,170 | $ | 3,840,087 | ||||||||
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| Operating expenses: |
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| Cost of sales |
767,039 | 681,084 | 2,851,431 | 2,575,220 | ||||||||||||
| Selling, general and administrative |
146,466 | 118,647 | 533,645 | 462,970 | ||||||||||||
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| Total operating expenses |
913,505 | 799,731 | 3,385,076 | 3,038,190 | ||||||||||||
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| Operating income |
229,580 | 173,222 | 915,094 | 801,897 | ||||||||||||
| Other expenses: |
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| Interest expense |
(24,252 | ) | (23,588 | ) | (98,029 | ) | (94,304 | ) | ||||||||
| Other, net |
(7,803 | ) | (4,382 | ) | (20,336 | ) | (14,490 | ) | ||||||||
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| Income before income taxes |
197,525 | 145,252 | 796,729 | 693,103 | ||||||||||||
| (Benefit) Provision for income taxes |
(41,007 | ) | 36,144 | 115,259 | 180,945 | |||||||||||
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| Net income |
$ | 238,532 | $ | 109,108 | $ | 681,470 | $ | 512,158 | ||||||||
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| Diluted earnings per share |
$ | 1.03 | $ | 0.47 | $ | 2.94 | $ | 2.19 | ||||||||
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| Basic earnings per share |
$ | 1.03 | $ | 0.47 | $ | 2.96 | $ | 2.20 | ||||||||
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| Weighted average common shares outstanding: |
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| Diluted shares |
232,534 | 231,191 | 231,845 | 233,730 | ||||||||||||
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| Basic shares |
230,770 | 230,209 | 230,229 | 232,593 | ||||||||||||
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| Dividends per share |
$ | 0.09 | $ | 0.09 | $ | 0.36 | $ | 0.36 | ||||||||
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AMETEK, Inc.
Information by Business Segment
(In thousands)
| Three Months Ended | Year Ended | |||||||||||||||
| December 31, | December 31, | |||||||||||||||
| 2017 | 2016 | 2017 | 2016 | |||||||||||||
| (Unaudited) | (Unaudited) | (Unaudited) | ||||||||||||||
| Net sales: |
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| Electronic Instruments |
$ | 741,516 | $ | 616,039 | $ | 2,690,554 | $ | 2,360,285 | ||||||||
| Electromechanical |
401,569 | 356,914 | 1,609,616 | 1,479,802 | ||||||||||||
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| Consolidated net sales |
$ | 1,143,085 | $ | 972,953 | $ | 4,300,170 | $ | 3,840,087 | ||||||||
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| Income: |
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| Segment operating income: |
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| Electronic Instruments |
$ | 191,104 | $ | 141,075 | $ | 677,489 | $ | 577,717 | ||||||||
| Electromechanical |
61,907 | 46,692 | 310,875 | 277,873 | ||||||||||||
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| Total segment operating income |
253,011 | 187,767 | 988,364 | 855,590 | ||||||||||||
| Corporate administrative and other expenses |
(23,431 | ) | (14,545 | ) | (73,270 | ) | (53,693 | ) | ||||||||
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| Consolidated operating income |
$ | 229,580 | $ | 173,222 | $ | 915,094 | $ | 801,897 | ||||||||
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-4-
AMETEK, Inc.
Condensed Consolidated Balance Sheet
(In thousands)
| December 31, | December 31, | |||||||
| 2017 | 2016 | |||||||
| (Unaudited) | ||||||||
| ASSETS |
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| Current assets: |
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| Cash and cash equivalents |
$ | 646,300 | $ | 717,259 | ||||
| Receivables, net |
668,176 | 592,326 | ||||||
| Inventories, net |
540,504 | 492,104 | ||||||
| Other current assets |
79,675 | 126,501 | ||||||
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| Total current assets |
1,934,655 | 1,928,190 | ||||||
| Property, plant and equipment, net |
493,296 | 473,230 | ||||||
| Goodwill |
3,115,619 | 2,818,950 | ||||||
| Other intangibles, investments and other assets |
2,252,494 | 1,880,304 | ||||||
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| Total assets |
$ | 7,796,064 | $ | 7,100,674 | ||||
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| LIABILITIES AND STOCKHOLDERS’ EQUITY |
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| Current liabilities: |
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| Short-term borrowings and current portion of long-term debt, net |
$ | 308,123 | $ | 278,921 | ||||
| Accounts payable and accruals |
830,540 | 645,520 | ||||||
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| Total current liabilities |
1,138,663 | 924,441 | ||||||
| Long-term debt, net |
1,866,166 | 2,062,644 | ||||||
| Deferred income taxes and other long-term liabilities |
763,602 | 857,076 | ||||||
| Stockholders’ equity |
4,027,633 | 3,256,513 | ||||||
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| Total liabilities and stockholders’ equity |
$ | 7,796,064 | $ | 7,100,674 | ||||
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AMETEK, Inc.
Reconciliations of GAAP to Non-GAAP Financial Measures
(In thousands, except per share amounts)
(Unaudited)
| Three Months Ended | Year Ended | |||||||||||||||
| December 31, | December 31, | |||||||||||||||
| 2017 | 2016 | 2017 | 2016 | |||||||||||||
| EIG Segment operating income (GAAP) |
$ | 191,104 | $ | 141,075 | $ | 677,489 | $ | 577,717 | ||||||||
| Realignment costs |
4,534 | 12,355 | 4,534 | 12,355 | ||||||||||||
| Indefinite-lived intangibles impairment |
— | 9,200 | — | 9,200 | ||||||||||||
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| Adjusted EIG Segment operating income (Non-GAAP) |
$ | 195,638 | $ | 162,630 | $ | 682,023 | $ | 599,272 | ||||||||
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| EMG Segment operating income (GAAP) |
$ | 61,907 | $ | 46,692 | $ | 310,875 | $ | 277,873 | ||||||||
| Realignment costs |
12,252 | 11,644 | 12,252 | 11,644 | ||||||||||||
| Indefinite-lived intangibles impairment |
— | 4,700 | — | 4,700 | ||||||||||||
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| Adjusted EMG Segment operating income (Non-GAAP) |
$ | 74,159 | $ | 63,036 | $ | 323,127 | $ | 294,217 | ||||||||
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| Selling, general and administrative (GAAP) |
$ | 146,466 | $ | 118,647 | $ | 533,645 | $ | 462,970 | ||||||||
| Realignment costs |
— | 1,557 | — | 1,557 | ||||||||||||
| Charitable donations |
5,000 | — | 5,000 | — | ||||||||||||
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| Adjusted selling, general and administrative (Non-GAAP) |
$ | 141,466 | $ | 117,090 | $ | 528,645 | $ | 461,413 | ||||||||
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| Operating income (GAAP) |
$ | 229,580 | $ | 173,222 | $ | 915,094 | $ | 801,897 | ||||||||
| Realignment costs |
16,786 | 25,556 | 16,786 | 25,556 | ||||||||||||
| Charitable donations |
5,000 | — | 5,000 | — | ||||||||||||
| Indefinite-lived intangibles impairment |
— | 13,900 | — | 13,900 | ||||||||||||
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| Adjusted Operating income (Non-GAAP) |
$ | 251,366 | $ | 212,678 | $ | 936,880 | $ | 841,353 | ||||||||
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| Provision for income taxes (GAAP) |
$ | (41,007 | ) | $ | 36,144 | $ | 115,259 | $ | 180,945 | |||||||
| Income tax benefit on realignment costs |
3,821 | 8,578 | 3,821 | 8,578 | ||||||||||||
| Income tax benefit on charitable donations |
1,885 | — | 1,885 | — | ||||||||||||
| Net deferred tax revaluation due to Tax Reform(1) |
185,781 | — | 185,781 | — | ||||||||||||
| Deemed repatriation of foreign earnings due to Tax Reform(1) |
(94,191 | ) | — | (94,191 | ) | — | ||||||||||
| Income tax benefit on indefinite-lived intangibles impairment |
— | 5,310 | — | 5,310 | ||||||||||||
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| Adjusted provision for income taxes (Non-GAAP) |
$ | 56,289 | $ | 50,032 | $ | 212,555 | $ | 194,833 | ||||||||
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| Net income (GAAP) |
$ | 238,532 | $ | 109,108 | $ | 681,470 | $ | 512,158 | ||||||||
| Realignment costs |
12,965 | 16,978 | 12,965 | 16,978 | ||||||||||||
| Charitable donations |
3,115 | — | 3,115 | — | ||||||||||||
| Net deferred tax revaluation due to Tax Reform(1) |
(185,781 | ) | — | (185,781 | ) | — | ||||||||||
| Deemed repatriation of foreign earnings due to Tax Reform(1) |
94,191 | — | 94,191 | — | ||||||||||||
| Indefinite-lived intangibles impairment |
— | 8,590 | — | 8,590 | ||||||||||||
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| Adjusted Net income (Non-GAAP) |
$ | 163,022 | $ | 134,676 | $ | 605,960 | $ | 537,726 | ||||||||
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| Diluted earnings per share (GAAP) |
$ | 1.03 | $ | 0.47 | $ | 2.94 | $ | 2.19 | ||||||||
| Realignment costs |
0.07 | 0.11 | 0.07 | 0.11 | ||||||||||||
| Income tax benefit on realignment costs |
(0.02 | ) | (0.04 | ) | (0.02 | ) | (0.04 | ) | ||||||||
| Charitable donations |
0.02 | — | 0.02 | — | ||||||||||||
| Income tax benefit on charitable donations |
(0.01 | ) | — | (0.01 | ) | — | ||||||||||
| Net deferred tax revaluation due to Tax Reform(1) |
(0.80 | ) | — | (0.80 | ) | — | ||||||||||
| Deemed repatriation of foreign earnings due to Tax Reform(1) |
0.41 | — | 0.41 | — | ||||||||||||
| Indefinite-lived intangibles impairment |
— | 0.06 | — | 0.06 | ||||||||||||
| Income tax benefit on indefinite-lived intangibles impairment |
— | (0.02 | ) | — | (0.02 | ) | ||||||||||
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| Adjusted Diluted earnings per share (Non-GAAP) |
$ | 0.70 | $ | 0.58 | $ | 2.61 | $ | 2.30 | ||||||||
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-6-
AMETEK, Inc.
Reconciliations of GAAP to Non-GAAP Financial Measures
(In thousands, except per share amounts)
(Unaudited)
| Three Months Ended | Year Ended | |||||||||||||||
| December 31, | December 31, | |||||||||||||||
| 2017 | 2016 | 2017 | 2016 | |||||||||||||
| EIG Segment operating margin (GAAP) |
25.8 | % | 22.9 | % | 25.2 | % | 24.5 | % | ||||||||
| Realignment costs |
0.6 | 2.0 | 0.1 | 0.5 | ||||||||||||
| Indefinite-lived intangibles impairment |
— | 1.5 | — | 0.4 | ||||||||||||
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| Adjusted EIG Segment operating margin (Non-GAAP) |
26.4 | % | 26.4 | % | 25.3 | % | 25.4 | % | ||||||||
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| EMG Segment operating margin (GAAP) |
15.4 | % | 13.1 | % | 19.3 | % | 18.8 | % | ||||||||
| Realignment costs |
3.1 | 3.3 | 0.8 | 0.8 | ||||||||||||
| Indefinite-lived intangibles impairment |
— | 1.3 | — | 0.3 | ||||||||||||
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| Adjusted EMG Segment operating margin (Non-GAAP) |
18.5 | % | 17.7 | % | 20.1 | % | 19.9 | % | ||||||||
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| Operating income margin (GAAP) |
20.1 | % | 17.8 | % | 21.3 | % | 20.9 | % | ||||||||
| Realignment costs |
1.5 | 2.6 | 0.4 | 0.7 | ||||||||||||
| Charitable donations |
0.4 | — | 0.1 | — | ||||||||||||
| Indefinite-lived intangibles impairment |
— | 1.5 | — | 0.3 | ||||||||||||
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| Adjusted Operating income margin (Non-GAAP) |
22.0 | % | 21.9 | % | 21.8 | % | 21.9 | % | ||||||||
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| Effective tax rate (GAAP) |
(20.8 | )% | 24.9 | % | 14.5 | % | 26.1 | % | ||||||||
| Realignment costs |
(0.2 | ) | 1.4 | (0.1 | ) | 0.3 | ||||||||||
| Charitable donations |
0.3 | — | 0.1 | — | ||||||||||||
| Net deferred tax revaluation due to Tax Reform(1) |
94.1 | — | 23.3 | — | ||||||||||||
| Deemed repatriation of foreign earnings due to Tax Reform(1) |
(47.7 | ) | — | (11.8 | ) | — | ||||||||||
| Indefinite-lived intangibles impairment |
— | 0.8 | — | 0.2 | ||||||||||||
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| Adjusted Effective tax rate (Non-GAAP) |
25.7 | % | 27.1 | % | 26.0 | % | 26.6 | % | ||||||||
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| (1) | These amounts, which are based on reasonable estimates, will require further adjustments as additional guidance from the U.S. Department of Treasury is provided, the Company’s assumptions change, or as further information and interpretations become available. |
Use of Non-GAAP Financial Information
The Company supplements its consolidated financial statements presented on a U.S. generally accepted accounting principles (“GAAP”) basis with certain non-GAAP financial information to provide investors with greater insight, increased transparency and allow for a more comprehensive understanding of the information used by management in its financial and operational decision-making. Reconciliation of non-GAAP measures to their most directly comparable GAAP measures are included in the accompanying financial tables. These non-GAAP financial measures should be considered in addition to, and not as a replacement for, or superior to, the comparable GAAP measure, and may not be comparable to similarly titled measures reported by other companies.
The Company believes that these measures provide useful information to investors by reflecting additional ways of viewing AMETEK’s operations that, when reconciled to the comparable GAAP measure, helps our investors to better understand the long-term profitability trends of our business, and facilitates easier comparisons of our profitability to prior and future periods and to our peers. The items described above have been excluded from this measure because items of this nature and/or size occur with inconsistent frequency, occur for reasons that may be unrelated to AMETEK’s commercial performance during the period and/or we believe are not indicative of AMETEK’s ongoing operating costs or gains in a given period, which we believe may obscure underlying business trends and make comparisons of long-term performance difficult.
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Exhibit 99.2
AMETEK INCREASES QUARTERLY DIVIDEND
BERWYN, PA, FEBRUARY 1, 2018 – AMETEK, Inc. (NYSE: AME) today announced its Board of Directors has approved a 56% increase in its quarterly cash dividend on common stock to $0.14 per share from $0.09 per share. The dividend is payable on March 29, 2018 to shareholders of record as of March 16, 2018. This dividend increase will raise the indicated annual rate to $0.56 per share.
“AMETEK’s businesses continue to operate at a very high level, delivering outstanding cash flow generation and excellent operating results,” said David A. Zapico, AMETEK Chairman and Chief Executive Officer. “We remain focused on delivering double digit earnings growth over the business cycle by executing our proven Growth Strategies. Our primary use of free cash flow will be to continue supporting our acquisition strategy, driving long-term shareholder value. Strong cash flow generation will enable us to continue funding these strategies, while also rewarding shareholders with a higher cash dividend.”
Corporate Profile
AMETEK is a leading global manufacturer of electronic instruments and electromechanical devices with annualized sales of more than $4.5 billion. AMETEK’s Corporate Growth Plan is based on Four Key Strategies: Operational Excellence, Strategic Acquisitions, Global & Market Expansion and New Products. AMETEK’s objective is double-digit percentage growth in earnings per share over the business cycle and a superior return on total capital. The common stock of AMETEK is a component of the S&P 500 Index.
Forward-looking Information
Statements in this news release relating to future events, such as AMETEK’s expected business and financial performance are “forward-looking statements.” Forward-looking statements are subject to various factors and uncertainties that may cause actual results to differ significantly from expectations. These factors and uncertainties include AMETEK’s ability to consummate and successfully integrate future acquisitions; risks associated with international sales and operations; AMETEK’s ability to successfully develop new products, open new facilities or transfer product lines; the price and availability of raw materials; compliance with government regulations, including environmental regulations; changes in the competitive environment or the effects of competition in our markets; the ability to maintain adequate liquidity and financing sources; and general economic conditions affecting the industries we serve. A detailed discussion of these and other factors that may affect our future results is contained in AMETEK’s filings with the U.S. Securities and Exchange Commission, including its most recent reports on Form 10-K, 10-Q and 8-K. AMETEK disclaims any intention or obligation to update or revise any forward-looking statements.
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Contact:
AMETEK, Inc.
Kevin Coleman
Vice President, Investor Relations
1100 Cassatt Road
Berwyn, Pennsylvania 19312
kevin.coleman@ametek.com
Phone: 610.889.5247
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Exhibit 99.3
AMETEK COMPLETES TWO ACQUISITIONS
— FMH Aerospace Expands AMETEK’s Position in Aerospace & Defense Markets —
— Arizona Instrument Broadens AMETEK’s Instrumentation Platform —
BERWYN, PA, FEBRUARY 1, 2018 – AMETEK, Inc. (NYSE: AME) today announced that it has completed two acquisitions; FMH Aerospace, a leading provider of complex, highly-engineered solutions for the aerospace, defense and space industries and Arizona Instrument, a provider of differentiated, high-precision moisture and gas measurement instruments. Combined, approximately $273 million was deployed on these acquisitions.
“We are very excited with the acquisitions of FMH Aerospace and Arizona Instrument as both companies offer differentiated products serving attractive markets,” comments David A. Zapico, AMETEK Chairman and Chief Executive Officer. “We are pleased with our recent acquisition efforts and continue to manage our strong deal pipeline.”
FMH Aerospace
FMH Aerospace is a leading provider of complex, highly-engineered solutions for the aerospace, defense and space industries. FMH products are used to facilitate the transfer of fluids and gases at extreme temperatures and pressures with highly demanding, mission-critical applications.
“FMH is a high-quality acquisition for our Thermal Management Systems businesses with excellent positions across a number of attractive aerospace and defense platforms,” notes Mr. Zapico. “Its proprietary products and solutions further broaden our differentiated product offering serving these markets.”
FMH Aerospace, with annual sales of approximately $50 million, was acquired for $235 million. Headquartered in Irvine, CA, it joins AMETEK as part of its Electromechanical Group, a differentiated supplier of automation and precision motion control solutions, electrical interconnects, specialty metals, thermal management systems and specialty motors.
Arizona Instrument
Arizona Instrument is a provider of differentiated, high-precision moisture and gas measurement instruments for use in high-value applications.
“Arizona Instrument is an exciting addition to AMETEK’s growing presence in the food, pharmaceutical and environmental markets and nicely complements our Brookfield Engineering business,” comments Mr. Zapico. “Its differentiated products are supporting customers’ increasingly complex production processes and more stringent environmental and safety standards.”
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Arizona Instrument, with annual sales of roughly $15 million, was acquired for approximately $38 million. Headquartered in Chandler, AZ, it joins AMETEK as part of its Electronic Instruments Group, a leader in the design and manufacture of advanced instruments for the aerospace, power, process and industrial markets.
Corporate Profile
AMETEK is a leading global manufacturer of electronic instruments and electromechanical devices with annualized sales of more than $4.5 billion. AMETEK’s Corporate Growth Plan is based on Four Key Strategies: Operational Excellence, Strategic Acquisitions, Global & Market Expansion and New Products. AMETEK’s objective is double-digit percentage growth in earnings per share over the business cycle and a superior return on total capital. The common stock of AMETEK is a component of the S&P 500 Index.
Contact:
AMETEK, Inc.
Kevin Coleman
Vice President, Investor Relations
1100 Cassatt Road
Berwyn, Pennsylvania 19312
kevin.coleman@ametek.com
Phone: 610.889.5247
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