2015.07.21 8-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

______________________________________

________________________________

Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 21, 2015

________________________________

(Exact name of registrant as specified in its charter)

________________________________



State of Delaware	1-4018	53-0257888
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

3005 Highland Parkway
Downers Grove, Illinois		60515
(Address of principal executive offices)		(Zip Code)

(Registrant’s telephone number, including area code)

______________________

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:



¨	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))

Item 2.02 Results of Operations and Financial Condition.

On July 21, 2015, Dover Corporation (i) issued the Press Release attached hereto as Exhibit 99.1 announcing its results of operations for the quarter ended June 30, 2015; and (ii) posted on its website at

http://www.dovercorporation.com the presentation slides attached hereto as Exhibit 99.2 for the quarter ended June 30, 2015.

The information in this Current Report on Form 8-K, including exhibits, is being furnished to the Securities and Exchange Commission (the “SEC”) and shall not be deemed to be incorporated by reference into any of Dover’s filings with the SEC under the Securities Act of 1933.

Item 9.01 Financial Statements and Exhibits.

The following exhibits are furnished as part of this report:

99.1 Dover Corporation Press Release dated July 21, 2015.

99.2 Presentation Slides posted on Dover Corporation’s website at http://www.dovercorporation.com.

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.




Date:	July 21, 2015	DOVER CORPORATION
		(Registrant)

		By:	/s/ Ivonne M. Cabrera
			Ivonne M. Cabrera
			Senior Vice President, General Counsel & Secretary



Number		Exhibit
99.1		Press Release of Dover Corporation dated July 21, 2015

99.2		Presentation Slides posted on Dover Corporation’s website at http://www.dovercorporation.com



CONTACT:
Paul Goldberg
Vice President - Investor Relations
(212) 922-1640

DOVER REPORTS SECOND QUARTER 2015 RESULTS

Reports quarterly revenue of $1.8 billion, a decrease of 10% from the prior year

Achieves quarterly diluted earnings per share from continuing operations of $0.97

Expects full year diluted earnings per share from continuing operations to be in the range of $3.75 to $3.90

Downers Grove, Illinois, July 21, 2015 — Dover (NYSE: DOV) announced today that for the second quarter ended June 30, 2015, revenue was $1.8 billion, a decrease of 10% from the prior year. The decrease in revenue was driven by an organic revenue decline of 10% and a 4% unfavorable impact from foreign exchange, partially offset by 4% growth from acquisitions. Earnings from continuing operations were $155.6 million, a decrease of 26% as compared to $210.6 million for the prior year period. Diluted earnings per share from continuing operations ("EPS") for the second quarter ended June 30, 2015 were $0.97, compared to $1.25 EPS in the prior year period, representing a decrease of 22%. EPS for the second quarter ended June 30, 2015 includes restructuring costs of $0.01.

Revenue for the six months ended June 30, 2015 was $3.5 billion, a decrease of 8% over the prior year, reflecting an organic revenue decline of 8% and a 4% unfavorable impact from foreign exchange, partially offset by 4% growth from acquisitions. Earnings from continuing operations for the six months ended June 30, 2015 were $272.8 million, a decrease of 28% as compared to $380.6 million for the prior year period. Diluted EPS for the six months ended June 30, 2015 was $1.69, compared to $2.23 EPS in the prior year period, representing a decrease of 24%. Excluding discrete tax benefits recognized in the prior year period, EPS from continuing operations for the six months ended June 30, 2015 decreased 24% from an adjusted EPS of $2.22 in the prior year period. EPS for the six months ended June 30, 2015 includes restructuring costs of $0.12.

Commenting on the second quarter results, Dover's President and Chief Executive Officer, Robert A. Livingston, said, "In the quarter, we continued to be impacted by diminished demand and customer inventory reductions in our North American Energy markets. We were also affected by reduced customer capital spending in retail refrigeration, oil & gas related pump markets and our industrial businesses within Engineered Systems. These factors offset the benefits of our broad-based cost containment initiatives and restructuring actions, causing our overall results to be below our prior expectations.

“We will continue to manage through these headwinds, especially energy-related, as well as the ongoing impact of a stronger U.S. dollar, with an eye towards future growth and enhanced profitability. I remain confident that the strength of our market positions, combined with the actions we are taking, will enable Dover to deliver an improved second half of 2015.

"Looking forward, our forecast remains unchanged from our recently updated 2015 guidance. We expect full-year revenue to decline 8% to 9%. Within this revenue forecast, organic growth is anticipated to decline 7% to 8%, completed acquisitions will provide approximately 3% growth, and FX is expected to be a 4% headwind. In total, full year adjusted EPS is expected to be in the range of $3.75 to $3.90, inclusive of $0.16 to $0.19 of restructuring charges.”

Net earnings for the second quarter ended June 30, 2015, were $332.4 million, or $2.07 EPS, which included earnings from discontinued operations of $176.8 million, or $1.10 EPS, compared to net earnings of $214.0 million, or $1.27 EPS, for the same period of 2014, which included earnings from discontinued operations of $3.4 million, or $0.02 EPS. Second quarter 2015 earnings from discontinued operations included a gain of $177.8 million, or $1.11 EPS, resulting from the disposition of a business held for sale.

Net earnings for the six months ended June 30, 2015, were $541.9 million, or $3.35 EPS, which included earnings from discontinued operations of $269.1 million, or $1.66 EPS, compared to net earnings of $374.1 million, or $2.19 EPS, for the same period of 2014, which included a loss from discontinued operations of $6.5 million, or $0.04 EPS. 2015 earnings from discontinued operations included gains of $265.6 million, or $1.64 EPS, resulting from the disposition of two businesses held for sale.

Dover will host a webcast of its second quarter 2015 conference call at 10:00 A.M. Eastern Time (9:00 A.M. Central Time) on Tuesday, July 21, 2015. The webcast can be accessed on the Dover website at www.dovercorporation.com. The conference call will also be made available for replay on the website. Additional information on Dover’s second quarter results and its operating segments can also be found on the Company’s website.

Dover is a diversified global manufacturer with annual revenues in excess of $7 billion. We deliver innovative equipment and components, specialty systems and support services through four major operating segments: Energy, Engineered Systems, Fluids, and Refrigeration & Food Equipment. Dover combines global scale with operational agility to lead the markets we serve. Recognized for our entrepreneurial approach for 60 years, our team of 26,000 employees takes an ownership mindset, collaborating with customers to redefine what’s possible. Headquartered in Downers Grove, Illinois, Dover trades on the New York Stock Exchange under “DOV.” Additional information is available at www.dovercorporation.com.

Forward-Looking Statements:

This press release contains “forward-looking” statements within the meaning of the Private Securities Litigation Reform Act of 1995, as amended. Such statements relate to, among other things, operating and strategic plans, income, earnings, cash flows, changes in operations, industries in which Dover businesses operate, anticipated market conditions and our positioning, global economies, and operating improvements. Forward-looking statements may be indicated by words or phrases such as “anticipates,” “expects,” “believes,” “suggests,” “will,” “plans,” “should,” “would,” “could,” and “forecast”, or the use of the future tense and similar words or phrases. Forward-looking statements are subject to inherent risks and uncertainties that could cause actual results to differ materially from current expectations, including, but not limited to, oil and natural gas demand, production growth, and prices; changes in exploration and production spending by Dover’s customers and changes in the level of oil and natural gas exploration and development; changes in customer demand and capital spending; economic conditions generally and changes in economic conditions globally and in markets served by Dover businesses, including well activity and U.S. industrials activity; Dover's ability to achieve expected savings from integration and other cost-

control initiatives, such as lean and productivity programs as well as efforts to reduce sourcing input costs; the impact of interest rate and currency exchange rate fluctuations; the ability of Dover's businesses to expand into new geographic markets; Dover's ability to identify and successfully consummate value-adding acquisition opportunities or planned divestitures; the impact of loss of a significant customer, or loss or non-renewal of significant contracts; the ability of Dover's businesses to develop and launch new products, timing of such launches and risks relating to market acceptance by customers; the relative mix of products and services which impacts margins and operating efficiencies; increased competition and pricing pressures; the impact of loss of a single-source manufacturing facility; short-term capacity constraints; increases in the cost of raw materials; domestic and foreign governmental and public policy changes or developments, including environmental regulations, conflict minerals disclosure requirements, and tax policies; protection and validity of patent and other intellectual property rights; the impact of legal matters and legal compliance risks; conditions and events affecting domestic and global financial and capital markets; and a downgrade in Dover's credit ratings which, among other matters, could make obtaining financing more difficult and costly. Dover refers you to the documents that it files from time to time with the Securities and Exchange Commission, such as its reports on Form 10-K, Form 10-Q and Form 8-K, for a discussion of these and other risks and uncertainties that could cause its actual results to differ materially from its current expectations and from the forward-looking statements contained herein. Dover undertakes no obligation to update any forward-looking statement, except as required by law.

INVESTOR SUPPLEMENT - SECOND QUARTER 2015

CONSOLIDATED STATEMENTS OF EARNINGS

(unaudited)(in thousands, except per share data)



	Three Months Ended June 30,						Six Months Ended June 30,
	2015			2014			2015			2014
Revenue	$	1,758,628		$	1,962,636		$	3,474,129		$	3,765,206
Cost of goods and services	1,104,060			1,194,537			2,192,402			2,289,247
Gross profit	654,568			768,099			1,281,727			1,475,959
Selling and administrative expenses	402,695			438,824			837,329			872,228
Operating earnings	251,873			329,275			444,398			603,731
Interest expense, net	31,988			31,961			64,025			64,616
Other income, net	(1,256		)	(6,233		)	(5,443		)	(6,042		)
Earnings before provision for income taxes and discontinued operations	221,141			303,547			385,816			545,157
Provision for income taxes	65,507			92,966			112,992			164,535
Earnings from continuing operations	155,634			210,581			272,824			380,622
Earnings (loss) from discontinued operations, net	176,762			3,378			269,082			(6,525		)
Net earnings	$	332,396		$	213,959		$	541,906		$	374,097

Basic earnings per common share:
Earnings from continuing operations	$	0.98		$	1.26		$	1.70		$	2.26
Earnings (loss) from discontinued operations, net	1.11			0.02			1.68			(0.04		)
Net earnings	2.10			1.29			3.38			2.23

Weighted average shares outstanding	158,640			166,474			160,137			168,103

Diluted earnings per common share:
Earnings from continuing operations	$	0.97		$	1.25		$	1.69		$	2.23
Earnings (loss) from discontinued operations, net	1.10			0.02			1.66			(0.04		)
Net earnings	2.07			1.27			3.35			2.19

Weighted average shares outstanding	160,398			168,857			161,876			170,450

Dividends paid per common share	$	0.40		$	0.375		$	0.80		$	0.75

QUARTERLY SEGMENT INFORMATION

(unaudited)(in thousands)



	2015									2014
	Q1			Q2			Q2 YTD			Q1			Q2			Q2 YTD			Q3			Q4			FY 2014
REVENUE
Energy	$	430,423		$	366,044		$	796,467		$	478,773		$	481,016		$	959,789		$	507,334		$	550,116		$	2,017,239

Engineered Systems
Printing & Identification	230,181			229,934			460,115			231,679			252,354			484,033			257,282			247,569			988,884
Industrials	343,015			363,157			706,172			335,995			361,467			697,462			355,019			344,600			1,397,081
	573,196			593,091			1,166,287			567,674			613,821			1,181,495			612,301			592,169			2,385,965

Fluids	340,236			351,511			691,747			345,009			346,275			691,284			361,797			377,485			1,430,566

Refrigeration & Food Equipment	372,097			448,115			820,212			411,493			522,357			933,850			528,807			458,532			1,921,189

Intra-segment eliminations	(451		)	(133		)	(584		)	(379		)	(833		)	(1,212		)	(664		)	(355		)	(2,231		)
Total consolidated revenue	$	1,715,501		$	1,758,628		$	3,474,129		$	1,802,570		$	1,962,636		$	3,765,206		$	2,009,575		$	1,977,947		$	7,752,728

NET EARNINGS
Segment Earnings:
Energy	$	52,305		$	40,909		$	93,214		$	118,968		$	114,991		$	233,959		$	122,738		$	105,118		$	461,815
Engineered Systems	88,149			96,702			184,851			83,227			101,766			184,993			108,800			93,205			386,998
Fluids	54,634			70,168			124,802			57,942			63,112			121,054			67,559			63,026			251,639
Refrigeration & Food Equipment	36,150			65,732			101,882			44,862			84,926			129,788			78,012			30,934			238,734
Total Segments	231,238			273,511			504,749			304,999			364,795			669,794			377,109			292,283			1,339,186
Corporate expense / other	34,526			20,382			54,908			30,734			29,287			60,021			27,815			29,964			117,800
Net interest expense	32,037			31,988			64,025			32,655			31,961			64,616			31,231			31,332			127,179
Earnings from continuing operations before provision for income taxes	164,675			221,141			385,816			241,610			303,547			545,157			318,063			230,987			1,094,207
Provision for income taxes	47,485			65,507			112,992			71,569			92,966			164,535			92,380			59,152			316,067
Earnings from continuing operations	117,190			155,634			272,824			170,041			210,581			380,622			225,683			171,835			778,140
Earnings (loss) from discontinued operations, net	92,320			176,762			269,082			(9,903		)	3,378			(6,525		)	6,161			(2,541		)	(2,905		)
Net earnings	$	209,510		$	332,396		$	541,906		$	160,138		$	213,959		$	374,097		$	231,844		$	169,294		$	775,235

SEGMENT OPERATING MARGIN
Energy	12.2		%	11.2		%	11.7		%	24.8		%	23.9		%	24.4		%	24.2		%	19.1		%	22.9		%
Engineered Systems	15.4		%	16.3		%	15.8		%	14.7		%	16.6		%	15.7		%	17.8		%	15.7		%	16.2		%
Fluids	16.1		%	20.0		%	18.0		%	16.8		%	18.2		%	17.5		%	18.7		%	16.7		%	17.6		%
Refrigeration & Food Equipment	9.7		%	14.7		%	12.4		%	10.9		%	16.3		%	13.9		%	14.8		%	6.7		%	12.4		%
Total Segment	13.5		%	15.6		%	14.5		%	16.9		%	18.6		%	17.8		%	18.8		%	14.8		%	17.3		%

DEPRECIATION AND AMORTIZATION EXPENSE
Energy	$	34,427		$	32,740		$	67,167		$	25,575		$	25,807		$	51,382		$	27,145		$	33,429		$	111,956
Engineered Systems	14,526			14,392			28,918			15,850			15,982			31,832			15,334			14,780			61,946
Fluids	13,848			13,648			27,496			16,366			15,308			31,674			14,019			15,210			60,903
Refrigeration & Food Equipment	16,458			16,406			32,864			17,212			17,451			34,663			17,073			16,965			68,701
Corporate	923			841			1,764			870			1,000			1,870			910			902			3,682
	$	80,182		$	78,027		$	158,209		$	75,873		$	75,548		$	151,421		$	74,481		$	81,286		$	307,188

QUARTERLY SEGMENT INFORMATION

(unaudited)(in thousands)



	2015									2014
	Q1			Q2			Q2 YTD			Q1			Q2			Q2 YTD			Q3			Q4			FY 2014
BOOKINGS
Energy	$	416,628		$	345,079		$	761,707		$	478,469		$	477,162		$	955,631		$	526,134		$	534,646		$	2,016,411

Engineered Systems
Printing & Identification	235,636			224,209			459,845			250,434			245,445			495,879			249,299			248,082			993,260
Industrials	337,070			336,173			673,243			370,949			363,773			734,722			342,687			374,438			1,451,847
Eliminations	(19		)	(6		)	(25		)	(18		)	(16		)	(34		)	(11		)	(11		)	(56		)
	572,687			560,376			1,133,063			621,365			609,202			1,230,567			591,975			622,509			2,445,051

Fluids	339,310			333,695			673,005			362,943			375,009			737,952			350,853			345,553			1,434,358

Refrigeration & Food Equipment	419,659			486,793			906,452			493,731			542,810			1,036,541			459,099			367,567			1,863,207

Intra-segment eliminations	(628		)	(417		)	(1,045		)	(506		)	(1,089		)	(1,595		)	(737		)	(644		)	(2,976		)

Total consolidated bookings	$	1,747,656		$	1,725,526		$	3,473,182		$	1,956,002		$	2,003,094		$	3,959,096		$	1,927,324		$	1,869,631		$	7,756,051

BACKLOG
Energy	$	212,060		$	194,819					$	210,846		$	206,415					$	232,739		$	233,347

Engineered Systems
Printing & Identification	108,151			103,403						131,298			128,912						115,352			110,359
Industrials	276,598			248,592						266,517			268,680						254,612			282,598
	384,749			351,995						397,815			397,592						369,964			392,957

Fluids	259,504			240,389						328,617			348,508						323,424			277,834

Refrigeration & Food Equipment	337,084			373,193						431,298			450,065						376,141			282,507

Intra-segment eliminations	(595		)	(354		)				(374		)	(211		)				(302		)	(431		)

Total consolidated backlog	$	1,192,802		$	1,160,042					$	1,368,202		$	1,402,369					$	1,301,966		$	1,186,214

QUARTERLY EARNINGS PER SHARE

(unaudited)(in thousands, except per share data*)



	2015						2014
	Q1		Q2		Q2 YTD		Q1			Q2		Q2 YTD			Q3		Q4			FY 2014
Basic earnings (loss) per common share:
Continuing operations	$	0.72	$	0.98	$	1.70	$	1.00		$	1.26	$	2.26		$	1.36	$	1.04		$	4.67
Discontinued operations	0.57		1.11		1.68		(0.06		)	0.02		(0.04		)	0.04		(0.02		)	(0.02		)
Net earnings	1.30		2.10		3.38		0.94			1.29		2.23			1.40		1.03			4.65

Diluted earnings (loss) per common share:
Continuing operations	$	0.72	$	0.97	$	1.69	$	0.99		$	1.25	$	2.23		$	1.34	$	1.03		$	4.61
Discontinued operations	0.57		1.10		1.66		(0.06		)	0.02		(0.04		)	0.04		(0.02		)	(0.02		)
Net earnings	1.28		2.07		3.35		0.93			1.27		2.19			1.38		1.02			4.59

Adjusted diluted earnings per common share (calculated below):
Continuing operations	$	0.72	$	0.97	$	1.69	$	0.97		$	1.25	$	2.22		$	1.31	$	1.01		$	4.54

Net earnings (loss) and average shares used in calculated earnings (loss) per share amounts are as follows:

Net earnings (loss):
Continuing operations	$	117,190	$	155,634	$	272,824	$	170,041		$	210,581	$	380,622		$	225,683	$	171,835		$	778,140
Discontinued operations	92,320		176,762		269,082		(9,903		)	3,378		(6,525		)	6,161		(2,541		)	(2,905		)
Net earnings	209,510		332,396		541,906		160,138			213,959		374,097			231,844		169,294			775,235

Average shares outstanding:
Basic	161,650		158,640		160,137		169,750			166,474		168,103			166,021		164,589			166,692
Diluted	163,323		160,398		161,876		172,013			168,857		170,450			168,343		166,467			168,842



Note:
Earnings from continuing operations are adjusted by discrete tax items and other one-time gains to derive adjusted earnings from continuing operations and adjusted diluted earnings per common share as follows:

	2015						2014
	Q1		Q2		Q2 YTD		Q1		Q2			Q2 YTD		Q3		Q4		FY 2014
Adjusted earnings from continuing operations:
Earnings from continuing operations	$	117,190	$	155,634	$	272,824	$	170,041	$	210,581		$	380,622	$	225,683	$	171,835	$	778,140
Gains (losses) from discrete and other tax items	—		—		—		2,541		(635		)	1,906		5,524		3,860		11,290
Adjusted earnings from continuing operations	$	117,190	$	155,634	$	272,824	$	167,500	$	211,216		$	378,716	$	220,159	$	167,975	$	766,850

Adjusted diluted earnings per common share:
Earnings from continuing operations	$	0.72	$	0.97	$	1.69	$	0.99	$	1.25		$	2.23	$	1.34	$	1.03	$	4.61
Gains (losses) from discrete and other tax items	—		—		—		0.01		—			0.01		0.03		0.02		0.07
Adjusted earnings from continuing operations	$	0.72	$	0.97	$	1.69	$	0.97	$	1.25		$	2.22	$	1.31	$	1.01	$	4.54

* Per share data may not add due to rounding.

QUARTERLY FREE CASH FLOW

(unaudited)(in thousands)



	2015									2014
	Q1			Q2			Q2 YTD			Q1			Q2			Q2 YTD			Q3			Q4			FY 2014
Cash flow from operating activities	$	131,332		$	218,911		$	350,243		$	28,361		$	185,013		$	213,374		$	292,012		$	444,778		$	950,164
Less: Additions to property, plant and equipment	(27,956		)	(43,807		)	(71,763		)	(32,695		)	(42,550		)	(75,245		)	(33,532		)	(57,256		)	(166,033		)
Free cash flow	$	103,376		$	175,104		$	278,480		$	(4,334	)	$	142,463		$	138,129		$	258,480		$	387,522		$	784,131

Free cash flow as a percentage of earnings from continuing operations	88.2		%	112.5		%	102.1		%	(2.5		)%	67.7		%	36.3		%	114.5		%	225.5		%	100.8		%

Free cash flow as a percentage of revenue	6.0		%	10.0		%	8.0		%	(0.2		)%	7.3		%	3.7		%	12.9		%	19.6		%	10.1		%

Earnings Conference Call Second Quarter 2015 July 21, 2015 – 9:00am CT

2 Forward looking statements and non-GAAP measures We want to remind everyone that our comments may contain forward-looking statements that are inherently subject to uncertainties and risks. We caution everyone to be guided in their analysis of Dover Corporation by referring to the documents we file from time to time with the SEC, including our Form 10-K for 2014, for a list of factors that could cause our results to differ from those anticipated in any such forward-looking statements. We would also direct your attention to our website, www.dovercorporation.com, where considerably more information can be found. This document contains non-GAAP financial information. Reconciliations of non-GAAP measures are included either in this presentation or Dover’s earnings release and investor supplement for the second quarter 2015. 2

3 $0.20 $0.40 $0.60 $0.80 $1.00 $1.20 $1.40 Q1* Q2 Q3* Q4* Q1 Q2 Q2 2015 Performance Adjusted Earnings Per Share* (continuing operations) Q2 Q2/Q2 * Excludes discrete & other tax benefits of $0.01 in Q1 2014, $0.03 in Q3 2014 and $0.02 in Q4 2014 (a) See Press Release for free cash flow reconciliation 3 Quarterly Comments 2014 2015  Revenue impacted by tough NA energy markets, FX headwinds and reduced spending by retail refrigeration customers; partially offset by solid performance in Fluids and Engineered Systems  US and Asian markets declined driven by NA energy, retail refrigeration and moderating China capex spend; Europe remained solid  Segment margin was impacted by lower volume and business mix  Bookings decline driven by NA energy markets, and reduced customer capital spending in retail refrigeration, oil & gas related pump markets and select industrial markets  Book-to-bill of 0.98 Note: Q4 2014 includes restructuring and other costs of $0.17; includes restructuring costs of $0.10 in Q1 2015 and $0.01 in Q2 2015 Revenue $1.8B -10% $3.5B -8% Adj. EPS (cont.) $0.97 -22% $1.69 -24% Bookings $1.7B -14% $3.5B -12% Seg. Margins 15.6% -300 bps 14.5% -330 bps Organic Rev. -10% -8% Acq. Growth 4% 4% FCF (a) $175M 23% $278M 102% 1H 1H/1H

4 Revenue Q2 2015 Energy Engineered Systems Fluids Refrigeration & Food Equip Total Organic -34% 3% 6% -12% -10% Acquisitions 12% - 2% 1% 4% Currency -2% -6% -6% -3% -4% Total -24% -3% 2% -14% -10% 1H 2015 Energy Engineered Systems Fluids Refrigeration & Food Equip Total Organic -29% 4% 4% -10% -8% Acquisitions 14% 1% 2% 1% 4% Currency -2% -6% -6% -3% -4% Total -17% -1% - -12% -8%

5 Printing & ID Industrial $337 $336 $417 $345 $236 $224 $339 $334 $420 $487 $0 $200 $400 $600 $800 DE Q1 DE Q2 DES Q1 DES Q2 DF Q1 DF Q2 DRE Q1 DRE Q2 Sequential Results – Q1 2015 → Q2 2015 5 $343 $363 $430 $366 $230 $230 $340 $352 $372 $448 $0 $200 $400 $600 $800 DE Q1 DE Q2 DES Q1 DES Q2 DF Q1 DF Q2 DRE Q1 DRE Q2 Revenue -15% +16% +20% -2% +3% -2% +3% -17% Bookings

6 Energy  Revenue decline driven by steep deterioration in NA oil & gas markets resulting in destocking and diminished demand – International markets holding up well  Adjusted margin of 12.0% reflects negative product mix and modest price pressure – Will reduce cost base nearly $90 million this year  Bookings decline of 28% largely driven by macro oil & gas trends  Book-to-bill at 0.94 6 Q2 2015 Q2 2014 % Change Revenue $366 $481 -24% Earnings $ 41 $115 -64% Margin 11.2% 23.9% -1270 bps Adj. Earnings* $ 44 $115 -62% Adj. Margin* 12.0% 23.9% -1190 bps Bookings $345 $477 -28% Revenue by End-Market % of Q2 Revenue Y / Y Drilling & Production 68% -30% Bearings & Compression 22% -5% Automation 10% -14% $ in millions * Q2 2015 earnings adjusted for $3M in restructuring costs

7 Engineered Systems  Organic revenue growth is solid in both platforms – Printing & Identification grew 4% organically, driven by solid global markets for core printing and coding products – Industrial’s organic growth of 3% was led by waste handling and auto-related businesses  Margin of 16.3% impacted by business mix  Bookings decline primarily reflects impact of FX and softness in capital spending in Asian and European industrial markets  Book-to-bill of 0.94 7 Q2 2015 Q2 2014 % Change Revenue $593 $614 -3% Earnings $ 97 $102 -5% Margin 16.3% 16.6% -30 bps Bookings $560 $609 -8% Revenue by End-Market % of Q2 Revenue Y / Y Growth Printing & Identification 39% -9% Industrial 61% Flat $ in millions

8 Fluids  Organic revenue grew 6%, driven by solid activity in Fluid Transfer and strong project- related shipments in pumps, partially offset by FX headwinds  Segment margin of 20% reflects positive product mix and leverage on volume  Bookings decline primarily related to oil & gas end- market exposure in Pumps, the impact of FX, and the timing of project related orders  Book-to-bill at 0.95 8 Q2 2015 Q2 2014 % Change Revenue $352 $346 2% Earnings $ 70 $ 63 11% Margin 20.0% 18.2% 180 bps Bookings $334 $375 -11% Revenue by End-Market % of Q2 Revenue Y / Y Growth Pumps 44% Flat Fluid Transfer 56% 3% $ in millions

9 Refrigeration & Food Equipment  Revenue results driven by weak customer spending in retail refrigeration and timing of shipments in can shaping equipment – Replacement activity for lost refrigeration volume has been slow to develop  Segment margin performance reflects lower volume and product mix  Bookings reflect slower than anticipated order activity in retail refrigeration, partially offset by solid food equipment orders  Book-to-bill seasonally strong at 1.09 9 Q2 2015 Q2 2014 % Change Revenue $448 $522 -14% Earnings $ 66 $ 85 -23% Margin 14.7% 16.3% -160 bps Bookings $487 $543 -10% Revenue by End-Market % of Q2 Revenue Y / Y Growth Refrigeration 78% -13% Food Equipment 22% -19% $ in millions

10 Q2 2015 Overview 10 Q2 2015 Net Interest Expense $32 million, flat with last year Corporate Expense $20 million, down $9 million from last year; reflecting cost management initiatives Effective Tax Rate (ETR) Q2 rate was 29.3%, essentially inline with forecast Capex $44 million, inline with expectations Share Repurchases Repurchased 4M shares ($300M) in quarter

11 FY 2015 Guidance  Revenue – Organic revenue: (8% - 7%) – Completed acquisitions: ≈ 3% – FX impact: (4%) – Total revenue: (9% - 8%)  Corporate expense: ≈ $116 million  Interest expense: ≈ $127 million  Full-year tax rate: ≈ 29.0%  Capital expenditures: ≈ 2.3% of revenue  FY free cash flow: ≈ 11% of revenue 2015 Organic growth rate Energy (32% - 31%) Engineered Systems 3% - 4% Fluids 5% - 6% Refrigeration & Food Equipment (8% - 6%) Total organic (8% - 7%) Acquisitions ≈ 3% (a) FX Impact (4%) Total revenue (9% - 8%) (a) Reflects completed acquisitions

12 2015 EPS Guidance – Continuing Ops  2014 EPS – Continuing Ops (GAAP) $ 4.61 – Less 2014 tax items(1): (0.07)  2014 Adjusted EPS $ 4.54 – Net restructuring and one-time items(2): (0.02) - 0.00 – Performance including restructuring benefits(3): (1.00 - 0.92) – Acquisitions(4): 0.02 - 0.04 – Shares(5): 0.20 - 0.21 – Interest / Corp. / Tax rate / Other (net): 0.01 - 0.03  2015 EPS – Continuing Ops $3.75 - $3.90 (1) $0.01 in Q1 2014 , $0.03 in Q3 2014 and $0.02 in Q4 2014 (4) Deals completed, principally Accelerated (5) Based on 2015 estimated repurchases of $600M (2) Includes restructuring charges of $0.16 in Q4 2014 and $0.17 - $0.19 in FY 2015, and pension settlement costs of $0.01 in Q4 2014 (3) Includes restructuring benefits of $0.36 - $0.38