-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, VXMOb/x7tjD5ea0iqr+O+vyHwvmT9z8gzjCy5nxGYezxO+eaKoDfQnpYD9fj0ng6 HgbntQYPxbiuCgNCjIvuJQ== /in/edgar/work/20000814/0000950124-00-005048/0000950124-00-005048.txt : 20000921 0000950124-00-005048.hdr.sgml : 20000921 ACCESSION NUMBER: 0000950124-00-005048 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000701 FILED AS OF DATE: 20000814 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PENTAIR INC CENTRAL INDEX KEY: 0000077360 STANDARD INDUSTRIAL CLASSIFICATION: [3550 ] IRS NUMBER: 410907434 STATE OF INCORPORATION: MN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 001-11625 FILM NUMBER: 698265 BUSINESS ADDRESS: STREET 1: 1500 COUNTY RD - B2 WEST STREET 2: SUITE 400 CITY: ST PAUL STATE: MN ZIP: 55113-3105 BUSINESS PHONE: 6126367920 FORMER COMPANY: FORMER CONFORMED NAME: PENTAIR INDUSTRIES INC DATE OF NAME CHANGE: 19790327 10-Q 1 e10-q.txt FORM 10-Q 1 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JULY 1, 2000 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NO. 001-11625 PENTAIR, INC. (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) Minnesota 41-0907434 - -------------------------------------- -------------------------------------- (State or other jurisdiction of (IRS Employer Incorporation or organization) Identification No.) 90 South 7th Street, 36th Floor Minneapolis, Minnesota 55402 - -------------------------------------- -------------------------------------- (Address of principal executive (Zip Code) offices)
(612) 338-5100 (Registrant's telephone number, including area code) Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No ____ The number of shares outstanding of Registrant's only class of common stock on July 1, 2000 was 48,529,635. - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- 2 PENTAIR, INC. AND SUBSIDIARIES FORM 10-Q TABLE OF CONTENTS PART I -- FINANCIAL INFORMATION Consolidated Statements of Income Consolidated Balance Sheets Consolidated Statements of Shareholders' Equity Consolidated Statements of Cash Flows Notes to Consolidated Financial Statements Management's Discussion and Analysis of Financial Condition and Results of Operations PART II -- OTHER INFORMATION Item 1. Legal Proceedings Item 6. Exhibits and Reports on Form 8-K Signature Page
2 3 PART I -- FINANCIAL INFORMATION ITEM 1 -- FINANCIAL STATEMENTS CONSOLIDATED STATEMENTS OF INCOME Pentair, Inc.
SIX MONTHS ENDED QUARTER ENDED ---------------------- -------------------- (UNAUDITED) JULY 1, JUNE 26, JULY 1, JUNE 26, ($ EXPRESSED IN THOUSANDS EXCEPT PER SHARE AMOUNTS) 2000 1999 2000 1999 - --------------------------------------------------- ---------- -------- -------- -------- NET SALES $1,488,891 $977,718 $776,613 $507,224 OPERATING COSTS: Cost of goods sold 1,043,778 667,874 549,706 347,215 Selling, general and administrative 273,689 199,678 140,321 102,322 Research and development 18,865 12,102 8,869 6,062 Restructuring charge 200 38,000 0 0 ---------- -------- -------- -------- Total operating costs 1,336,532 917,654 698,896 455,599 OPERATING INCOME 152,359 60,064 77,717 51,625 INTEREST EXPENSE -- NET 40,410 11,994 20,005 7,082 ---------- -------- -------- -------- INCOME BEFORE INCOME TAXES 111,949 48,070 57,712 44,543 PROVISION FOR INCOME TAXES 41,420 17,545 21,082 16,258 ---------- -------- -------- -------- NET INCOME $ 70,529 $ 30,525 $ 36,630 $ 28,285 ========== ======== ======== ======== EARNINGS PER COMMON SHARE: BASIC $ 1.45 $ 0.72 $ 0.75 $ 0.67 DILUTED $ 1.45 $ 0.71 $ 0.75 $ 0.66 WEIGHTED AVERAGE COMMON SHARES Outstanding 48,485 42,433 48,517 42,642 Outstanding assuming dilution 48,658 43,056 48,742 43,038
See Notes to Consolidated Financial Statements. 3 4 CONSOLIDATED BALANCE SHEETS Pentair, Inc.
(UNAUDITED) JULY 1, DECEMBER 31, (IN THOUSANDS) 2000 1999 - ------------------------------------------------------------ ----------- ------------ ASSETS CURRENT ASSETS Cash and cash equivalents $ 56,126 $ 66,228 Accounts and notes receivable 617,050 587,211 Inventories 484,498 425,935 Deferred income taxes 53,326 55,984 Other current assets 25,271 15,120 ---------- ---------- TOTAL CURRENT ASSETS 1,236,271 1,150,478 PROPERTY, PLANT & EQUIPMENT -- NET 385,589 403,807 Goodwill 1,158,510 1,187,525 Other assets 67,522 61,156 ---------- ---------- TOTAL ASSETS $2,847,892 $2,802,966 ========== ========== LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES Accounts and notes payable $ 281,604 $ 262,844 Compensation and other benefits accruals 89,799 103,318 Income taxes 40,000 21,363 Accrued product claims and warranties 48,031 49,819 Accrued rebates 19,606 19,905 Accrued expenses and other liabilities 78,771 125,910 Current maturities of long-term debt 217,310 177,788 ---------- ---------- TOTAL CURRENT LIABILITIES 775,121 760,947 LONG-TERM DEBT 839,131 857,296 PENSIONS AND OTHER RETIREMENT COMPENSATION 58,541 67,182 POSTRETIREMENT MEDICAL AND OTHER BENEFITS 45,869 44,043 RESERVES -- INSURANCE SUBSIDIARY 16,978 22,885 DEFERRED INCOME TAXES 9,138 6,845 OTHER LIABILITIES 59,129 50,563 COMMON STOCK -- par value, $.16 2/3 8,089 8,053 ADDITIONAL PAID-IN CAPITAL 462,452 456,516 ACCUMULATED OTHER COMPREHENSIVE INCOME (25,803) (15,599) RETAINED EARNINGS 599,247 544,235 ---------- ---------- TOTAL SHAREHOLDERS' EQUITY 1,043,985 993,205 TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $2,847,892 $2,802,966 ========== ==========
See Notes to Consolidated Financial Statements. 4 5 CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY Pentair, Inc.
(UNAUDITED) SIX MONTHS YEAR ENDED ENDED JULY 1, DECEMBER 31, (IN THOUSANDS) 2000 1999 - ------------------------------------------------------------ ----------- ------------ PREFERRED STOCK Beginning Balance $ 0 $ 53,638 Conversions into common 0 (53,638) ---------- -------- Ending Balance 0 0 COMMON STOCK -- PAR Beginning Balance $ 8,053 $ 6,417 Repurchase of common stock 0 (19) Employee stock plans -- net 36 58 Issuance of common stock 0 917 Conversions into common 0 680 ---------- -------- Ending Balance 8,089 8,053 ADDITIONAL PAID IN CAPITAL Beginning Balance $ 456,516 $184,145 Repurchase of common stock 0 (4,011) Employee stock plans -- net 5,936 9,861 Issuance of common stock 0 213,563 Conversions into common 0 52,958 ---------- -------- Ending Balance 462,452 456,516 FOREIGN CURRENCY TRANSLATION ADJUSTMENT Beginning Balance $ (14,614) $ (1,587) Current period change (10,204) (13,027) ---------- -------- Ending Balance (24,818) (14,614) MINIMUM LIABILITY PENSION ADJUSTMENT Beginning Balance $ (985) $ (2,375) Current period change 0 1,390 ---------- -------- Ending Balance (985) (985) RETAINED EARNINGS Beginning Balance $ 544,235 $469,127 Net Income 70,529 103,309 Common Dividends (15,517) (28,201) ---------- -------- Ending Balance 599,247 544,235 TOTAL SHAREHOLDERS' EQUITY $1,043,985 $993,205 ========== ========
See Notes to Consolidated Financial Statements. 5 6 CONSOLIDATED STATEMENTS OF CASH FLOWS Pentair, Inc.
SIX MONTHS ENDED -------------------- JULY 1, JUNE 26, (UNAUDITED) (IN THOUSANDS) 2000 1999 - ------------------------------------------------------------ -------- -------- OPERATING ACTIVITIES Net income $ 70,529 $ 30,525 Adjustments to reconcile to cash flow: Restructuring charge 200 38,000 Depreciation 35,341 28,235 Amortization 19,325 9,323 Deferred income taxes 5,370 2,657 Changes in assets and liabilities, net of effects of acquisitions/disposition Accounts receivable (36,229) (30,967) Inventories (64,534) (10,033) Accounts payable 22,251 (26,179) Compensation and benefits (12,382) 385 Income taxes 19,150 (13,499) Pensions and other retirement compensation (7,024) (393) Reserves -- insurance subsidiary current and long-term (1,907) (2,311) Other assets/liabilities -- net (52,913) (15,627) -------- -------- CASH (USED FOR) PROVIDED BY OPERATING ACTIVITIES (2,823) 10,116 INVESTING ACTIVITIES Capital expenditures (29,486) (18,982) Payments for acquisition of businesses 0 (61,970) Other 88 88 -------- -------- CASH USED FOR INVESTING ACTIVITIES (29,398) (80,864) -------- -------- FINANCING ACTIVITIES Borrowings 31,301 116,555 Debt payments (4,063) (38,483) Employee stock plans and other 5,972 4,101 Repurchase of stock 0 (4,030) Dividends paid (15,517) (13,660) -------- -------- CASH PROVIDED BY FINANCING ACTIVITIES 17,693 64,483 EFFECTS OF CURRENCY EXCHANGE RATE CHANGES 4,426 15,859 INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (10,102) 9,594 CASH AND CASH EQUIVALENTS -- BEGINNING OF PERIOD 66,228 32,039 -------- -------- -- END OF PERIOD $ 56,126 $ 41,633 ======== ========
See Notes to Consolidated Financial Statements. 6 7 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Pentair, Inc. (Unaudited) 1. BASIS OF PRESENTATION The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with instructions for Form 10-Q and, accordingly, do not include all information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments, consisting only of normal recurring accruals, considered necessary for a fair presentation have been included. These statements should be read in conjunction with the financial statements and footnotes included in the Company's Annual Report on Form 10-K for the year ended December 31, 1999, previously filed with the Securities and Exchange Commission. The results of operations for the six months ended July 1, 2000 is not necessarily indicative of the operating results to be expected for the full year. Income tax provisions for interim periods are based on the current best estimate of the effective annual federal, state and foreign income tax rates. Certain reclassifications have been made to prior years' financial statements to conform to the current year presentation. In June, 2000, Pentair, Inc. (the Company) reorganized its management reporting structure into four segments in place of the three segments it had used since the fourth quarter of 1997. The Company has recently filed a Form 8-K consisting of restated annual segment financial information and descriptions of the segments. Pentair has chosen to focus its management skills on four segment markets consisting of Pentair Tools, Pentair Equipment, Pentair Water Technologies and Pentair Enclosures. Selected financial information for business segments (taking restructuring charge into account for operating income) for the six months ended July 1, 2000 and June 26, 1999 is included in the Management's Discussion and Analysis section. 2. EARNINGS PER COMMON SHARE Basic earnings per common share is computed by dividing net income by the weighted average common shares outstanding during the period. Diluted earnings per common share is computed by dividing net income by the weighted average common shares outstanding plus the incremental shares that would have been outstanding upon the assumed exercise of dilutive stock options and upon the assumed conversion of each series preferred stock. 7 8 The following table reflects the calculation of basic and diluted earnings per share.
SIX MONTHS ENDED ---------------------- JULY 1, JUNE 26, (IN THOUSANDS EXCEPT PER SHARE AMOUNTS) 2000 1999 - ------------------------------------------------------ ------- -------- EARNINGS PER SHARE Net Income $70,529 $30,525 ======= ======= Weighted average shares outstanding 48,485 42,433 ======= ======= Basic Earnings per Common Share $ 1.45 $ 0.72 ======= ======= EARNINGS PER SHARE -- ASSUMING DILUTION Net Income $70,529 $30,525 ======= ======= Weighted average shares outstanding 48,485 42,433 Dilutive impact of stock options outstanding 173 348 Assumed conversion of preferred stock 0 275 ------- ------- Weighted average shares and potentially dilutive shares outstanding 48,658 43,056 ======= ======= Diluted Earnings per Common Share $ 1.45 $ 0.71 ======= =======
3. COMPREHENSIVE INCOME
SIX MONTHS ENDED ----------------------- JULY 1, JUNE 26, (IN THOUSANDS) 2000 1999 - ----------------------------------------------------- -------- -------- Net Income $ 70,529 $30,525 Other Comprehensive Income, net of tax: Foreign Currency Translation Adjustments (10,204) (1,367) Minimum Pension Liability Adjustment 0 0 -------- ------- Total Comprehensive Income $ 60,325 $29,158 ======== =======
QUARTER ENDED ----------------------- JULY 1, JUNE 26, 2000 1999 -------- -------- Net Income $36,630 $28,285 Other Comprehensive Income, net of tax: Foreign Currency Translation Adjustments (4,840) (1,267) Minimum Pension Liability Adjustment 0 0 ------- ------- Total Comprehensive Income $31,790 $27,018 ======= =======
4. INVENTORIES
JULY 1, DECEMBER 31, (IN THOUSANDS) 2000 1999 - ----------------------------------------------------- -------- ------------ Finished goods $302,413 $243,757 Work in process 50,684 64,629 Raw materials and supplies 131,401 117,549 -------- -------- Total $484,498 $425,935 ======== ========
8 9 5. PROPERTY PLANT AND EQUIPMENT
JULY 1, DECEMBER 31, (IN THOUSANDS) 2000 1999 - ---------------------------------------------------- --------- ------------ Land and land improvements $ 18,810 $ 21,768 Buildings 168,221 170,245 Machinery and equipment 500,695 509,419 Construction in progress 50,827 39,025 Accumulated depreciation (352,964) (336,650) --------- --------- Net Property Plant and Equipment $ 385,589 $ 403,807 ========= =========
6. LONG-TERM DEBT
JULY 1, DECEMBER 31, (IN THOUSANDS) 2000 1999 - ---------------------------------------------------- ---------- ------------ Revolving credit facilities $ 637,243 $ 590,612 Private placement debt 151,128 174,694 Senior Notes 250,000 250,000 Other 18,070 19,778 ---------- ---------- Total 1,056,441 1,035,084 Current maturities 217,310 177,788 ---------- ---------- Total long-term debt $ 839,131 $ 857,296 ========== ==========
Debt agreements contain various restrictive covenants, including a limitation on the payment of dividends and certain other restricted payments. Under the most restrictive covenants, $315 million of the July 1, 2000 retained earnings were unrestricted for such purposes. 7. CAPITAL STOCK - -- authorized 250,000,000 - -- common Outstanding 48,529,635
Of the 250 million authorized shares, up to 15 million shares may be designated by the Board of Directors as preferred shares. There were no designated preferred shares at July 1, 2000. On December 14, 1998, the Company announced that the Pentair board had authorized the Company to repurchase on an annual basis up to 400,000 shares of Pentair common stock. Any purchases would be made periodically in the open market, by block purchases or private transactions. The share repurchase is intended to offset the dilution caused by stock issuances under employee stock compensation plans. As of July 1, 2000, the Company had repurchased no shares under the current annual authorization. 8. SUPPLEMENTAL STATEMENT OF CASH FLOWS INFORMATION The following is supplemental information relating to the Statement of Cash Flows:
SIX MONTHS ENDED ----------------------- JULY 1, JUNE 26, ($ IN THOUSANDS) 2000 1999 - ------------------------------------------------------ -------- -------- Interest paid $48,989 $13,699 Income tax payments 30,291 27,747
9 10 9. RESTRUCTURING CHARGE In 1999, the Company recorded an initial restructuring charge of $38.0 million ($24.1 million after-tax) and in the first quarter of 2000 recorded a further net restructuring charge of $0.2 million ($0.1 million after-tax). The status and progress of the projects implemented in 1999 were re-evaluated in the first quarter and a reduction for a change in the original estimate of $6.3 million was recorded. Three new related projects were determined as restructuring items and a $6.5 million additional charge was recorded. As shown below, $30.5 million has been spent or charged through July 1, 2000. The remaining balance of $7.7 million is classified within Accrued Liabilities and Other Expenses on the balance sheet. The restructuring plan comprised consolidation of certain operations, overhead reductions, and outsourcing of specific product lines in three of the Company's business segments. The restructuring plan did not contemplate the Company exiting any of its current lines of business; the projects involved were designed to make the Company's existing businesses more efficient. The additional net charge in 2000 is attributable to a delay in a plant closing in the Equipment segment as a result of a fire in a Taiwanese factory providing sourced products, the closure of a North American facility and the write-off of goodwill at the Transrack subsidiary in France, both in the Enclosure segment. The write-off of goodwill was related to the restructuring of our European enclosure operations. Upon analysis of future undiscounted cash flows of the Transrack business, it was determined that the cash flows were not adequate to ensure recoverability of a portion of the goodwill amount recorded. The goodwill write-off was $3.0 million (20 million French francs). The components of the restructuring charge and related reserve balances remaining at July 1, 2000 were:
PERSONNEL ASSET EXIT (IN MILLIONS) COSTS DISPOSALS COSTS TOTAL - ----------------------------------------- --------- --------- ----- ------ 1999 Restructuring Charge $27.5 $ 7.0 $3.5 $ 38.0 1999 Spending: Cash spending (9.4) (0.1) (0.1) (9.6) Non-cash spending (0.0) (2.9) (0.3) (3.2) Change in Estimate (9.3) 3.7 (0.7) (6.3) 2000 Restructuring Charge 1.3 3.9 1.3 6.5 2000 Spending: Cash spending (4.9) (0.0) (1.6) (6.5) Non-cash spending (0.0) (10.7) (0.5) (11.2) ----- ------ ----- ------ Remaining Reserve $ 5.2 $ 0.9 $1.6 $ 7.7 ===== ====== ===== ======
"Personnel Costs" consist of severance, medical plan continuation, pension cash-outs, and outplacement per business unit policies for employees terminated. As of July 1, 2000, approximately 850 employees have been terminated (or in Europe are working under statutory notice periods). The remaining 250 employees affected by the restructuring are expected to be terminated during the third quarter of 2000 with the final shutdown of the Jonesboro manufacturing operation. "Asset Disposals" consist of the write-down of the carrying value of the buildings held for resale and the write-off of special-use manufacturing and support assets which will no longer be needed and which will be scrapped or abandoned. The real estate held for resale is expected to be disposed of by the third quarter of 2000. All of these assets are currently classified as property, plant and equipment. The closure of the North American facility in the Enclosure segment does not entail significant asset disposals, since the facility was leased until the end of 2000. Asset disposals do include, however, the write-off of goodwill at Transrack. "Exit Costs" consists of maintenance and security costs of surplus buildings until leases expire or demolition or disposal of certain buildings. 10 11 "Personnel Costs" and "Exit Costs" are primarily cash costs and the "Asset Disposals" are primarily non-cash costs. Our currently anticipated schedule projects cash expenditures of $7.5 million remaining in 2000 and $0.2 million in 2001. These requirements will be funded through cash from operations or borrowings under our existing credit facilities. Restructuring benefits (largely personnel cost savings) were realized of approximately $5.9 million and $6 million in the first six months of 2000 and full year 1999, respectively. Anticipated benefits are projected to be $12 million in 2000 and $15 million in 2001. The major components of anticipated benefits are in reductions in labor costs and efficiencies in consolidating distribution and administrative functions. The anticipated benefits noted above are net of the costs of adding 200 employees at other Pentair locations. The benefits do not, however, take into account one-time costs associated with these restructuring plans. The Company anticipates that the associated one-time costs will total approximately $7 million, of which over half has been incurred to date. These costs are not included in the restructuring charge, since they relate to asset relocations, start-up costs and training and recruiting of employees at other locations. 10. ACCOUNTING DEVELOPMENTS In June 1998, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standard No. 133, "Accounting for Derivative Instruments and Hedging Activities." The FASB subsequently issued FAS No. 137 delaying the effective date for one year, to fiscal years beginning after June 15, 2000. The Company will adopt this standard no later than January 1, 2001. Although the Company expects that this standard will not materially affect its financial position and results of operations, it has not yet determined the impact of this standard on its financial statements. In December 1999, the Securities and Exchange Commission issued Staff Accounting Bulletin No. 101, "Revenue Recognition." An amendment in June 2000 delayed the effective date until the fourth quarter of 2000. The company is reviewing the requirements of this standard and has not yet determined the impact of this standard on its consolidated financial statements. 11 12 ITEM 2 -- MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS BUSINESS SEGMENT INFORMATION In June, 2000, Pentair, Inc. (the Company) reorganized its management reporting structure into four segments in place of the three segments it had used since the fourth quarter of 1997. The Company has recently filed a Form 8-K consisting of restated annual segment financial information and descriptions of the segments. Pentair has chosen to focus its management skills on four segment markets consisting of Pentair Tools, Pentair Equipment, Pentair Water Technologies and Pentair Enclosures. Selected financial information for business segments (taking restructuring charge into account for operating income) for the six months ended July 1, 2000 and June 26, 1999 follows: SEGMENT INFORMATION:
($000S) (UNAUDITED) TOOLS EQUIPMENT WATER ENCLOSURES OTHER TOTAL - --------------------------- -------- --------- -------- ---------- -------- ---------- 2000 Net sales from external customers $500,475 $139,623 $481,607 $367,186 $ 0 $1,488,891 Intersegment net sales 0 0 0 0 0 0 Segment profit (loss): Operating income* 41,187 (811) 72,196 49,198 (9,411) 152,359 Segment assets 950,371 214,152 978,555 554,111 150,703 2,847,892 1999 Net sales from external customers $299,489 $153,035 $225,570 $299,624 $ 0 $ 977,718 Intersegment net sales 0 0 0 0 0 0 Segment profit (loss): Operating income** 28,121 (775) 31,647 10,055 (8,984) 60,064 Segment assets 332,856 211,293 445,358 572,893 107,117 1,669
Other = Corporate leadership expenses, captive insurance company, intermediate financial companies, charges that do not relate to current operations, intercompany eliminations and all cash and cash equivalents * Including net restructuring charge of $0.2 million taken in 2000. Before restructuring charge, operating income for the segments and for Pentair as a whole were: Tools -- $40,016; Equipment -- $1,857; Water -- $72,196; Enclosures -- $47,901; and Pentair total -- $152,559. Operating margins before the restructuring charge were: Tools -- 8.0%; Equipment -- 1.3%; Water -- 15.0%; Enclosures -- 13.0%; and Pentair total -- 10.2%. ** Including net restructuring charge of $38.0 million taken in 1999. Before restructuring charge, operating income for the segments and for Pentair as a whole were: Tools -- $34,426; Equipment -- $14,177; Water -- $31,647; Enclosures -- $26,798; and Pentair total -- $98,064. Operating margins before the restructuring charge were: Tools -- 11.5%; Equipment -- 9.3%; Water -- 14.0%; Enclosures -- 8.9%; and Pentair total -- 10.0%. RESULTS OF OPERATIONS CONSOLIDATED RESULTS SIX MONTHS ENDED JULY 1, 2000 COMPARED TO SIX MONTHS ENDED JUNE 26, 1999 Consolidated net sales increased to $1.489 billion in the six months of 2000, representing a 52.3% increase over the corresponding 1999 period. While the majority of this increase is attributable to the acquisitions 12 13 the Company made in its Tools and Water Technologies segments in the third quarter of 1999, organic sales growth (that is, before the impact of business units acquired less than one year) exceeded 8%. Operating income in the first six months of 2000, after taking restructuring charges into account ($.2 million), was $152.4 million, an increase of $92.3 million from the corresponding 1999 period that included a $38.0 million restructuring charge. Operating income before restructuring charges was $152.6 million for the first six months of 2000, up 55.6% from the corresponding year-earlier period. As a percent of sales, pre-charge operating income improved in the six-month period from 10.0% in 1999 to 10.2% in 2000. The increase in operating income is largely attributable to the significant acquisitions made in 1999, though strong gains in the Water Technologies and Enclosures segments helped generate an increase in organic operating income for the period. Gross profit margins decreased in the first six months of 2000 to 29.9% versus 31.7% for the same period a year ago, attributable in large part to the acquisitions made in 1999, since these businesses have higher costs of goods sold and lower SG&A costs than other Pentair businesses. Excluding acquisitions, gross margins improved 50 basis points year-over-year. Selling, general and administrative expense (SG&A) as a percent of sales was 19.7% in the first six months of 2000 as compared to 21.7% in the year-earlier period. Net income for the first six months of 2000 after restructuring charge ($.1 million after-tax) increased to $70.5 million from $30.5 million in 1999 after restructuring charge ($24.1 million after-tax). Before restructuring charges in the two periods are taken into account, net income in 2000 was $70.6 million, up from $54.6 million, or 29.3% over 1999. Due to higher interest costs as a result of increased indebtedness incurred for the 1999 acquisitions, interest expense increased for the first six months from $12.0 million to $40.4 million. In addition, exchange rates, primarily between the US dollar and the Euro and pound sterling, adversely impacted European operations in both sales ($13.9 million) and operating income ($1.3 million) for the six month period in 2000. Pentair's tax rate for the first six months was 37% in 2000, an increase from 36.5% in the year-earlier period. The increase is primarily due to nondeductible amortization of goodwill attributable to the 1999 acquisitions. Diluted earnings per share for 2000 year-to-date after the restructuring charge increased from $.71 to $1.45; before the restructuring charges, diluted earnings per share increased 14.2% over the comparable period ($1.27) in 1999. Weighted average common shares outstanding, assuming full dilution, were 48.658 million for the second quarter of 2000, compared to 43.056 million in the year-earlier quarter. The increase is primarily attributable to the public offering of 5.5 million shares completed in October 1999. SECOND QUARTER ENDED JULY 1, 2000 COMPARED TO SECOND QUARTER ENDED JUNE 26, 1999 Consolidated net sales increased to $776.6 million in the second quarter of 2000, an increase of $269.4 million or 53.1% over the same period a year ago. Acquisitions made in the third quarter of 1999 accounted for a significant portion of this increase, although organic sales growth in the quarter increased at nearly a double-digit rate over year-earlier net sales. Second quarter operating income rose to $77.7 million in 2000, an increase of $26.1 million or 50.5% over the corresponding 1999 period, attributable to the 1999 acquisitions. Organic operating income, however, decreased from second quarter 1999 levels as a result of poorly performing operations in the Tools and Equipment segments. Net income in the quarter increased to $36.6 million in 2000 from $28.3 million in 1999, or 29.5%. Second quarter diluted earnings per share in 2000 showed a 13.6% increase over the corresponding period in 1999, attributable to accretive acquisitions and strong performance in the Water Technologies and Enclosures segments. SEGMENT INFORMATION TOOLS SEGMENT Net sales increased to $500.5 million in 2000 year-to-date, representing a 67.1% increase over the corresponding six-month period in 1999. Net sales in the second quarter of 2000 grew 76.5% to 13 14 $263.8 million from $149.4 million in the same period in 1999. Second quarter sales and operating income for the Tools segment in 2000 have been adjusted from previously released numbers due to final closing entries. Organic sales in 2000 year-to-date were up only slightly year-over-year, largely as a result of the continuing impact in its markets of the shipping difficulties caused by the start-up of the new Tools distribution center in the first quarter, but in the second quarter increased over 10% as compared to the second quarter of 1999. Net sales of the acquired business were also below expectations as a result of a decline in generator sales due to continuing high inventories at distributors and retailers, as well as increased competition in other product markets. Operating income in 2000 year-to-date after the restructuring charge was $41.2 million, an increase of $13.1 million over the prior year. Before taking restructuring charges into account ($6.3 million in 1999 compared to $(1.2) million in 2000), operating income in 2000 for the six month period increased from $34.4 million to $40.0 million, or 16.2%. As a percent of sales, pre-charge operating income decreased from 11.5% to 8.0%, largely attributable to unfavorable product mix, special pricing and promotional programs and higher material costs in 2000. Operating income in the second quarter of 2000 grew 3.4% to $16.1 million from $15.6 million in the same period in 1999. Operating income as a percent of sales in the second quarter declined to 6.1% in 2000 from 10.4% in the corresponding period in 1999, largely as a result of special pricing and promotional programs, increases in raw material costs and the establishment of a reserve to cover the deterioration in credit quality of a significant customer. The outlook for market demand for the Tools segment products remains good. The Company is optimistic that core growth through product innovation and cross-selling will continue. Aggressive actions are being implemented to return the Tools businesses to their traditional high levels of performance. EQUIPMENT SEGMENT Net sales in this newly formed segment decreased from $153.0 million to $139.6 million in 2000 year-to-date, representing an 8.8% decrease over the corresponding six-month period in 1999. Net sales in the second quarter of 2000 decreased 15.3% to $67.4 million from $79.6 million in the same period in 1999. This poor sales performance is attributable to slow growth and pricing pressures in the automotive and industrial markets served by these businesses. The segment reported an operating loss in 2000 year-to-date after restructuring charge of $0.8 million, similar to that of the prior year. Before taking restructuring charges into account ($15 million in 1999 compared to $2.7 million in 2000), operating income in 2000 for the six-month period was $1.9 million compared to $14.2 million in the prior year. This decrease is largely attributable to unfavorable manufacturing variances, lower unit volumes and lower selling prices in 2000. The Equipment segment reported an operating loss in the second quarter of 2000 ($0.8 million) compared to operating income of $8.3 million in the same period in 1999. This poor performance resulted from delays in a plant closing, inefficiencies associated with consolidating two automotive service equipment businesses and Asian product sourcing difficulties. The Company is in the process of consolidating the automotive service equipment businesses, combining the industrial and automotive lubrication businesses to eliminate market overlaps, closing the Jonesboro, Arkansas facility and reducing working capital. Once these structural changes are completed, the businesses should be in a position to regain sales momentum and market position. WATER TECHNOLOGIES SEGMENT Net sales increased to $481.6 million in 2000 year-to-date, representing a 113.5% increase over the corresponding period in 1999. Net sales in the second quarter of 2000 more than doubled to $255.6 million from $121.9 million in the same period in 1999. While the large sales increases for the respective periods 14 15 are largely attributable to the 1999 third-quarter acquisition of the pressure vessel and pool and spa equipment businesses, organic net sales did experience mid-to-high single digit year-over-year sales growth. Operating income in 2000 year-to-date was $72.2 million, an increase of $40.6 million or 128.1% over the first six months of 1999. Operating income as a percent of sales improved from 14.0% to 15.0%. Operating income in the second quarter of 2000 grew 135.6% to $41.4 million from $17.6 million in the same period in 1999, and as a percentage of sales rose to 16.2% from 14.4%. While the 1999 acquisitions are largely responsible for the magnitude of the increase in operating income, the Water Technologies segment did achieve organic operating income growth in the mid-teens for both the second quarter and the first six months. The outlook for the Water Technologies segment is very good. As a result of the Essef acquisition, this segment greatly expanded its product and geographic capabilities. The segment is focusing more resources on its growth in overseas markets, especially by Pentair Water Treatment, while continuing to implement its operating improvement initiatives previously adopted and completing the integration of the acquired businesses into its existing operations. ENCLOSURES SEGMENT Net sales increased to $367.2 million in 2000 year-to-date, representing a 22.5% increase over the corresponding period in 1999. Net sales in the second quarter of 2000 grew 21.5% to $189.8 million from $156.3 million in the same period in 1999. These sales increases, all organic in the second quarter, occurred across all of the businesses in this segment, although the increases are strongest in the telecom and data networking equipment markets. Operating income in 2000 year-to-date after the restructuring charge was $49.2 million, an increase from $10.1 million in the prior year six-month period. Operating income before restructuring charges ($16.7 million in 1999 and $(1.3) million in 2000) increased to $47.9 million, up 78.7% over 1999 year-to-date. Pre-charge operating income as a percent of sales increased from 8.9% to 13.0%. Operating income in the second quarter of 2000 grew 71.4% to $24.7 million from $14.4 million in the same period in 1999. Operating margins for the second quarter increased from 9.2% in 1999 to 13.0% in 2000. Strong growth is continued to be foreseen over the balance of the year and in 2001, especially in the telecom and data networking markets. The outlook for continued growth in the Enclosures segment is excellent. The expansion of the Enclosure businesses around the world will be critical to the segment's future success in the rapidly growing datacom and telecom fields, especially in creating a world-wide capability to serve these markets, whether in the Americas, Europe or Asia. The Enclosure businesses plan to continue process improvement actions and coordinated utilization of world-wide manufacturing capacity to optimize profitability. RESTRUCTURING CHARGE In 1999, the Company recorded an initial restructuring charge of $38.0 million ($24.1 million after-tax) and in the first quarter of 2000 recorded a further net restructuring charge of $0.2 million ($0.1 million after-tax). The status and progress of the projects implemented in 1999 were re-evaluated in the first quarter and a reduction for a change in the original estimate of $6.3 million was recorded. Three new related projects were determined as restructuring items and a $6.5 million additional charge was recorded. As shown below, $30.5 million has been spent or charged through July 1, 2000. The remaining balance of $7.7 million is classified within Accrued Liabilities and Other Expenses on the balance sheet. The restructuring plan comprised consolidation of certain operations, overhead reductions, and outsourcing of specific product lines in three of the Company's business segments. The restructuring plan did not contemplate the Company exiting any of its current lines of business; the projects involved were designed to make the Company's existing businesses more efficient. 15 16 The additional net charge in 2000 is attributable to a delay in a plant closing in the Equipment segment as a result of a fire in a Taiwanese factory providing sourced products, the closure of a North American facility and the write-off of goodwill at the Transrack subsidiary in France, both in the Enclosure segment. The write-off of goodwill was related to the restructuring of our European enclosure operations. Upon analysis of future undiscounted cash flows of the Transrack business, it was determined that the cash flows were not adequate to ensure recoverability of a portion of the goodwill amount recorded. The goodwill write-off was $3.0 million (20 million French francs). The components of the restructuring charge and related reserve balances remaining at July 1, 2000 were:
PERSONNEL ASSET EXIT (IN MILLIONS) COSTS DISPOSALS COSTS TOTAL - ----------------------------------------- --------- --------- ----- ------ 1999 Restructuring Charge $27.5 $ 7.0 $3.5 $ 38.0 1999 Spending: Cash spending (9.4) (0.1) (0.1) (9.6) Non-cash spending (0.0) (2.9) (0.3) (3.2) Change in Estimate (9.3) 3.7 (0.7) (6.3) 2000 Restructuring Charge 1.3 3.9 1.3 6.5 2000 Spending: Cash spending (4.9) (0.0) (1.6) (6.5) Non-cash spending (0.0) (10.7) (0.5) (11.2) ----- ------ ----- ------ Remaining Reserve $ 5.2 $ 0.9 $1.6 $ 7.7 ===== ====== ===== ======
"Personnel Costs" consist of severance, medical plan continuation, pension cash-outs, and outplacement per business unit policies for employees terminated. As of July 1, 2000, approximately 850 employees have been terminated (or in Europe are working under statutory notice periods). The remaining 250 employees affected by the restructuring are expected to be terminated during the third quarter of 2000 with the final shutdown of the Jonesboro manufacturing operation. "Asset Disposals" consist of the write-down of the carrying value of the buildings held for resale and the write-off of special-use manufacturing and support assets which will no longer be needed and which will be scrapped or abandoned. The real estate held for resale is expected to be disposed of by the third quarter of 2000. All of these assets are currently classified as property, plant and equipment. The closure of the North American facility in the Enclosure segment does not entail significant asset disposals, since the facility was leased until the end of 2000. Asset disposals do include, however, the write-off of goodwill at Transrack. "Exit Costs" consists of maintenance and security costs of surplus buildings until leases expire or demolition or disposal of certain buildings. "Personnel Costs" and "Exit Costs" are primarily cash costs and the "Asset Disposals" are primarily non-cash costs. Our currently anticipated schedule projects cash expenditures of $7.5 million remaining in 2000 and $0.2 million in 2001. These requirements will be funded through cash from operations or borrowings under our existing credit facilities. Restructuring benefits (largely personnel cost savings) were realized of approximately $5.9 million and $6 million in the first six months of 2000 and full year 1999, respectively. Anticipated benefits are projected to be $12 million in 2000 and $15 million in 2001. The major components of anticipated benefits are in reductions in labor costs and efficiencies in consolidating distribution and administrative functions. The anticipated benefits noted above are net of the costs of adding 200 employees at other Pentair locations. The benefits do not, however, take into account one-time costs associated with these restructuring plans. The Company anticipates that the associated one-time costs will total approximately $7 million, of which over half has been incurred to date. These costs are not included in the restructuring 16 17 charge, since they relate to asset relocations, start-up costs and training and recruiting of employees at other locations. LIQUIDITY AND CAPITAL RESOURCES The Company seeks to maintain a total debt to capital ratio around 40% as appropriate for its financing needs and business plans, although Pentair will exceed this target ratio from time-to-time as needed for operational purposes and/or acquisitions. The Company's total debt to capital ratio is 50.3% at the end of the second quarter of 2000, down from 53.5% at the end of the first quarter and from 51.0% at the end of 1999. The Company's total debt to capital ratio was 36.6% at the end of the second quarter of 1999. The additional indebtedness was incurred to finance two substantial acquisitions made in the third quarter of 1999. The Company's available capital resources are deemed adequate for its anticipated uses for the remainder of 2000. The Company has targeted reduction in indebtedness as a key objective in 2000, in order to increase its financial flexibility and to reduce its interest expense. This reduction in indebtedness is to be achieved by significantly increasing the amount of its free cash flow throughout the year. The Company has adopted a goal in 2000 of reaching free cash flow of 5% of net sales and a reduction in working capital from the first quarter of at least $100 million. Of the total indebtedness of the Company at the end of the second quarter of 2000, more than 81% (approximately $860 million, including $21.2 million in current maturities) is long-term and has an average life to maturity of 6 years. This long-term indebtedness has interest rates varying from 4.0% to 9.0%, with an average interest rate of 7.7%. The Company believes that currently outstanding long-term indebtedness is and will continue to be adequate for its financing needs for the foreseeable future. The Company also believes that it will be able to obtain additional long-term indebtedness as its needs may increase or its current indebtedness matures. Short-term indebtedness stands at $196.1 million as of July 1, 2000, down from $285.8 million at the end of the first quarter of 2000. This short-term indebtedness has an average interest rate of 6.88%. The Company believes that it will generate substantial cash flow from operations during 2000 which will be used in large part to reduce current indebtedness. The Company also believes that it will be able to renew its current short-term credit agreements, at the time of their expiration in August 2000. In addition, the Company instituted a commercial paper program in January 2000 for the issuance of short-term notes at what it believes are favorable interest rates. The Company expects capital spending in 2000 to be in the $85-90 million range and will relate to e-business initiatives, computer hardware and software, manufacturing cost reduction projects, new product development and reconfiguration of manufacturing facilities. At the end of the first half of 2000, free cash flow was negative by $32.3 million, as an exceptionally unfavorable net outflow of $164.7 million experienced in the first quarter of 2000 was followed by a very strong second quarter, which saw free cash flow of $132.4 million. The Company's focused effort on collection of receivables, negotiation of better payment terms and reductions in working capital showed positive results, helped in part by normal customer payments for seasonal purchases in the Water Technologies segment. During the second quarter, reductions in working capital were realized at almost every business, and totaled $90 million for the Company as a whole. The Company intends to continue to emphasize controlling working capital and maximizing free cash flow. In 2000, the Company has paid two quarterly dividends of $.16 per share and recently announced an increase in its quarterly dividend rate of six percent to $.17 per share. The increased cash dividend was payable August 11, 2000 to shareholders of record at the close of business on July 28, 2000. OUTLOOK Pentair operates in four segments. This diversification enables the Company to consistently improve results despite difficult markets in one or more businesses. Continuing demand for power tools in the DIY 17 18 channel, ever-rising needs for clean water throughout the world, and the critical importance of protecting sensitive electronics give Pentair's chosen businesses excellent prospects for strong long-term performance. Markets for lubrication and automotive equipment continue to remain static. The Company's basic operating strategies -- ongoing cost containment, new product development, multi-channel distribution, and the pursuit of value-added acquisitions -- drive the businesses in both growing and softer economies. Pentair is consolidating a number of its operations into larger, more effective units which are better positioned to compete in their respective markets. In the Tools segment, Porter-Cable and Delta completed the consolidation of their operations in the first quarter of 2000, following an earlier combination of their sales organizations. Also scheduled for completion in 2000 is the consolidation of Equipment segment operations in the United States into two primary facilities which will result in the closing of one manufacturing facility. The Lincoln lubrication equipment businesses will be combined into one operation managed out of the Company's St. Louis facility. The automotive service equipment businesses of Century Manufacturing and Lincoln are being combined into the Company's Bloomington, Minnesota facility. These combinations are designed to minimize market overlaps and streamline product line responsibilities. The 1999 acquisition of the pressure vessel and pool and spa equipment businesses have broadened the scope and opportunities of the Water Technologies businesses. Since the acquisition, Pentair has closed one of the acquired facilities and relocated its manufacturing operations; over the next few quarters, Pentair intends to continue reorganization and consolidation of units in order to improve manufacturing efficiencies and financial performance. In 1999, the Company's Enclosures segment combined five separate North American facilities into one business unit, Pentair Electronic Packaging, in order to focus on the high-growth custom and modified enclosure market for telecom and data networking products. In the second quarter the closure of a small operation in California was undertaken in order to reduce costs and increase productivity in the remaining facilities. The Company continues to look for synergistic acquisitions in each of its business segments, in line with its pattern over the past five years. Of the fifteen acquisitions made since 1994, most were smaller businesses or product lines which fit with existing operations, offering new products or expanded geographic scope. In addition, three transactions over the last three years were stand-alone acquisitions of large established businesses. Pentair intends to continue to pursue smaller, bolt-on purchases, but will also carefully review larger targets that have the capability to significantly expand its current segments, or in appropriate cases, that establish an additional business segment. NOTIFICATION REGARDING FORWARD-LOOKING INFORMATION It should be noted that certain statements herein which are not historical facts, including without limitation those regarding 1) the timeliness of product introductions and deliveries; 2) expectations regarding market growth and developments; 3) expectations for growth and profitability; 4) implementation of plans; 5) anticipated savings; 6) results achieved from acquisitions; and 7) statements preceded by "believe", "anticipate", "expect", "estimate", "will" or similar expressions are forward-looking statements. Because such statements involve risks and uncertainties, actual results may differ from the results currently expected by the Company. Factors that could cause such differences include, but are not limited to, 1) general economic conditions, such as the rate of economic growth in the Company's principal geographic markets or fluctuations in exchange rates or interest rates; 2) industry conditions, such as the strength of product demand, the intensity of competition, pricing pressures, the acceptability of new product introductions, the introduction of new products by competitors, changes in technology or the ability of the Company to source components from third parties without interruption and at reasonable prices and the financial condition of the Company's customers; 3) operating factors, such as continued improvement in manufacturing activities 18 19 and the achievement of related efficiencies therein, and inventory risks due to shifts in market demand; and 4) integration of new businesses. The Company undertakes no obligation to revise any forward-looking statements in order to reflect events or circumstances that may arise after the date hereof. Readers are urged to carefully review and consider the various disclosures made by the Company in this report and in the Company's other filings with the Securities and Exchange Commission from time to time, especially the Company's report on Form 10-K for the year ended December 31, 1999, that advise interested parties of risks and uncertainties that may affect the Company's financial condition and results of operations. PART II -- OTHER INFORMATION ITEM 1 -- LEGAL PROCEEDINGS. Horizon Litigation. Twenty-eight separate lawsuits involving 29 primary plaintiffs, a class action and claims for indemnity by Celebrity, were brought against Essef Corporation and certain of its subsidiaries which concern exposure to Legionnaires bacteria by passengers aboard the cruise ship M/V Horizon, a ship operated by Celebrity Cruise Lines. The lawsuits included a class action brought on behalf of all passengers aboard the ship during the relevant time period, individual "opt-out" passenger suits, and a suit by Celebrity Cruise Lines, Inc. Celebrity Cruises, Inc. alleges in its suit that it has sustained economic damages due to loss of usage of the M/V Horizon while it was dry docked. The claims against Essef and its involved subsidiaries, are based upon the allegation that Essef designed, manufactured and marketed two sand swimming pool filters that were installed as a part of the spa system on the Horizon, and allegations that the spa, and filters, contained bacteria that infected certain passengers on cruises from December, 1993 through July, 1994. Prior to the Company's acquisition of Essef, a settlement was reached in the class action. Essef and Celebrity have jointly attempted to resolve claims brought by "opt-out" plaintiffs. To date, a number of these claims have been settled, for nominal amounts, leaving 13 primary plaintiffs. The claims of one plaintiff have been tried under a stipulation among all remaining parties providing that the liability findings would be applicable to all plaintiffs and defendants. The claims of this plaintiff were unusual because he alleged that he developed complications that profoundly impaired his mental functioning. (No other plaintiff asserted similar claims). This trial resulted in a jury verdict finding liability on the part of the Essef Defendants (70%) and Celebrity and its sister company Fantasia (together 30%). Compensatory damages in the total amount of $2,660,000 were awarded, each defendant being accountable for its proportionate share of liability. Punitive damages were separately awarded against the Essef Defendants in the total amount of $7 million, with 60% awarded to all remaining plaintiffs and 40% to Celebrity. In any subsequent trial of other plaintiffs in this litigation, no further punitive damages will be available. Essef and its subsidiaries intend to file post-trial motions challenging the verdict, and if necessary, to file an appeal. At the current time, trial counsel is optimistic that all of the pending suits will be resolved within available insurance coverage. This is a pre-acquisition liability and the Company has purchase accounting reserves it believes sufficient to cover the amount of any uninsured awards or settlements. ITEM 6 -- EXHIBITS AND REPORTS ON FORM 8-K (a) Exhibits. The following exhibits are included with this Form 10-Q Report as required by Item 601 of Regulation S-K.
EXHIBIT NUMBER DESCRIPTION - ------- ------------------------------------------------------------ 27 Financial Data Schedule
(b) Reports on Form 8-K. No reports on Form 8-K were filed during the second quarter of 2000. 19 20 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. /s/ DAVID D. HARRISON -------------------------------------- David D. Harrison Executive Vice President and Chief Financial Officer August 14, 2000 20 EX-27 2 ex27.txt FINANCIAL DATA SCHEDULE
5 1,000 USD 6-MOS DEC-31-2000 JAN-01-2000 JUL-01-2000 1 56,126 0 617,050 22,114 484,498 1,236,271 738,553 352,964 2,847,892 775,121 0 0 0 1,043,985 0 2,847,892 1,488,891 1,488,891 1,043,778 1,336,532 292,754 0 40,410 111,949 41,420 70,529 0 0 0 70,529 1.45 1.45
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