UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

 

FORM 8-K

 

CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934

 

July 28, 2014

DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED)

ROPER INDUSTRIES, INC.

(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

DELAWARE

(STATE OR OTHER JURISDICTION OF INCORPORATION)

1-12273	51-0263969
(COMMISSION FILE NUMBER)	(IRS EMPLOYER IDENTIFICATION NO.)
6901 PROFESSIONAL PKWY. EAST, SUITE 200, SARASOTA, FLORIDA	34240
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)	(ZIP CODE)

(941) 556-2601

(REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)

(FORMER NAME OR 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:

 

[ ] Written communication 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))

 

Diluted Earnings Per Share of $1.56

Strong Organic Revenue Growth and Margin Performance

Sarasota, Florida, July 28, 2014 ... Roper Industries, Inc. (NYSE: ROP), a diversified technology company, reported financial results for the second quarter ended June 30, 2014.

Roper reports results, including revenue, operating profit, net income and diluted earnings per share, on a GAAP and adjusted basis.  Adjusted measures are reconciled to the corresponding GAAP measures at the end of this release.

Second quarter diluted earnings per share (DEPS) were $1.56, a 41% increase over last year's GAAP DEPS and a 19% increase over last year's adjusted DEPS.  Net earnings for the second quarter were $157 million.  Second quarter revenue was $885 million, a 13% increase over last year's GAAP revenue and 10% higher than last year's adjusted revenue.  Operating profit was $247 million and represented 27.9% of revenue.  Orders increased 5% to $874 million.

Operating cash flow in the quarter was $141 million. Year-to-date operating cash flow was $353 million, an increase of 14% over the prior year and represented 21% of revenue. Year-to-date free cash flow was $333 million, a 15% increase over the prior year.

"Our businesses performed exceptionally well in the quarter, with record second quarter performance for orders, revenue, operating profit and EBITDA," said Brian Jellison, Roper's Chairman, President and CEO.  "We generated 8% organic growth in the quarter and all segments grew organically, led by double-digit growth in both our Medical and RF segments.  Our continued growth in high margin businesses resulted in exceptional margin performance, as gross margin reached 59.1% and EBITDA margin was 33.3%."

On July 2^nd, Roper completed a small acquisition, FoodLink®, a provider of traceability and commerce solutions to the fresh food industry.  This acquisition expands and builds upon Roper's leading position providing collaborative trading and web solutions to the food industry.

As a result of its second quarter performance, Roper is increasing its full year diluted earnings per share guidance from $6.22 - $6.36 to $6.27 - $6.37.  Third quarter diluted earnings per share is expected to be $1.49 - $1.53. The company's guidance excludes the impact of future acquisitions.

Use of Non-GAAP Financial Information

The company supplements its consolidated financial statements presented on a GAAP basis with certain non-GAAP financial information to provide investors with greater insight, increase 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 schedules or tables.  The non-GAAP financial measures disclosed by the company should not be considered a substitute for, or superior to, financial measures prepared in accordance with GAAP, and the financial results prepared in accordance with GAAP and reconciliations from these results should be carefully evaluated.

Table 1:  Q2 Revenue Growth Detail

 

Table 2:  Free Cash Flow Reconciliation

 

Table 3:  EBITDA Reconciliation

 

Table 4:  Reconciliation of Q2 2013 GAAP DEPS to Adjusted DEPS

A conference call to discuss these results has been scheduled for 8:30 AM ET on Monday, July 28, 2014.  The call can be accessed via webcast or by dialing +1 888-539-3612 (US/Canada) or +1 719-325-2454, using confirmation code 5365091.  Webcast information and conference call materials will be made available in the Investors section of Roper's website (www.roperind.com) prior to the start of the call. Telephonic replays will be available for up to two weeks by calling +1 719-457-0820 and using the access code 5365091.

Roper Industries is a diversified technology company and is a constituent of the S&P 500, Fortune 1000, and the Russell 1000 indices. Roper provides engineered products and solutions for global niche markets, including software information networks, medical, water, energy, and transportation. Additional information about Roper is available on the company's website at www.roperind.com.

The information provided in this press release contains forward-looking statements within the meaning of the federal securities laws. These forward-looking statements include, among others, statements regarding operating results, the success of our internal operating plans, and the prospects for newly acquired businesses to be integrated and contribute to future growth, profit and cash flow expectations.  Forward-looking statements may be indicated by words or phrases such as "anticipate," "estimate," "plans," "expects," "projects," "should," "will," "believes" or "intends" and similar words and phrases.  These statements reflect management's current beliefs and are not guarantees of future performance.  They involve risks and uncertainties that could cause actual results to differ materially from those contained in any forward-looking statement. Such risks and uncertainties include our ability to integrate acquisitions and realize expected synergies.  We also face other general risks, including our ability to realize cost savings from our operating initiatives, general economic conditions, unfavorable changes in foreign exchange rates, difficulties associated with exports, risks associated with our international operations, difficulties in making and integrating acquisitions, risks associated with newly acquired businesses, increased product liability and insurance costs, increased warranty exposure, future competition, changes in the supply of, or price for, parts and components, environmental compliance costs and liabilities, risks and cost associated with asbestos related litigation and potential write-offs of our substantial intangible assets, and risks associated with obtaining governmental approvals and maintaining regulatory compliance for new and existing products.  Important risks may be discussed in current and subsequent filings with the SEC.  You should not place undue reliance on any forward-looking statements.  These statements speak only as of the date they are made, and we undertake no obligation to update publicly any of them in light of new information or future events.

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Roper Industries, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets (unaudited)
(Amounts in thousands)
		June 30,				December 31,
ASSETS		2014				2013
CURRENT ASSETS:
Cash and cash equivalents		$	565,282			$	459,720
Accounts receivable			518,378				519,075
Inventories			212,050				204,923
Unbilled receivable			106,788				86,945
Deferred taxes			63,804				64,464
Other current assets			58,223				38,210
Total current assets			1,524,525				1,373,337
PROPERTY, PLANT AND EQUIPMENT, NET			116,394				117,310
OTHER ASSETS:
Goodwill			4,551,535				4,549,998
Other intangible assets, net			1,966,143				2,039,136
Deferred taxes			25,639				28,773
Other assets			77,910				76,427
Total other assets			6,621,227				6,694,334
TOTAL ASSETS		$	8,262,146			$	8,184,981
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable		$	147,661			$	150,313
Accrued compensation			97,847				107,953
Deferred revenue			216,106				209,332
Other accrued liabilities			154,910				153,712
Income taxes payable			-				4,275
Deferred taxes			7,764				6,490
Current portion of long-term debt			10,984				11,016
Total current liabilities			635,272				643,091
NONCURRENT LIABILITIES:
Long-term debt			2,233,809				2,453,836
Deferred taxes			755,842				783,805
Other liabilities			89,208				91,199
Total liabilities			3,714,131				3,971,931
STOCKHOLDERS' EQUITY:
Common stock			1,020				1,013
Additional paid-in capital			1,292,466				1,229,233
Retained earnings			3,223,818				2,959,196
Accumulated other comprehensive earnings			50,075				43,083
Treasury stock			(19,364	)			(19,475	)
Total stockholders' equity			4,548,015				4,213,050
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY		$	8,262,146			$	8,184,981

 

 

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Roper Industries, Inc. and Subsidiaries
Condensed Consolidated Statements of Earnings (unaudited)
(Amounts in thousands, except per share data)
		Three months ended								Six months ended
		June 30,								June 30,
		2014				2013				2014				2013
Net sales		$	885,175			$	784,010			$	1,719,227			$	1,521,145
Cost of sales			361,993				338,503				707,109				654,062
Gross profit			523,182				445,507				1,012,118				867,083
Selling, general and administrative expenses			276,516				265,761				542,052				502,160
Income from operations			246,666				179,746				470,066				364,923
Interest expense			19,512				22,361				39,339				43,219
Other income/(expense)			(930	)			2,536				490				44
Earnings from continuing operations before
income taxes			226,224				159,921				431,217				321,748
Income taxes			68,863				48,568				126,630				85,481
Net Earnings		$	157,361			$	111,353			$	304,587			$	236,267
Earnings per share:
Basic		$	1.58			$	1.12			$	3.05			$	2.39
Diluted		$	1.56			$	1.11			$	3.02			$	2.36
Weighted average common and common
equivalent shares outstanding:
Basic			99,881				99,089				99,720				98,983
Diluted			100,823				100,162				100,696				100,071

 

 

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Roper Industries, Inc. and Subsidiaries
Condensed Consolidated Statements of Cash Flows (unaudited)
(Amounts in thousands)
		Six months ended
		June 30,
		2014				2013
Net earnings		$	304,587			$	236,267
Non-cash items:
Depreciation			20,089				18,742
Amortization			77,495				71,794
Stock-based compensation expense			30,013				26,284
Income taxes			(42,664	)			(17,925	)
Changes in assets and liabilities:
Receivables			(19,675	)			(1,847	)
Inventory			(6,515	)			(10,362	)
Accounts payable			(2,871	)			1,012
Accrued liabilities			(4,045	)			(10,103	)
Other, net			(3,284	)			(2,855	)
Cash provided by operating activities			353,130				311,007
Business acquisitions, net of cash acquired			(2,726	)			(1,007,513	)
Capital expenditures			(20,560	)			(21,889	)
Other, net			526				1,314
Cash used by investing activities			(22,760	)			(1,028,088	)
Principal debt borrowings			-				800,000
Principal debt payments			(561	)			(1,671	)
Revolver payments, net			(220,000	)			(58,000	)
Debt issuance costs			-				(7,517	)
Dividends			(39,821	)			(16,338	)
Excess tax benefit from share-based payment			12,058				5,654
Proceeds from stock-based compensation, net			21,686				10,998
Premium on convertible debt conversions			(1,518	)			(4,040	)
Other, net			1,811				1,826
Cash provided by/(used by) financing activities			(226,345	)			730,912
Effect of exchange rate changes on cash			1,537				(9,850	)
Net increase in cash and equivalents			105,562				3,981
Cash and equivalents, beginning of period			459,720				370,590
Cash and equivalents, end of period		$	565,282			$	374,571