Acquisitions

12 Months Ended

Dec. 31, 2018

4. Acquisitions

2018

During the year ended December 31, 2018, the Company acquired two businesses in separate transactions for total consideration of $68,557, net of cash acquired. The businesses were acquired to complement and expand upon existing operations within the Fluids and Refrigeration & Food Equipment segments. The goodwill identified by these acquisitions reflects the benefits expected to be derived from product line expansion and operational synergies. The goodwill is non-deductible for U.S. federal income tax purposes for these acquisitions.

On January 2, 2018, the Company acquired 100% of the voting stock of Ettlinger Group ("Ettlinger"), within the Fluids segment for $53,218, net of cash acquired. In connection with this acquisition, the Company recorded goodwill of $36,303 and intangible assets of $19,907, primarily related to customer intangibles. The intangible assets are being amortized over 8 to 15 years.

On January 12, 2018, the Company acquired 100% of the voting stock of Rosario Handel B.V. ("Rosario"), within the Refrigeration & Food Equipment segment for total consideration of $15,339, net of cash acquired. In connection with this

acquisition, the Company recorded goodwill of $10,408 and a customer intangible asset of $4,149. The customer intangible asset is being amortized over 10 years.

The pro forma effects of these acquisitions on the Company’s operations are disclosed in this footnote.

2017

During the year ended December 31, 2017, the Company acquired two businesses in separate transactions for total consideration of $34,300.

On April 5, 2017, the Company purchased 100% of the voting stock of Caldera Graphics S.A.S. ("Caldera") within the Engineered Systems segment for $32,857, net of cash acquired and including contingent consideration. In connection with this acquisition, the Company recorded goodwill of $27,174 and intangible assets of $8,169, primarily related to customer intangibles. The goodwill is non-deductible for U.S. federal income tax purposes. The intangible assets are being amortized over 7 to 15 years.

One other immaterial acquisition was completed during the year within the Engineered Systems segment.

The pro forma effects of these acquisitions on the Company’s operations are disclosed in this footnote.

2016

During 2016, the Company acquired six businesses, in separate transactions, for total consideration of $1,561,737, net of cash acquired. During the measurement period, the Company recorded working capital adjustments which resulted in final net cash consideration of $1,554,448. These acquisitions were completed primarily to complement and expand upon existing operations within the Fluids and Engineered Systems segments.

Pro Forma Information

The following unaudited pro forma results of operations reflect the 2018 acquisitions as if they had occurred on January 1, 2017 and the 2017 acquisitions as if they had occurred on January 1, 2016. The pro forma information is not necessarily indicative of the results that actually would have occurred, nor does it indicate future operating results. The supplemental pro forma earnings reflect adjustments to earnings from continuing operations as reported in the Consolidated Statements of Earnings to exclude nonrecurring expense related to the fair value adjustments to acquisition-date inventory (after-tax) and acquisition-related costs (after-tax) from the year ended December 31, 2018. These adjustments were not material in 2018 and 2017. The supplemental pro forma earnings for the 2017 period were similarly adjusted for 2017 acquisitions charges as if incurred at the beginning of 2016. The 2018 and 2017 supplemental pro forma earnings are also adjusted to reflect the comparable impact of additional depreciation and amortization expense, net of tax, resulting from the fair value measurement of tangible and intangible assets relating to 2018 and 2017 acquisitions.


	Years Ended December 31,
	2018		2017
Revenue:
As reported	$	6,992,118	$	6,820,886
Pro forma	6,992,434		6,858,255
Earnings:
As reported	$	591,145	$	746,663
Pro forma	594,786		747,537
Basic earnings per share:
As reported	$	3.94	$	4.80
Pro forma	3.97		4.80
Diluted earnings per share:
As reported	$	3.89	$	4.73
Pro forma	3.91		4.74