Realignment Programs

In the first quarter of 2015, we initiated a realignment program ("R1 Realignment Program") to reduce and optimize certain non-strategic QRCs and manufacturing facilities . In the second quarter of 2015, we initiated a second realignment program ("R2 Realignment Program") to better align costs and improve long-term efficiency, including further manufacturing optimization through the consolidation of facilities, a reduction in our workforce, the transfer of activities from high-cost regions to lower-cost facilities and the divestiture of certain non-strategic assets.

The R1 Realignment Program and the R2 Realignment Program (collectively the "Realignment Programs") consist of both restructuring and non-restructuring charges. Restructuring charges represent costs associated with the relocation or reorganization of certain business activities and facility closures and include related severance costs. Non-restructuring charges are primarily employee severance associated with workforce reductions to reduce redundancies. Expenses are primarily reported in COS or SG&A, as applicable, in our condensed consolidated statements of income. We anticipate a total investment in these programs of approximately $400 million, including projects still under final evaluation. We anticipate that the majority of any remaining charges will be incurred in 2017.

Generally, the aforementioned charges will be paid in cash, except for asset write-downs, which are non-cash charges. The following is a summary of total charges, net of adjustments, related to the Realignment Programs:



	Three Months Ended March 31, 2017
(Amounts in thousands)	Engineered Product Division			Industrial Product Division		Flow Control Division			Subtotal–Reportable Segments			Eliminations and All Other		Consolidated Total
Restructuring Charges
COS	$	(2,674	)	$	4,771	$	(32	)	$	2,065		$	—	$	2,065
SG&A	(781		)	89		124			(568		)	11		(557		)
	$	(3,455	)	$	4,860	$	92		$	1,497		$	11	$	1,508
Non-Restructuring Charges
COS	$	1,101		$	1,438	$	433		$	2,972		$	—	$	2,972
SG&A	714			3,606		547			4,867			1,164		6,031
	$	1,815		$	5,044	$	980		$	7,839		$	1,164	$	9,003
Total Realignment Charges
COS	$	(1,573	)	$	6,209	$	401		$	5,037		$	—	$	5,037
SG&A	(67		)	3,695		671			4,299			1,175		$	5,474
Total	$	(1,640	)	$	9,904	$	1,072		$	9,336		$	1,175	$	10,511



	Three Months Ended March 31, 2016
(Amounts in thousands)	Engineered Product Division			Industrial Product Division			Flow Control Division		Subtotal–Reportable Segments		Eliminations and All Other		Consolidated Total
Restructuring Charges
COS	$	1,520		$	(184	)	$	108	$	1,444	$	—	$	1,444
SG&A	2,407			1,712			159		4,278		—		4,278
	$	3,927		$	1,528		$	267	$	5,722	$	—	$	5,722
Non-Restructuring Charges
COS	$	99		$	1,793		$	3,860	$	5,752	$	15	$	5,767
SG&A	(221		)	608			1,464		1,851		131		1,982
	$	(122	)	$	2,401		$	5,324	$	7,603	$	146	$	7,749
Total Realignment Charges
COS	$	1,619		$	1,609		$	3,968	$	7,196	$	15	$	7,211
SG&A	2,186			2,320			1,623		6,129		131		$	6,260
Total	$	3,805		$	3,929		$	5,591	$	13,325	$	146	$	13,471

The following is a summary of total inception to date charges, net of adjustments, related to the Realignment Programs:



	Inception to Date
(Amounts in thousands)	Engineered Product Division		Industrial Product Division (1)		Flow Control Division		Subtotal–Reportable Segments		Eliminations and All Other		Consolidated Total
Restructuring Charges
COS	$	32,037	$	45,419	$	13,957	$	91,413	$	—	$	91,413
SG&A	17,036		15,686		9,676		42,398		29		42,427
Income tax expense(2)	9,400		9,300		1,800		20,500		—		20,500
	$	58,473	$	70,405	$	25,433	$	154,311	$	29	$	154,340
Non-Restructuring Charges
COS	$	17,261	$	15,621	$	12,366	$	45,248	$	8	$	45,256
SG&A	10,707		11,816		5,386		27,909		5,596		33,505
	$	27,968	$	27,437	$	17,752	$	73,157	$	5,604	$	78,761
Total Realignment Charges
COS	$	49,298	$	61,040	$	26,323	$	136,661	$	8	$	136,669
SG&A	27,743		27,502		15,062		70,307		5,625		75,932
Income tax expense(2)	9,400		9,300		1,800		20,500		—		20,500
Total	$	86,441	$	97,842	$	43,185	$	227,468	$	5,633	$	233,101

____________________________

(1) Includes $48.2 million of restructuring charges, primarily COS, related to the R1 Realignment Program.

(2) Income tax expense includes exit taxes as well as non-deductible costs.

Restructuring charges represent costs associated with the relocation or reorganization of certain business activities and facility closures and include costs related to employee severance at closed facilities, contract termination costs, asset write-downs and other costs. Severance costs primarily include costs associated with involuntary termination benefits. Contract termination costs include costs related to termination of operating leases or other contract termination costs. Asset write-downs include accelerated depreciation of fixed assets, accelerated amortization of intangible assets, divestiture of certain non-strategic assets and inventory write-downs. Other costs generally include costs related to employee relocation, asset relocation, vacant facility costs (i.e., taxes and insurance) and other charges.

The following is a summary of restructuring charges, net of adjustments, for the Realignment Programs:



	Three Months Ended March 31, 2017
(Amounts in thousands)	Severance			Contract Termination		Asset Write-Downs		Other		Total
COS	$	(3,757	)	$	137	$	4,953	$	732	$	2,065
SG&A	(1,319		)	—		352		410		(557		)
Total	$	(5,076	)	$	137	$	5,305	$	1,142	$	1,508



	Three Months Ended March 31, 2016
(Amounts in thousands)	Severance		Contract Termination		Asset Write-Downs		Other		Total
COS	$	63	$	—	$	918	$	463	$	1,444
SG&A	3,754		—		36		488		4,278
Total	$	3,817	$	—	$	954	$	951	$	5,722

The following is a summary of total inception to date restructuring charges, net of adjustments, related to the Realignment Programs:



	Inception to Date
(Amounts in thousands)	Severance		Contract Termination		Asset Write-Downs		Other		Total (1)
COS(1)	$	68,187	$	746	$	13,870	$	8,610	$	91,413
SG&A	29,448		43		1,780		11,156		42,427
Income tax expense(2)	—		—		—		20,500		20,500
Total	$	97,635	$	789	$	15,650	$	40,266	$	154,340

_______________________________

(1) Includes $48.2 million of restructuring charges, primarily COS, related to the R1 Realignment Program.

(2) Income tax expense includes exit taxes as well as non-deductible costs.

The following represents the activity, primarily severance, related to the restructuring reserve for the Realignment Programs for the three months ended March 31, 2017 and 2016:



	2017									2016
(Amounts in thousands)	R1 Realignment Program			R2 Realignment Program			Total			R1 Realignment Program			R2 Realignment Program			Total
Balance at December 31	$	12,594		$	47,733		$	60,327		$	25,156		$	33,147		$	58,303
Charges, net of adjustments	(3,431		)	(503		)	(3,934		)	976			3,792			4,768
Cash expenditures	(4,124		)	(7,070		)	(11,194		)	(1,294		)	(3,999		)	(5,293		)
Other non-cash adjustments, including currency	3,038			(1,712		)	1,326			(877		)	(1,162		)	(2,039		)
Balance at March 31	$	8,077		$	38,448		$	46,525		$	23,961		$	31,778		$	55,739