spxf-20200512
false000164199100016419912020-05-122020-05-12


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549
 
FORM 8-K
 
Current Report
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 
Date of report (Date of earliest event reported): May 12, 2020
 
SPX FLOW, INC.
(Exact Name of Registrant as specified in Charter)
 
Delaware 
1-37393
 47-3110748
(State or Other Jurisdiction of (Commission File Number) (I.R.S. Employer
Incorporation)   Identification No.)
 
13320 Ballantyne Corporate Place
Charlotte, North Carolina 28277
(Address of Principal Executive Offices) (Zip Code)
 
Registrant’s telephone number, including area code (704) 752-4400
 
NOT APPLICABLE
(Former Name or Former 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 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))
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, Par Value 00016419912020-05-122020-05-12


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549
 
FORM 8-K
 
Current Report
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 
Date of report (Date of earliest event reported): May 12, 2020
 
SPX FLOW, INC.
(Exact Name of Registrant as specified in Charter)
 
Delaware 
1-37393
 47-3110748
(State or Other Jurisdiction of (Commission File Number) (I.R.S. Employer
Incorporation)   Identification No.)
 
13320 Ballantyne Corporate Place
Charlotte, North Carolina 28277
(Address of Principal Executive Offices) (Zip Code)
 
Registrant’s telephone number, including area code (704) 752-4400
 
NOT APPLICABLE
(Former Name or Former 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 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))
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, Par Value $0.01FLOWNew York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging Growth Company: ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o 



Item 2.02.  Results of Operations and Financial Condition.
On May 12, 2020, SPX FLOW, Inc. (the “Company”) issued the press release attached as Exhibit 99.1 hereto and incorporated herein by reference.
The press release incorporated by reference into this Item 2.02 contains disclosure regarding organic revenue decline, defined as net revenue decline excluding the effects of foreign currency fluctuations. Such amounts, for purposes of this reconciliation, include revenues from continuing operations only. The Company’s management believes that this metric is a useful financial measure for investors in evaluating its operating performance because excluding the effects of currency fluctuations, when read in conjunction with the Company’s revenues, presents a useful tool to evaluate the Company’s ongoing operations and provides investors with a tool they can use to evaluate the Company’s management of assets held from period to period. In addition, organic revenue growth (decline) is one of the factors the Company’s management uses in internal evaluations of the overall performance of its business.
The press release also contains disclosure regarding (i) net debt, defined as total debt net of cash and cash equivalents, and (ii) adjusted net debt, defined as net debt less debt outstanding under a purchase card program. Such amounts, for purposes of these reconciliations, include balances related to both continuing and discontinued operations. The Company views these measures, when read in conjunction with their comparable GAAP amount, as giving investors useful tools to assess the financial health and leverage of the Company. Additionally, the Company’s management uses these metrics as a measure of the Company’s leverage and net leverage (with net leverage defined by the Company’s credit facility).
The press release also contains disclosure regarding free cash flow from (used in) operations, defined as net cash from (used in) operations reduced by cash paid for capital expenditures. Such amounts, for purposes of this reconciliation, relate to both continuing and discontinued operations. The Company’s management believes that free cash flow from (used in) operations is a useful financial measure for investors in evaluating the cash flow performance of multi-industrial companies, since the measure provides insight into the cash flow available to fund such things as equity repurchases, dividends, mandatory and discretionary debt reduction and acquisitions or other strategic investments. In addition, although the use of free cash flow from (used in) operations is limited by the fact that the measure can exclude certain cash items within management’s discretion, free cash flow from (used in) operations is a factor used by the Company’s management in internal evaluations of the overall performance of its business.
In the three months ended March 28, 2020, we recognized the following within results of continuing operations:
(i)asset impairment charges of $1.9 million, which resulted primarily from management’s decision within the first quarter of 2020 to discontinue a product line within the Industrial reportable segment, as described in Note 9 to our condensed consolidated financial statements included in our Form 10-Q as of March 28, 2020 and for the three months then ended,
(ii)certain restructuring and other related charges of $2.6 million, as described substantially in Note 7 to our condensed consolidated financial statements,
(iii)charges and fees of $0.8 million, associated with strategic actions, including the further development of the Company’s enterprise strategy and long-term growth plans, and
(iv)certain discrete income tax charges (benefits), as described further in Note 15 to the condensed consolidated financial statements.
To aid investors who seek comparability period-to-period, the Company, in the press release and related schedules incorporated by reference into this Item 2.02, adjusted certain metrics to exclude the above items, as well as the results of discontinued operations for certain of the adjusted metrics. These metrics include disclosure of:
(i)adjusted operating income, which is defined as operating income from continuing operations only, and excluding (i) asset impairment charges, (ii) certain restructuring and other related charges, and (iii) charges and fees associated with strategic actions, each as described above and each of which is presented on a continuing operations basis only, for purposes of this adjusted operating income reconciliation;
(ii)EBITDA, determined including the results of continuing and discontinued operations, which is defined as net income (loss) attributable to SPX FLOW, Inc. and excluding income tax provision (benefit), net interest expense, and depreciation and amortization, each of which includes the results of both continuing and discontinued operations, for purposes of this EBITDA reconciliation;


(iii)adjusted EBITDA from continuing operations, which is defined as EBITDA, calculated including the results of continuing operations only, and excluding (i) asset impairment charges, (ii) certain restructuring and other related charges, (iii) charges and fees associated with strategic actions and (iv) fair value adjustments related to an equity investment (applicable only in the 2019 period), with each of the items recognized during the first quarter of 2020 as described above and each of which is presented on a continuing operations basis only, for purposes of this adjusted EBITDA reconciliation;
(iv)adjusted diluted earnings (loss) per share (“EPS”) from continuing operations, which is defined as diluted EPS from continuing operations attributable to SPX FLOW, Inc., and excluding the dilutive EPS effects of each of the items excluded from EBITDA noted in item (iii) above, on a net of tax basis, and also excluding the dilutive EPS effects of other tax charges (benefits), each as described above.
The Company views each of the above measures, when read in conjunction with its comparable GAAP number or amount, as giving investors a useful tool to assess the health and prospects of the Company. Additionally, the Company’s management uses each of these adjusted metrics as a measure of the Company’s performance.
None of the non-GAAP measures described above is a measure of financial performance under accounting principles generally accepted in the United States (“GAAP”), and such measures should not be considered a substitute for, and should be used in combination with, the GAAP number or amount from which each is reconciled. Non-GAAP measures used by the Company may not be comparable to similarly titled measures reported by other companies.
Refer to the tables included in the press release for the components of each of the Company’s non-GAAP numbers or amounts referred to above, and for the reconciliations of these numbers or amounts from their respective most comparable GAAP measures.
The information in this Report is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this Report shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
Item 9.01.                                        Financial Statements and Exhibits.
Exhibit  
Number Description
   
 Press Release dated May 12, 2020, furnished solely pursuant to Item 2.02 of Form 8-K.
104Cover Page Interactive Data File (embedded in the cover page formatted in Inline XBRL)



SIGNATURE
 
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.
 
   
  SPX FLOW, Inc.
   
   
Date: May 12, 2020By:/s/ Jaime M. Easley
  Jaime M. Easley
  Vice President, Chief Financial Officer and Chief Accounting Officer


FLOWNew York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging Growth Company: ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o 



Item 2.02.  Results of Operations and Financial Condition.
On May 12, 2020, SPX FLOW, Inc. (the “Company”) issued the press release attached as Exhibit 99.1 hereto and incorporated herein by reference.
The press release incorporated by reference into this Item 2.02 contains disclosure regarding organic revenue decline, defined as net revenue decline excluding the effects of foreign currency fluctuations. Such amounts, for purposes of this reconciliation, include revenues from continuing operations only. The Company’s management believes that this metric is a useful financial measure for investors in evaluating its operating performance because excluding the effects of currency fluctuations, when read in conjunction with the Company’s revenues, presents a useful tool to evaluate the Company’s ongoing operations and provides investors with a tool they can use to evaluate the Company’s management of assets held from period to period. In addition, organic revenue growth (decline) is one of the factors the Company’s management uses in internal evaluations of the overall performance of its business.
The press release also contains disclosure regarding (i) net debt, defined as total debt net of cash and cash equivalents, and (ii) adjusted net debt, defined as net debt less debt outstanding under a purchase card program. Such amounts, for purposes of these reconciliations, include balances related to both continuing and discontinued operations. The Company views these measures, when read in conjunction with their comparable GAAP amount, as giving investors useful tools to assess the financial health and leverage of the Company. Additionally, the Company’s management uses these metrics as a measure of the Company’s leverage and net leverage (with net leverage defined by the Company’s credit facility).
The press release also contains disclosure regarding free cash flow from (used in) operations, defined as net cash from (used in) operations reduced by cash paid for capital expenditures. Such amounts, for purposes of this reconciliation, relate to both continuing and discontinued operations. The Company’s management believes that free cash flow from (used in) operations is a useful financial measure for investors in evaluating the cash flow performance of multi-industrial companies, since the measure provides insight into the cash flow available to fund such things as equity repurchases, dividends, mandatory and discretionary debt reduction and acquisitions or other strategic investments. In addition, although the use of free cash flow from (used in) operations is limited by the fact that the measure can exclude certain cash items within management’s discretion, free cash flow from (used in) operations is a factor used by the Company’s management in internal evaluations of the overall performance of its business.
In the three months ended March 28, 2020, we recognized the following within results of continuing operations:
(i)asset impairment charges of :schemaRef xlink:type="simple" xlink:href="spxf-20200512.xsd">00016419912020-05-122020-05-12


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549
 
FORM 8-K
 
Current Report
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 
Date of report (Date of earliest event reported): May 12, 2020
 
SPX FLOW, INC.
(Exact Name of Registrant as specified in Charter)
 
Delaware 
1-37393
 47-3110748
(State or Other Jurisdiction of (Commission File Number) (I.R.S. Employer
Incorporation)   Identification No.)
 
13320 Ballantyne Corporate Place
Charlotte, North Carolina 28277
(Address of Principal Executive Offices) (Zip Code)
 
Registrant’s telephone number, including area code (704) 752-4400
 
NOT APPLICABLE
(Former Name or Former 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 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))
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, Par Value $0.01FLOWNew York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging Growth Company: ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o 



Item 2.02.  Results of Operations and Financial Condition.
On May 12, 2020, SPX FLOW, Inc. (the “Company”) issued the press release attached as Exhibit 99.1 hereto and incorporated herein by reference.
The press release incorporated by reference into this Item 2.02 contains disclosure regarding organic revenue decline, defined as net revenue decline excluding the effects of foreign currency fluctuations. Such amounts, for purposes of this reconciliation, include revenues from continuing operations only. The Company’s management believes that this metric is a useful financial measure for investors in evaluating its operating performance because excluding the effects of currency fluctuations, when read in conjunction with the Company’s revenues, presents a useful tool to evaluate the Company’s ongoing operations and provides investors with a tool they can use to evaluate the Company’s management of assets held from period to period. In addition, organic revenue growth (decline) is one of the factors the Company’s management uses in internal evaluations of the overall performance of its business.
The press release also contains disclosure regarding (i) net debt, defined as total debt net of cash and cash equivalents, and (ii) adjusted net debt, defined as net debt less debt outstanding under a purchase card program. Such amounts, for purposes of these reconciliations, include balances related to both continuing and discontinued operations. The Company views these measures, when read in conjunction with their comparable GAAP amount, as giving investors useful tools to assess the financial health and leverage of the Company. Additionally, the Company’s management uses these metrics as a measure of the Company’s leverage and net leverage (with net leverage defined by the Company’s credit facility).
The press release also contains disclosure regarding free cash flow from (used in) operations, defined as net cash from (used in) operations reduced by cash paid for capital expenditures. Such amounts, for purposes of this reconciliation, relate to both continuing and discontinued operations. The Company’s management believes that free cash flow from (used in) operations is a useful financial measure for investors in evaluating the cash flow performance of multi-industrial companies, since the measure provides insight into the cash flow available to fund such things as equity repurchases, dividends, mandatory and discretionary debt reduction and acquisitions or other strategic investments. In addition, although the use of free cash flow from (used in) operations is limited by the fact that the measure can exclude certain cash items within management’s discretion, free cash flow from (used in) operations is a factor used by the Company’s management in internal evaluations of the overall performance of its business.
In the three months ended March 28, 2020, we recognized the following within results of continuing operations:
(i)asset impairment charges of $1.9 million, which resulted primarily from management’s decision within the first quarter of 2020 to discontinue a product line within the Industrial reportable segment, as described in Note 9 to our condensed consolidated financial statements included in our Form 10-Q as of March 28, 2020 and for the three months then ended,
(ii)certain restructuring and other related charges of $2.6 million, as described substantially in Note 7 to our condensed consolidated financial statements,
(iii)charges and fees of $0.8 million, associated with strategic actions, including the further development of the Company’s enterprise strategy and long-term growth plans, and
(iv)certain discrete income tax charges (benefits), as described further in Note 15 to the condensed consolidated financial statements.
To aid investors who seek comparability period-to-period, the Company, in the press release and related schedules incorporated by reference into this Item 2.02, adjusted certain metrics to exclude the above items, as well as the results of discontinued operations for certain of the adjusted metrics. These metrics include disclosure of:
(i)adjusted operating income, which is defined as operating income from continuing operations only, and excluding (i) asset impairment charges, (ii) certain restructuring and other related charges, and (iii) charges and fees associated with strategic actions, each as described above and each of which is presented on a continuing operations basis only, for purposes of this adjusted operating income reconciliation;
(ii)EBITDA, determined including the results of continuing and discontinued operations, which is defined as net income (loss) attributable to SPX FLOW, Inc. and excluding income tax provision (benefit), net interest expense, and depreciation and amortization, each of which includes the results of both continuing and discontinued operations, for purposes of this EBITDA reconciliation;


(iii)adjusted EBITDA from continuing operations, which is defined as EBITDA, calculated including the results of continuing operations only, and excluding (i) asset impairment charges, (ii) certain restructuring and other related charges, (iii) charges and fees associated with strategic actions and (iv) fair value adjustments related to an equity investment (applicable only in the 2019 period), with each of the items recognized during the first quarter of 2020 as described above and each of which is presented on a continuing operations basis only, for purposes of this adjusted EBITDA reconciliation;
(iv)adjusted diluted earnings (loss) per share (“EPS”) from continuing operations, which is defined as diluted EPS from continuing operations attributable to SPX FLOW, Inc., and excluding the dilutive EPS effects of each of the items excluded from EBITDA noted in item (iii) above, on a net of tax basis, and also excluding the dilutive EPS effects of other tax charges (benefits), each as described above.
The Company views each of the above measures, when read in conjunction with its comparable GAAP number or amount, as giving investors a useful tool to assess the health and prospects of the Company. Additionally, the Company’s management uses each of these adjusted metrics as a measure of the Company’s performance.
None of the non-GAAP measures described above is a measure of financial performance under accounting principles generally accepted in the United States (“GAAP”), and such measures should not be considered a substitute for, and should be used in combination with, the GAAP number or amount from which each is reconciled. Non-GAAP measures used by the Company may not be comparable to similarly titled measures reported by other companies.
Refer to the tables included in the press release for the components of each of the Company’s non-GAAP numbers or amounts referred to above, and for the reconciliations of these numbers or amounts from their respective most comparable GAAP measures.
The information in this Report is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this Report shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
Item 9.01.                                        Financial Statements and Exhibits.
Exhibit  
Number Description
   
 Press Release dated May 12, 2020, furnished solely pursuant to Item 2.02 of Form 8-K.
104Cover Page Interactive Data File (embedded in the cover page formatted in Inline XBRL)



SIGNATURE
 
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.
 
   
  SPX FLOW, Inc.
   
   
Date: May 12, 2020By:/s/ Jaime M. Easley
  Jaime M. Easley
  Vice President, Chief Financial Officer and Chief Accounting Officer


(iii)charges and fees of 00016419912020-05-122020-05-12


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549
 
FORM 8-K
 
Current Report
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 
Date of report (Date of earliest event reported): May 12, 2020
 
SPX FLOW, INC.
(Exact Name of Registrant as specified in Charter)
 
Delaware 
1-37393
 47-3110748
(State or Other Jurisdiction of (Commission File Number) (I.R.S. Employer
Incorporation)   Identification No.)
 
13320 Ballantyne Corporate Place
Charlotte, North Carolina 28277
(Address of Principal Executive Offices) (Zip Code)
 
Registrant’s telephone number, including area code (704) 752-4400
 
NOT APPLICABLE
(Former Name or Former 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 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))
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, Par Value $0.01FLOWNew York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging Growth Company: ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o 



Item 2.02.  Results of Operations and Financial Condition.
On May 12, 2020, SPX FLOW, Inc. (the “Company”) issued the press release attached as Exhibit 99.1 hereto and incorporated herein by reference.
The press release incorporated by reference into this Item 2.02 contains disclosure regarding organic revenue decline, defined as net revenue decline excluding the effects of foreign currency fluctuations. Such amounts, for purposes of this reconciliation, include revenues from continuing operations only. The Company’s management believes that this metric is a useful financial measure for investors in evaluating its operating performance because excluding the effects of currency fluctuations, when read in conjunction with the Company’s revenues, presents a useful tool to evaluate the Company’s ongoing operations and provides investors with a tool they can use to evaluate the Company’s management of assets held from period to period. In addition, organic revenue growth (decline) is one of the factors the Company’s management uses in internal evaluations of the overall performance of its business.
The press release also contains disclosure regarding (i) net debt, defined as total debt net of cash and cash equivalents, and (ii) adjusted net debt, defined as net debt less debt outstanding under a purchase card program. Such amounts, for purposes of these reconciliations, include balances related to both continuing and discontinued operations. The Company views these measures, when read in conjunction with their comparable GAAP amount, as giving investors useful tools to assess the financial health and leverage of the Company. Additionally, the Company’s management uses these metrics as a measure of the Company’s leverage and net leverage (with net leverage defined by the Company’s credit facility).
The press release also contains disclosure regarding free cash flow from (used in) operations, defined as net cash from (used in) operations reduced by cash paid for capital expenditures. Such amounts, for purposes of this reconciliation, relate to both continuing and discontinued operations. The Company’s management believes that free cash flow from (used in) operations is a useful financial measure for investors in evaluating the cash flow performance of multi-industrial companies, since the measure provides insight into the cash flow available to fund such things as equity repurchases, dividends, mandatory and discretionary debt reduction and acquisitions or other strategic investments. In addition, although the use of free cash flow from (used in) operations is limited by the fact that the measure can exclude certain cash items within management’s discretion, free cash flow from (used in) operations is a factor used by the Company’s management in internal evaluations of the overall performance of its business.
In the three months ended March 28, 2020, we recognized the following within results of continuing operations:
(i)asset impairment charges of $1.9 million, which resulted primarily from management’s decision within the first quarter of 2020 to discontinue a product line within the Industrial reportable segment, as described in Note 9 to our condensed consolidated financial statements included in our Form 10-Q as of March 28, 2020 and for the three months then ended,
(ii)certain restructuring and other related charges of $2.6 million, as described substantially in Note 7 to our condensed consolidated financial statements,
(iii)charges and fees of $0.8 million, associated with strategic actions, including the further development of the Company’s enterprise strategy and long-term growth plans, and
(iv)certain discrete income tax charges (benefits), as described further in Note 15 to the condensed consolidated financial statements.
To aid investors who seek comparability period-to-period, the Company, in the press release and related schedules incorporated by reference into this Item 2.02, adjusted certain metrics to exclude the above items, as well as the results of discontinued operations for certain of the adjusted metrics. These metrics include disclosure of:
(i)adjusted operating income, which is defined as operating income from continuing operations only, and excluding (i) asset impairment charges, (ii) certain restructuring and other related charges, and (iii) charges and fees associated with strategic actions, each as described above and each of which is presented on a continuing operations basis only, for purposes of this adjusted operating income reconciliation;
(ii)EBITDA, determined including the results of continuing and discontinued operations, which is defined as net income (loss) attributable to SPX FLOW, Inc. and excluding income tax provision (benefit), net interest expense, and depreciation and amortization, each of which includes the results of both continuing and discontinued operations, for purposes of this EBITDA reconciliation;


(iii)adjusted EBITDA from continuing operations, which is defined as EBITDA, calculated including the results of continuing operations only, and excluding (i) asset impairment charges, (ii) certain restructuring and other related charges, (iii) charges and fees associated with strategic actions and (iv) fair value adjustments related to an equity investment (applicable only in the 2019 period), with each of the items recognized during the first quarter of 2020 as described above and each of which is presented on a continuing operations basis only, for purposes of this adjusted EBITDA reconciliation;
(iv)adjusted diluted earnings (loss) per share (“EPS”) from continuing operations, which is defined as diluted EPS from continuing operations attributable to SPX FLOW, Inc., and excluding the dilutive EPS effects of each of the items excluded from EBITDA noted in item (iii) above, on a net of tax basis, and also excluding the dilutive EPS effects of other tax charges (benefits), each as described above.
The Company views each of the above measures, when read in conjunction with its comparable GAAP number or amount, as giving investors a useful tool to assess the health and prospects of the Company. Additionally, the Company’s management uses each of these adjusted metrics as a measure of the Company’s performance.
None of the non-GAAP measures described above is a measure of financial performance under accounting principles generally accepted in the United States (“GAAP”), and such measures should not be considered a substitute for, and should be used in combination with, the GAAP number or amount from which each is reconciled. Non-GAAP measures used by the Company may not be comparable to similarly titled measures reported by other companies.
Refer to the tables included in the press release for the components of each of the Company’s non-GAAP numbers or amounts referred to above, and for the reconciliations of these numbers or amounts from their respective most comparable GAAP measures.
The information in this Report is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this Report shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
Item 9.01.                                        Financial Statements and Exhibits.
Exhibit  
Number Description
   
 Press Release dated May 12, 2020, furnished solely pursuant to Item 2.02 of Form 8-K.
104Cover Page Interactive Data File (embedded in the cover page formatted in Inline XBRL)



SIGNATURE
 
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.
 
   
  SPX FLOW, Inc.
   
   
Date: May 12, 2020By:/s/ Jaime M. Easley
  Jaime M. Easley
  Vice President, Chief Financial Officer and Chief Accounting Officer


(iv)certain discrete income tax charges (benefits), as described further in Note 15 to the condensed consolidated financial statements.
To aid investors who seek comparability period-to-period, the Company, in the press release and related schedules incorporated by reference into this Item 2.02, adjusted certain metrics to exclude the above items, as well as the results of discontinued operations for certain of the adjusted metrics. These metrics include disclosure of:
(i)adjusted operating income, which is defined as operating income from continuing operations only, and excluding (i) asset impairment charges, (ii) certain restructuring and other related charges, and (iii) charges and fees associated with strategic actions, each as described above and each of which is presented on a continuing operations basis only, for purposes of this adjusted operating income reconciliation;
(ii)EBITDA, determined including the results of continuing and discontinued operations, which is defined as net income (loss) attributable to SPX FLOW, Inc. and excluding income tax provision (benefit), net interest expense, and depreciation and amortization, each of which includes the results of both continuing and discontinued operations, for purposes of this EBITDA reconciliation;


(iii)adjusted EBITDA from continuing operations, which is defined as EBITDA, calculated including the results of continuing operations only, and excluding (i) asset impairment charges, (ii) certain restructuring and other related charges, (iii) charges and fees associated with strategic actions and (iv) fair value adjustments related to an equity investment (applicable only in the 2019 period), with each of the items recognized during the first quarter of 2020 as described above and each of which is presented on a continuing operations basis only, for purposes of this adjusted EBITDA reconciliation;
(iv)adjusted diluted earnings (loss) per share (“EPS”) from continuing operations, which is defined as diluted EPS from continuing operations attributable to SPX FLOW, Inc., and excluding the dilutive EPS effects of each of the items excluded from EBITDA noted in item (iii) above, on a net of tax basis, and also excluding the dilutive EPS effects of other tax charges (benefits), each as described above.
The Company views each of the above measures, when read in conjunction with its comparable GAAP number or amount, as giving investors a useful tool to assess the health and prospects of the Company. Additionally, the Company’s management uses each of these adjusted metrics as a measure of the Company’s performance.
None of the non-GAAP measures described above is a measure of financial performance under accounting principles generally accepted in the United States (“GAAP”), and such measures should not be considered a substitute for, and should be used in combination with, the GAAP number or amount from which each is reconciled. Non-GAAP measures used by the Company may not be comparable to similarly titled measures reported by other companies.
Refer to the tables included in the press release for the components of each of the Company’s non-GAAP numbers or amounts referred to above, and for the reconciliations of these numbers or amounts from their respective most comparable GAAP measures.
The information in this Report is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this Report shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
Item 9.01.                                        Financial Statements and Exhibits.
Exhibit  
Number Description
   
 Press Release dated May 12, 2020, furnished solely pursuant to Item 2.02 of Form 8-K.
104Cover Page Interactive Data File (embedded in the cover page formatted in Inline XBRL)



SIGNATURE
 
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.
 
   
  SPX FLOW, Inc.
   
   
Date: May 12, 2020By:/s/ Jaime M. Easley
  Jaime M. Easley
  Vice President, Chief Financial Officer and Chief Accounting Officer



Document

Exhibit 99.1

SPX FLOW REPORTS FIRST QUARTER 2020 FINANCIAL RESULTS
Nimble Operating Structure Underpinned by a People-First Culture Has Led to a Resilient Response to the Evolving Environment
●
Q1 results demonstrate margin resiliency, operational efficiency and prudent cost containment
●
Gross margins of 34.9% up 190 points year-over-year on revenue of $289.5 million, down 22.5%
●Adjusted EBITDA* from continuing operations of $22 million, or 7.6% of revenue
●
Strong financial position with increased liquidity following the sale of Power and Energy business, which was completed at the start of Q2
____________________________________________________________________________________
        CHARLOTTE, NC - May 12, 2020 - SPX FLOW, Inc. (NYSE:FLOW), a leading provider of process solutions, today reported results for the quarter ended March 28, 2020.
        “Our first quarter results demonstrate our nimble operating structure, maturing business operating system and emphasis on driving high-quality revenue. Specifically, the team was able to deliver significant year-over-year improvements in gross margin despite revenues being down over 20% driven by solid execution, cost reductions and productivity savings. This strong operating foundation, underpinned by a people-first culture, has driven an effective and resilient response to the dynamic impacts of COVID-19. I am impressed with the way our team is working together across the globe to navigate these challenges, rapidly implementing new protocols that prioritize the health and well-being of our team members and maintain business continuity to fully support customers. And I am inspired by the acts of kindness our team has demonstrated in support of local communities and front-line workers.”, said Marc Michael, President and Chief Executive Officer
“As we navigate through this historic situation, our guiding principles are to ensure a safe and healthy work environment, support our customers with excellence, maintain long-term financial strength and execute our long-term strategy. To this end, it is vital that we keep our talented workforce intact to provide continuity and ensure the technical skills and process knowledge are in place to support our customers and capitalize on opportunities to create value through this economic cycle.”
“Importantly, we are in a strong financial position that was fortified with the net proceeds from the sale of Power and Energy. Available liquidity is over $1.1 billion, and our net leverage and interest coverage ratios are well below the debt covenants. We have flexibility to maintain a strong balance sheet, invest in our long-term strategy and create value through disciplined, opportunistic capital allocation.”
“The global pandemic and economic downturn underscore the importance of our strategy to focus on process solutions for sanitary and industrial applications. We support everyday life, including food and beverage, pharmaceutical, water, personal care, specialty chemical and condensed air markets. This positions SPX FLOW as an essential part of the supply chain that helps feed and enhance the world. With this as our purpose, our global operations have remained open throughout this pandemic, with limited, temporary restrictions. That said, consistent with the broader economy, orders slowed significantly in March and April.”
 “We are managing the near-term demand environment prudently and have conducted a robust cash sensitivity analysis across various economic scenarios. Currently, we are operating with the assumption that revenue will decrease 15%-20% year-over-year. Considering this, we curtailed discretionary spend, variable costs and paused hiring, apart from customer support roles, select strategic positions and early career programs. Should the economic downturn decline further, we have identified subsequent cost actions that can be rapidly implemented to adjust our cost structure in accordance with volume, while maintaining the ability to support customers and fully participate in economic recovery.”
“In summary, SPX FLOW is better positioned today than in previous industrial economic recessions to support our team, serve our customers with excellence and maintain financial strength, liquidity and strategic optionality. I am proud of our team members across the world for their united effort and fortitude in navigating through this global pandemic. And I am confident we will effectively manage through this economic downturn and be in a stronger position capitalize on growth and value creation opportunities when the economy recovers,” said Marc Michael, SPX FLOW President and Chief Executive Officer.


First Quarter 2020 Consolidated Results (continuing operations unless otherwise noted)
$ millions; except per share dataQ1 2020Q1 2019VarianceOrganic Variance
Backlog$517.0  $555.7  (7.0)%(2.2)%
Orders317.0  357.7  (11.4)%(10.1)%
Revenues289.5  373.4  (22.5)%(19.6)%
Segment income28.8  47.0  (38.7)%
Margin %9.9 %12.6 %-270bps
Operating income8.6  28.0  (69.3)%
Margin %3.0 %7.5 %-450bps
Income (loss) from continuing operations, net of tax$(0.3) $14.7  
Income (loss) from discontinued operations, net of tax(5.0) 4.8  
Net income (loss) attributable to SPX FLOW, Inc.(5.3) 19.5  
Diluted earnings (loss) per share from continuing operations$(0.01) $0.35  
Diluted earnings (loss) per share from discontinued operations(0.12) 0.11  
Diluted earnings (loss) per share(0.12) 0.46  
Operating Cash Flow from (used in) continuing operations$(32.2) $10.7  
Operating Cash Flow from (used in) discontinued operations(0.5) 11.1  
Operating Cash Flow(32.7) 21.8  
Adjusted EBITDA from continuing operations*$22.0  $40.5  (45.7)%
Free Cash Flow* - continuing and discontinued operations(42.9) 14.9  
Note: The commentary below is compared to the prior-year period. Organic changes exclude the effects of currency fluctuations.
•Backlog decreased (2.2)% organically due in large part the company's strategy to methodically reduce its exposure to large, dry-dairy applications and focus on growing orders in higher value, liquid-processing applications. These declines were partially offset by an increase in the Industrial backlog associated with strong mixer orders and certain shipment delays related to COVID-19.
•Orders declined (10.1)% organically. The decline was broad based and largely driven by a lower level of Food and Beverage systems orders, along with a lower order run-rate of components and aftermarket parts across both reporting segments. From a geographic perspective, order declines were concentrated in Europe and North America for the company's industrial product offerings while Food and Beverage liquid-processing systems declines were concentrated in Asia Pacific.
•Revenues declined (19.6)% organically, due to a lower level of revenue from large dry-dairy projects, broad based weakness across most industrial product lines, largely attributable to current market conditions, along with a lower starting backlog year-over-year.
•Gross profit decreased $(22.3) million due primarily to lower volume. Gross margins expanded 190 points to 34.9% driven by a higher quality of revenue, improved operating execution and favorable net price/cost benefits.
•Operating income was $8.6 million, or 3.0% of revenues. This included $2.6 million of restructuring charges, a $1.9 million non-cash impairment charge and $0.8 million dollars of professional fees supporting the company's enterprise strategy and long-term value creation planning. Excluding these items, adjusted operating income* was $13.9 million, or 4.8% of revenues.
•Diluted earnings per share from continuing operations were $(0.01) and included:
◦A non-cash impairment charge of $(0.03) per share related to the rationalization of a product line.


◦Professional fees of $(0.01) per share related primarily to strategic actions.
◦Restructuring and other related charges of $(0.05).
◦Discrete and other tax items totaling a net credit of $0.02 per share as compared to the Company’s expected tax rate of 29%.
•Excluding the items noted above, adjusted earnings per share* from continuous operations were $0.06.
•Free cash flow* utilized across all operations was $(42.9) million, including investments of $10.2 million on capital expenditures and $2.3 million on restructuring actions. The majority of the year-over-year change in free cash flow related to the lower level of earnings along with higher working capital levels partially related to shipment delays.

First Quarter 2020 Results by Segment
Food and Beverage
$ millionsQ1 2020Q1 2019VarianceOrganic Variance
Backlog$251.5  $290.0  (13.3)%(8.7)%
Orders125.2  153.1  (18.2)%(18.8)%
Revenues137.8  172.5  (20.1)%(17.0)%
Income19.4  18.5  4.9 %
As a percent of revenues14.1 %10.7 %340bps
Note: The commentary below is compared to the prior-year period. Organic changes exclude the effects of currency fluctuations.
•Backlog decreased (8.7)% organically due to strong project execution combined with a lower level of new system orders, consistent with the Company's strategy to methodically reduce its exposure to dry-dairy applications and increase its focus on liquid-processing applications. Reduced orders for process components and aftermarket parts also contributed to the decline.
•Orders declined (18.8)% organically, primarily driven by timing of order in-take in liquid-processing systems in Asia Pacific. Additionally, process components and aftermarket orders declined largely driven by lower levels of demand in Europe.
•Revenues declined (17.0)% organically, primarily due to a lower level of revenue from large dry-dairy systems, as anticipated, along with lower components and aftermarket sales.
•Segment income of $19.4 million was up ~5% year-over-year as margins expanded 340 points to 14.1%. The margin improvement was primarily driven by strong operational and project execution on a higher quality of revenue, savings from cost reduction actions and net price benefits.

Industrial
$ millionsQ1 2020Q1 2019VarianceOrganic Variance
Backlog$265.5  $265.7  (0.1)%4.9 %
Orders191.8  204.6  (6.3)%(3.5)%
Revenues151.7  200.9  (24.5)%(21.8)%
Income9.4  28.5  (67.0)%
As a percent of revenues6.2 %14.2 %-800bps
Note: The commentary below is compared to the prior-year period. Organic changes exclude the effects of currency fluctuations.


•Backlog increased 4.9% organically reflecting improved demand for mixers in the quarter along with some delayed shipments primarily in China due to COVID-19.
•Orders declined (3.5)% organically. This decline was broad-based across the majority of industrial product lines, most notably in dehydration equipment and hydraulic tools, reflecting the broader global industrial slowdown. Partially offsetting these declines was the double-digit growth in mixer projects for customers in China and in the Middle East.
•Revenues declined (21.8)% organically primarily due to a lower level of demand across the majority of short cycle product categories and end markets, primarily associated with global macro conditions. Additionally, opening backlog entering the quarter was down year-over-year contributing to the revenue decline.
•Segment income decreased $(20.1) million and margins contracted 800 points to 6.2%. The decline in segment income and margin was largely related to volume declines in high margin product categories.

OTHER ITEMS
Form 10-Q: The company expects to file its quarterly report on Form 10-Q for the quarter ended March 28, 2020 with the Securities and Exchange Commission on or about May 12, 2020. This news release should be read in conjunction with that filing, which will be available on the company’s website at www.spxflow.com, in the Investor Relations section.
About SPX FLOW, Inc.: Based in Charlotte, North Carolina, SPX FLOW, Inc. (NYSE: FLOW) innovates with customers to help feed and enhance the world by designing, delivering and servicing high value process solutions at the heart of growing and sustaining our diverse communities. The company's product offering is concentrated in process technologies that perform mixing, blending, fluid handling, separation, thermal heat transfer and other activities that are integral to processes performed across a wide variety of sanitary and industrial markets. SPX FLOW has approximately $1.5 billion in annual revenues with operations in more than 30 countries and sales in more than 140 countries. To learn more about SPX FLOW, please visit www.spxflow.com.
*Non-GAAP measure. See attached schedules for reconciliation from most comparable GAAP measure. Management believes these Non-GAAP metrics are commonly used financial measures for investors to evaluate our operating performance for the periods presented, and when read in conjunction with our condensed consolidated financial statements, present a useful tool to evaluate continuing operations and provide investors with metrics they can use to evaluate our management of the business from period to period. In addition, these are some of the factors we use in internal evaluations of the overall performance of our business.
Management acknowledges that there are many items that impact a company’s reported results and the adjustments reflected in these Non-GAAP measures are not intended to present all items that may have impacted these results. In addition, these Non-GAAP measures are not necessarily comparable to similarly-titled measures used by other companies.
Note: Net leverage is as defined by the company’s credit facility.
Certain statements in this press release are forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and are subject to the safe harbor created thereby. Please read these results in conjunction with the company’s documents filed with the Securities and Exchange Commission, including its annual report on form 10-K for the year ended December 31, 2019. These filings identify important risk factors and other uncertainties that could cause actual results to differ from those contained in the forward-looking statements. Actual results may differ materially from these statements. The words “expect,” “anticipate,” “plan,” “target,” “project,” “believe” and similar expressions identify forward-looking statements. Although the company believes that the expectations reflected in its forward-looking statements are reasonable, it can give no assurance that such expectations will prove to be correct. These statements are only predictions. Actual events or results may differ materially because of market conditions or other factors, and forward-looking statements should not be relied upon as a prediction of actual results. All the forward-looking statements in this press release are qualified in their entirety by reference to the factors discussed under the heading “Risk Factors” in the company’s most recent Form 10-K and in any other documents filed by the company with the Securities and Exchange Commission that describe risks and factors that could cause actual results to differ materially from those projected in these forward-looking statements. These risk factors may not be exhaustive. In addition to these factors, the matters addressed in these forward-looking statements are subject to uncertainties arising from the current COVID-19 pandemic, including the impact of the pandemic or related government responses on our businesses, the businesses of our customers and vendors and the global economy generally, other impacts to our supply chain and employee mobility, and whether our businesses and those of our customers will continue to be treated as “essential” operations under government orders restricting business activities or, even if so treated, whether health and safety


concerns might otherwise require operations to be halted for some period of time. Further, the company operates in a continually changing business environment and cannot predict new risk factors that may arise as a result of these and other changes. Statements in this press release speak only as of the date of this press release, and SPX FLOW disclaims any responsibility to update or revise such statements.
Investor Contacts:
Scott Gaffner
VP, Investor Relations and Strategic Insights
704-752-4485
investor@spxflow.com

Stewart Honeycutt
Director, FP&A and Investor Relations
704-752-4472

Media Contact:
Melissa Buscher
Chief Communications Officer
704-540-2160


SPX FLOW, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited; in millions, except per share amounts)

Three months ended
March 28, 2020March 30, 2019
Revenues$289.5  $373.4  
Cost of products sold188.4  250.0  
Gross profit101.1  123.4  
Selling, general and administrative85.2  87.5  
Intangible amortization2.8  2.9  
Asset impairment charges1.9  —  
Restructuring and other related charges2.6  5.0  
Operating income8.6  28.0  
Other income (expense), net(1.5) 5.3  
Interest expense, net(8.1) (7.6) 
Income (loss) from continuing operations before income taxes(1.0) 25.7  
Income tax benefit (provision)0.9  (10.7) 
Income (loss) from continuing operations(0.1) 15.0  
Income (loss) from discontinued operations, net of tax(5.1) 5.1  
Net income (loss)(5.2) 20.1  
Less: Net income attributable to noncontrolling interests0.1  0.6  
Net income (loss) attributable to SPX FLOW, Inc.$(5.3) $19.5  
Amounts attributable to SPX FLOW, Inc. common shareholders:
Income (loss) from continuing operations, net of tax$(0.3) $14.7  
Income (loss) from discontinued operations, net of tax(5.0) 4.8  
Net income (loss) attributable to SPX FLOW, Inc.$(5.3) $19.5  
Basic income (loss) per share of common stock:
Income (loss) per share from continuing operations$(0.01) $0.35  
Income (loss) per share from discontinued operations(0.12) 0.11  
Net income (loss) per share attributable to SPX FLOW, Inc.(0.12) 0.46  
Diluted income (loss) per share of common stock:
Income (loss) per share from continuing operations$(0.01) $0.35  
Income (loss) per share from discontinued operations(0.12) 0.11  
Net income (loss) per share attributable to SPX FLOW, Inc.(0.12) 0.46  
Weighted average number of common shares outstanding - basic42.570  42.452  
Weighted average number of common shares outstanding - diluted42.570  42.577  



SPX FLOW, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited; in millions)

March 28, 2020December 31, 2019
ASSETS
Current assets:
Cash and equivalents$235.9  $299.2  
Accounts receivable, net220.5  243.1  
Contract assets28.8  27.3  
Inventories, net214.5  208.1  
Other current assets26.5  32.2  
Assets of discontinued operations - current441.1  464.0  
Total current assets1,167.3  1,273.9  
Property, plant and equipment:
Land21.6  22.2  
Buildings and leasehold improvements167.8  170.8  
Machinery and equipment338.0  325.9  
527.4  518.9  
Accumulated depreciation(306.3) (289.0) 
Property, plant and equipment, net221.1  229.9  
Goodwill526.5  545.1  
Intangibles, net197.4  208.1  
Other assets172.1  180.4  
TOTAL ASSETS$2,284.4  $2,437.4  
LIABILITIES, MEZZANINE EQUITY AND EQUITY
Current liabilities:
Accounts payable$129.4  $142.6  
Contract liabilities112.4  116.3  
Accrued expenses144.8  162.0  
Income taxes payable25.2  45.2  
Short-term debt12.8  20.7  
Current maturities of long-term debt0.1  0.1  
Liabilities of discontinued operations - current214.3  220.5  
Total current liabilities639.0  707.4  
Long-term debt694.0  693.7  
Deferred and other income taxes24.3  27.9  
Other long-term liabilities109.2  115.0  
Total long-term liabilities827.5  836.6  
Mezzanine equity18.7  20.3  
Equity:
SPX FLOW, Inc. shareholders’ equity:
Common stock0.4  0.4  
Paid-in capital1,681.0  1,677.0  
Accumulated deficit(374.5) (369.2) 
Accumulated other comprehensive loss(490.8) (426.5) 
Common stock in treasury(25.7) (19.3) 
Total SPX FLOW, Inc. shareholders' equity790.4  862.4  
Noncontrolling interests8.8  10.7  
Total equity799.2  873.1  
TOTAL LIABILITIES, MEZZANINE EQUITY AND EQUITY$2,284.4  $2,437.4  




SPX FLOW, INC. AND SUBSIDIARIES
RESULTS OF REPORTABLE SEGMENTS
(Unaudited; in millions)

As of and for the three months ended
March 28, 2020March 30, 2019Change%/bps
Food and Beverage
Backlog$251.5  $290.0  $(38.5) (13.3)%
Orders125.2  153.1  (27.9) (18.2)%
Revenues137.8  172.5  (34.7) (20.1)%
Gross profit49.7  51.6  (1.9) 
as a percent of revenues36.1 %29.9 %620bps
Selling, general and administrative expense28.8  31.6  (2.8) 
as a percent of revenues20.9 %18.3 %260bps
Intangible amortization expense1.5  1.5  —  
Income$19.4  $18.5  $0.9  4.9%
as a percent of revenues14.1 %10.7 %340bps
Industrial
Backlog$265.5  $265.7  $(0.2) (0.1)%
Orders191.8  204.6  (12.8) (6.3)%
Revenues151.7  200.9  (49.2) (24.5)%
Gross profit51.4  71.8  (20.4) 
as a percent of revenues33.9 %35.7 %(180)bps
Selling, general and administrative expense40.7  41.9  (1.2) 
as a percent of revenue26.8 %20.9 %590bps
Intangible amortization expense1.3  1.4  (0.1) 
Income$9.4  $28.5  $(19.1) (67.0)%
as a percent of revenues6.2 %14.2 %(800)bps
Consolidated Backlog$517.0  $555.7  $(38.7) (7.0)%
Consolidated Orders317.0  357.7  (40.7) (11.4)%
Consolidated Revenues289.5  373.4  (83.9) (22.5)%
Consolidated Segment Income28.8  47.0  (18.2) (38.7)%
as a percent of revenues9.9 %12.6 %(270)bps
Total income for reportable segments$28.8  $47.0  $(18.2) 
Corporate expense15.5  13.8  1.7  
Pension and postretirement service costs0.2  0.2  —  
Asset impairment charges1.9  —  1.9  
Restructuring and other related charges2.6  5.0  (2.4) 
Consolidated Operating Income$8.6  $28.0  $(19.4) (69.3)%
as a percent of revenues3.0 %7.5 %(450)bps



SPX FLOW, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited; in millions)
Three months ended
March 28, 2020March 30, 2019
Cash flows from (used in) operating activities:
Net income (loss)$(5.2) $20.1  
Less: Income (loss) from discontinued operations, net of tax(5.1) 5.1  
Income (loss) from continuing operations(0.1) 15.0  
Adjustments to reconcile income (loss) from continuing operations to net cash from (used in) operating activities:
Restructuring and other related charges2.6  5.0  
Asset impairment charges1.9  —  
Deferred income taxes—  5.3  
Depreciation and amortization9.8  9.6  
Stock-based compensation3.2  2.9  
Pension and other employee benefits0.4  0.4  
Loss on asset sales and other, net0.5  0.1  
Gain on change in fair value of investment in equity security—  (6.2) 
Changes in operating assets and liabilities, net of effects from discontinued operations:
Accounts receivable and other assets17.3  14.9  
Contract assets and liabilities, net(1.7) (3.9) 
Inventories(15.2) (9.6) 
Accounts payable, accrued expenses and other(48.6) (22.4) 
Cash spending on restructuring actions(2.3) (0.4) 
Net cash from (used in) continuing operations(32.2) 10.7  
Net cash from (used in) discontinued operations(0.5) 11.1  
Net cash from (used in) operating activities(32.7) 21.8  
Cash flows used in investing activity -
Capital expenditures(4.7) (5.3) 
Net cash used in continuing operations(4.7) (5.3) 
Net cash used in discontinued operations(5.5) (1.6) 
Net cash used in investing activity(10.2) (6.9) 
Cash flows used in financing activities:
Borrowings under former senior credit facilities—  22.0  
Repayments of former senior credit facilities—  (27.0) 
Borrowings under former trade receivables financing arrangement—  42.0  
Repayments of former trade receivables financing arrangement—  (42.0) 
Repayments of purchase card program, net(7.7) (0.9) 
Repayments of other financing arrangements(0.2) (1.1) 
Minimum withholdings paid on behalf of employees for net share settlements, net(6.4) (5.1) 
Dividends paid to noncontrolling interests in subsidiary(1.2) —  
Net cash used in continuing operations(15.5) (12.1) 
Net cash used in discontinued operations(0.3) (0.1) 
Net cash used in financing activities(15.8) (12.2) 
Change in cash, cash equivalents and restricted cash due to changes in foreign currency exchange rates(0.9) (13.8) 
Net change in cash, cash equivalents and restricted cash(59.6) (11.1) 
Consolidated cash, cash equivalents and restricted cash, beginning of period303.4  214.3  
Consolidated cash, cash equivalents and restricted cash, end of period$243.8  $203.2  



SPX FLOW, INC. AND SUBSIDIARIES
ORGANIC REVENUE RECONCILIATION
(Unaudited)

Three months ended March 28, 2020
Net Revenue DeclineForeign CurrencyOrganic Revenue Decline
Food and Beverage(20.1)%(3.1)%(17.0)%
Industrial(24.5)%(2.7)%(21.8)%
Consolidated(22.5)%(2.9)%(19.6)%



SPX FLOW, INC. AND SUBSIDIARIES
CASH RECONCILIATION
(Unaudited; in millions)
Three months ended March 28, 2020
Beginning cash, cash equivalents and restricted cash$303.4  
Net cash used in operating activities of continuing operations(32.2) 
Net cash used in operating activities of discontinued operations(0.5) 
Capital expenditures of continuing operations(4.7) 
Capital expenditures of discontinued operations(5.5) 
Repayments of purchase card program, net(7.7) 
Repayments of other financing arrangements(0.2) 
Minimum withholdings paid on behalf of employees for net share settlements, net(6.4) 
Dividends paid to noncontrolling interests in subsidiary(1.2) 
Net cash used in financing activities of discontinued operations(0.3) 
Change in cash, cash equivalents and restricted cash due to changes in foreign currency exchange rates(0.9) 
Ending cash, cash equivalents and restricted cash$243.8  

SPX FLOW, INC. AND SUBSIDIARIES
DEBT, NET DEBT AND ADJUSTED NET DEBT RECONCILIATION
(Unaudited; in millions)
Debt, Net Debt and Adjusted Net Debt at
March 28, 2020December 31, 2019
Term loan$100.0  $100.0  
5.625% senior notes, due in August 2024300.0  300.0  
5.875% senior notes, due in August 2026300.0  300.0  
Other indebtedness - continuing operations13.4  21.3  
Other indebtedness - discontinued operations3.6  4.1  
Less: deferred financing fees(6.5) (6.8) 
Total debt$710.5  $718.6  
Total debt$710.5  $718.6  
Less: cash and equivalents - continuing operations(235.9) (299.2) 
Less: cash and equivalents - discontinued operations(6.9) (3.1) 
Net debt$467.7  $416.3  
Net debt$467.7  $416.3  
Less: debt under purchase card program(12.7) (20.4) 
Adjusted net debt$455.0  $395.9  

SPX FLOW, INC. AND SUBSIDIARIES
FREE CASH FLOW RECONCILIATION
(Unaudited; in millions)
Three months ended
March 28, 2020March 30, 2019
Net cash from (used in) operating activities - continuing and discontinued operations$(32.7) $21.8  
Capital expenditures - continuing and discontinued operations(10.2) (6.9) 
Free cash flow from (used in) operations - continuing and discontinued operations$(42.9) $14.9  



SPX FLOW, INC. AND SUBSIDIARIES
ADJUSTED OPERATING INCOME RECONCILIATION
(Unaudited; in millions)

Three months ended
March 28, 2020March 30, 2019
Operating income$8.6  $28.0  
Charges and fees associated with strategic actions0.8  —  
Certain restructuring and other related charges2.6  4.1  
Asset impairment charges1.9  —  
Adjusted operating income$13.9  $32.1  

SPX FLOW, INC. AND SUBSIDIARIES
EBITDA RECONCILIATION
(Unaudited; in millions)
Three months ended(1)
March 28, 2020March 30, 2019
Net income (loss) attributable to SPX FLOW, Inc.$(5.3) $19.5  
Income tax provision (benefit)(1.8) 10.7  
Interest expense, net9.7  10.7  
Depreciation and amortization9.8  13.8  
EBITDA12.4  54.7  
Loss on disposal group8.5  —  
Asset impairment charges1.9  —  
Charges and fees associated with strategic actions5.0  1.1  
Fair value adjustment related to an equity security—  (6.2) 
Non-cash compensation expense4.0  3.2  
Non-service pension and postretirement related costs0.2  0.2  
Interest income1.0  2.0  
Losses on asset sales and other, net0.5  0.1  
Restructuring and other related charges2.9  5.0  
Foreign exchange losses1.1  1.2  
Other0.2  0.2  
Bank consolidated EBITDA$37.7  $61.5  
(1) Includes the results of continuing operations and discontinued operations



SPX FLOW, INC. AND SUBSIDIARIES
ADJUSTED EBITDA FROM CONTINUING OPERATIONS RECONCILIATION
(Unaudited; in millions)

Three months ended
March 28, 2020March 30, 2019
Net income (loss) attributable to SPX FLOW, Inc. from continuing operations$(0.3) $14.7  
Income tax provision (benefit)(0.9) 10.7  
Interest expense, net8.1  7.6  
Depreciation and amortization9.8  9.6  
EBITDA from continuing operations16.7  42.6  
Asset impairment charges1.9  —  
Certain restructuring and other related charges2.6  4.1  
Charges and fees associated with strategic actions0.8  —  
Fair value adjustment related to an equity security—  (6.2) 
Adjusted EBITDA from continuing operations$22.0  $40.5  

SPX FLOW, INC. AND SUBSIDIARIES
ADJUSTED DILUTED EARNINGS PER SHARE FROM CONTINUING OPERATIONS RECONCILIATION
(Unaudited)
Three months ended
March 28, 2020March 30, 2019
Diluted earnings (loss) per share from continuing operations$(0.01) $0.35  
Certain restructuring and other related charges, net of tax0.05  0.07  
Asset impairment charge, net of tax0.03  —  
Charges and fees associated with strategic actions, net of tax0.01  —  
Discrete tax charges (benefits)(0.02) 0.04  
Fair value adjustment related to an equity security, net of tax—  (0.10) 
Adjusted diluted earnings per share from continuing operations$0.06  $0.36  


v3.20.1
Cover Document
May 12, 2020
Cover [Abstract]  
Document Type 8-K
Document Period End Date May 12, 2020
Entity Registrant Name SPX FLOW, INC.
Entity Incorporation, State or Country Code DE
Entity File Number 1-37393
Entity Tax Identification Number 47-3110748
Entity Address, Address Line One 13320 Ballantyne Corporate Place
Entity Address, City or Town Charlotte
Entity Address, State or Province NC
Entity Address, Postal Zip Code 28277
City Area Code 704
Local Phone Number 752-4400
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, Par Value $0.01
Trading Symbol FLOW
Security Exchange Name NYSE
Entity Emerging Growth Company false
Amendment Flag false
Entity Central Index Key 0001641991