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FORM 10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

(Mark One)

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended July 31, 2020

OR

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from           to         

Commission file number   0-7977

 

NORDSON CORPORATION

(Exact name of registrant as specified in its charter)

 

 

Ohio

 

34-0590250

(State of incorporation)

 

(I.R.S. Employer Identification No.)

 

 

 

28601 Clemens Road

Westlake, Ohio

 

44145

(Address of principal executive offices)

 

(Zip Code)

 

(440) 892-1580

(Telephone Number)

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of Each Class

 

Trading Symbol(s)

 

Name of Each Exchange
On Which Registered

Common Shares, without par value

NDSN

Nasdaq Stock Market LLC

 

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months, and (2) has been subject to such filing requirements for the past 90 days.    Yes      No  

Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was required to submit such files).    Yes      No  

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company.  See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.:

 

Large accelerated filer

 

Accelerated filer

 

 

 

 

 

Non-accelerated filer

 

Smaller reporting company

 

 

 

 

 

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.  

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes      No  

Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date:  Common Shares, without par value as of August 25, 2020:  58,034,535

 

 

 

 

 


Nordson Corporation

 

Table of Contents

 

PART I – FINANCIAL INFORMATION

3

 

 

ITEM 1.  FINANCIAL STATEMENTS (UNAUDITED)

3

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

3

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

4

CONDENSED CONSOLIDATED BALANCE SHEETS

5

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY

6

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

8

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

9

ITEM 2.  MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

24

Critical Accounting Policies and Estimates

25

Results of Operations

25

Financial Condition

29

ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

31

ITEM 4.  CONTROLS AND PROCEDURES

31

 

 

PART II – OTHER INFORMATION

32

 

 

ITEM 1.  LEGAL PROCEEDINGS

32

ITEM 1A.  RISK FACTORS

32

ITEM 2.  UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

33

ITEM 6.  EXHIBITS

34

 

 

SIGNATURE

35

 

 

 

Page 2


Nordson Corporation

 

Part I – FINANCIAL INFORMATION

ITEM 1.

FINANCIAL STATEMENTS (UNAUDITED)

Condensed Consolidated Statements of Income

 

 

 

Three Months Ended

 

 

Nine Months Ended

 

 

 

July 31, 2020

 

 

July 31, 2019

 

 

July 31, 2020

 

 

July 31, 2019

 

(In thousands, except for per share data)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Sales

 

$

538,181

 

 

$

559,746

 

 

$

1,562,575

 

 

$

1,608,775

 

Operating costs and expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of sales

 

 

257,373

 

 

 

257,123

 

 

 

728,975

 

 

 

735,647

 

Selling and administrative expenses

 

 

168,753

 

 

 

172,347

 

 

 

521,423

 

 

 

529,675

 

 

 

 

426,126

 

 

 

429,470

 

 

 

1,250,398

 

 

 

1,265,322

 

Operating profit

 

 

112,055

 

 

 

130,276

 

 

 

312,177

 

 

 

343,453

 

Other income (expense):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest expense

 

 

(7,314

)

 

 

(11,500

)

 

 

(25,348

)

 

 

(36,238

)

Interest and investment income

 

 

434

 

 

 

511

 

 

 

1,301

 

 

 

1,153

 

Other - net

 

 

(9,668

)

 

 

210

 

 

 

(12,943

)

 

 

(4,546

)

 

 

 

(16,548

)

 

 

(10,779

)

 

 

(36,990

)

 

 

(39,631

)

Income before income taxes

 

 

95,507

 

 

 

119,497

 

 

 

275,187

 

 

 

303,822

 

Income taxes

 

 

8,526

 

 

 

25,569

 

 

 

44,123

 

 

 

69,404

 

Net income

 

$

86,981

 

 

$

93,928

 

 

$

231,064

 

 

$

234,418

 

Average common shares

 

 

57,693

 

 

 

57,395

 

 

 

57,679

 

 

 

57,463

 

Incremental common shares attributable to equity

   compensation

 

 

734

 

 

 

722

 

 

 

725

 

 

 

720

 

Average common shares and common share equivalents

 

 

58,427

 

 

 

58,117

 

 

 

58,404

 

 

 

58,183

 

Basic earnings per share

 

$

1.51

 

 

$

1.64

 

 

$

4.01

 

 

$

4.08

 

Diluted earnings per share

 

$

1.49

 

 

$

1.62

 

 

$

3.96

 

 

$

4.03

 

 

See accompanying notes.

 

 

Page 3


Nordson Corporation

 

Condensed Consolidated Statements of Comprehensive Income

 

 

 

Three Months Ended

 

 

Nine Months Ended

 

 

 

July 31, 2020

 

 

July 31, 2019

 

 

July 31, 2020

 

 

July 31, 2019

 

(In thousands)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

86,981

 

 

$

93,928

 

 

$

231,064

 

 

$

234,418

 

Components of other comprehensive income (loss):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign currency translation adjustments

 

 

28,943

 

 

 

(7,172

)

 

 

10,509

 

 

 

227

 

Amortization of prior service cost and net actuarial

   losses, net of tax

 

 

2,621

 

 

 

2,378

 

 

 

9,748

 

 

 

5,328

 

Total other comprehensive income (loss)

 

 

31,564

 

 

 

(4,794

)

 

 

20,257

 

 

 

5,555

 

Total comprehensive income

 

$

118,545

 

 

$

89,134

 

 

$

251,321

 

 

$

239,973

 

 

See accompanying notes.

 

 

Page 4


Nordson Corporation

 

Condensed Consolidated Balance Sheets

 

 

 

July 31, 2020

 

 

October 31, 2019

 

(In thousands)

 

 

 

 

 

 

 

 

Assets

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

221,783

 

 

$

151,164

 

Receivables - net

 

 

498,283

 

 

 

530,765

 

Inventories - net

 

 

310,557

 

 

 

283,399

 

Prepaid expenses and other current assets

 

 

50,075

 

 

 

45,867

 

Total current assets

 

 

1,080,698

 

 

 

1,011,195

 

Property, plant and equipment - net

 

 

414,982

 

 

 

398,895

 

Operating right of use lease assets

 

 

132,062

 

 

 

 

Goodwill

 

 

1,701,914

 

 

 

1,614,739

 

Intangible assets - net

 

 

435,817

 

 

 

445,575

 

Deferred income taxes

 

 

11,674

 

 

 

11,261

 

Other assets

 

 

42,811

 

 

 

34,782

 

Total assets

 

$

3,819,958

 

 

$

3,516,447

 

Liabilities and shareholders' equity

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

Accounts payable

 

$

71,355

 

 

$

85,139

 

Income taxes payable

 

 

635

 

 

 

15,601

 

Accrued liabilities

 

 

161,044

 

 

 

161,655

 

Customer advanced payments

 

 

45,713

 

 

 

41,131

 

Current maturities of long-term debt

 

 

43,598

 

 

 

168,738

 

Operating lease liability - current

 

 

18,636

 

 

 

 

Finance lease liability - current

 

 

6,237

 

 

 

5,362

 

Total current liabilities

 

 

347,218

 

 

 

477,626

 

Long-term debt

 

 

1,221,082

 

 

 

1,075,404

 

Operating lease liability - noncurrent

 

 

117,609

 

 

 

 

Finance lease liability - noncurrent

 

 

10,969

 

 

 

9,513

 

Deferred income taxes

 

 

85,363

 

 

 

83,564

 

Pension obligations

 

 

132,769

 

 

 

158,506

 

Postretirement obligations

 

 

87,448

 

 

 

86,368

 

Other long-term liabilities

 

 

47,588

 

 

 

44,421

 

Shareholders' equity:

 

 

 

 

 

 

 

 

Common shares

 

 

12,253

 

 

 

12,253

 

Capital in excess of stated value

 

 

526,923

 

 

 

483,116

 

Retained earnings

 

 

2,912,848

 

 

 

2,747,650

 

Accumulated other comprehensive loss

 

 

(211,624

)

 

 

(231,881

)

Common shares in treasury, at cost

 

 

(1,470,488

)

 

 

(1,430,093

)

Total shareholders' equity

 

 

1,769,912

 

 

 

1,581,045

 

Total liabilities and shareholders' equity

 

$

3,819,958

 

 

$

3,516,447

 

 

See accompanying notes.

 

 

Page 5


Nordson Corporation

 

Condensed Consolidated Statements of Shareholders’ Equity

 

 

 

Nine Month Period Ended July 31, 2020

 

(In thousands, except for per share data)

 

Common

Shares

 

 

Additional

Paid-in

Capital

 

 

Retained

Earnings

 

 

Accumulated

Other

Comprehensive

Income (Loss)

 

 

Common

Shares in

Treasury,

at cost

 

 

TOTAL

 

November 1, 2019

 

$

12,253

 

 

$

483,116

 

 

$

2,747,650

 

 

$

(231,881

)

 

$

(1,430,093

)

 

$

1,581,045

 

Shares issued under company stock and employee

   benefit plans

 

 

 

 

 

12,330

 

 

 

 

 

 

 

 

 

4,049

 

 

 

16,379

 

Stock-based compensation

 

 

 

 

 

6,105

 

 

 

 

 

 

 

 

 

 

 

 

6,105

 

Purchase of treasury shares (26,223 shares)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(4,311

)

 

 

(4,311

)

Dividends declared ($0.38 per share)

 

 

 

 

 

 

 

 

(21,915

)

 

 

 

 

 

 

 

 

(21,915

)

Net income

 

 

 

 

 

 

 

 

52,004

 

 

 

 

 

 

 

 

 

52,004

 

Impact of adoption of ASU 2016-02 (See Note 2)

 

 

 

 

 

 

 

 

(1,055

)

 

 

 

 

 

 

 

 

(1,055

)

Other Comprehensive Income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign currency translation adjustments

 

 

 

 

 

 

 

 

 

 

 

2,793

 

 

 

 

 

 

2,793

 

Defined benefit pension and post-retirement

   plans adjustment

 

 

 

 

 

 

 

 

 

 

 

3,229

 

 

 

 

 

 

3,229

 

January 31, 2020

 

$

12,253

 

 

$

501,551

 

 

$

2,776,684

 

 

$

(225,859

)

 

$

(1,430,355

)

 

$

1,634,274

 

Shares issued under company stock and employee

   benefit plans

 

 

 

 

 

2,362

 

 

 

 

 

 

 

 

 

(194

)

 

 

2,168

 

Stock-based compensation

 

 

 

 

 

(72

)

 

 

 

 

 

 

 

 

 

 

 

(72

)

Purchase of treasury shares (300,894 shares)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(37,619

)

 

 

(37,619

)

Dividends declared ($0.38 per share)

 

 

 

 

 

 

 

 

(21,963

)

 

 

 

 

 

 

 

 

(21,963

)

Net income

 

 

 

 

 

 

 

 

92,079

 

 

 

 

 

 

 

 

 

92,079

 

Impact of adoption of ASU 2016-02 (See Note 2)

 

 

 

 

 

 

 

 

 

 

956

 

 

 

 

 

 

 

 

 

 

 

956

 

Other Comprehensive Income (Loss):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign currency translation adjustments

 

 

 

 

 

 

 

 

 

 

 

(21,227

)

 

 

 

 

 

(21,227

)

Defined benefit pension and post-retirement

   plans adjustment

 

 

 

 

 

 

 

 

 

 

 

3,898

 

 

 

 

 

 

3,898

 

April 30, 2020

 

$

12,253

 

 

$

503,841

 

 

$

2,847,756

 

 

$

(243,188

)

 

$

(1,468,168

)

 

$

1,652,494

 

Shares issued under company stock and employee

   benefit plans

 

 

 

 

 

20,110

 

 

 

 

 

 

 

 

 

7,647

 

 

 

27,757

 

Stock-based compensation

 

 

 

 

 

2,972

 

 

 

 

 

 

 

 

 

 

 

 

2,972

 

Purchase of treasury shares (53,735 shares)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(9,967

)

 

 

(9,967

)

Dividends declared ($0.38 per share)

 

 

 

 

 

 

 

 

(21,859

)

 

 

 

 

 

 

 

 

(21,859

)

Net income

 

 

 

 

 

 

 

 

86,981

 

 

 

 

 

 

 

 

 

86,981

 

Impact of adoption of ASU 2016-02 (See Note 2)

 

 

 

 

 

 

 

 

 

 

(30

)

 

 

 

 

 

 

 

 

 

 

(30

)

Other Comprehensive Income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign currency translation adjustments

 

 

 

 

 

 

 

 

 

 

 

28,943

 

 

 

 

 

 

28,943

 

Defined benefit pension and post-retirement

   plans adjustment

 

 

 

 

 

 

 

 

 

 

 

2,621

 

 

 

 

 

 

2,621

 

July 31, 2020

 

$

12,253

 

 

$

526,923

 

 

$

2,912,848

 

 

$

(211,624

)

 

$

(1,470,488

)

 

$

1,769,912

 

Page 6


Nordson Corporation

 

 

 

 

Nine Month Period Ended July 31, 2019

 

(In thousands, except for per share data)

 

Common

Shares

 

 

Additional

Paid-in

Capital

 

 

Retained

Earnings

 

 

Accumulated

Other

Comprehensive

Income (Loss)

 

 

Common

Shares in

Treasury,

at cost

 

 

TOTAL

 

November 1, 2018

 

$

12,253

 

 

$

446,555

 

 

$

2,488,375

 

 

$

(179,314

)

 

$

(1,317,128

)

 

$

1,450,741

 

Shares issued under company stock and employee

   benefit plans

 

 

 

 

 

1,016

 

 

 

 

 

 

 

 

 

2,591

 

 

 

3,607

 

Stock-based compensation

 

 

 

 

 

4,359

 

 

 

 

 

 

 

 

 

 

 

 

4,359

 

Purchase of treasury shares (901,545 shares)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(107,667

)

 

 

(107,667

)

Dividends declared ($0.35 per share)

 

 

 

 

 

 

 

 

(20,210

)

 

 

 

 

 

 

 

 

(20,210

)

Net income

 

 

 

 

 

 

 

 

48,567

 

 

 

 

 

 

 

 

 

48,567

 

Impact of adoption of ASU 2014-09

 

 

 

 

 

 

 

 

4,329

 

 

 

 

 

 

 

 

 

4,329

 

Other Comprehensive Income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign currency translation adjustments

 

 

 

 

 

 

 

 

 

 

 

16,463

 

 

 

 

 

 

16,463

 

Defined benefit pension and post-retirement

   plans adjustment

 

 

 

 

 

 

 

 

 

 

 

1,352

 

 

 

 

 

 

1,352

 

January 31, 2019

 

$

12,253

 

 

$

451,930

 

 

$

2,521,061

 

 

$

(161,499

)

 

$

(1,422,204

)

 

$

1,401,541

 

Shares issued under company stock and employee

   benefit plans

 

 

 

 

 

8,116

 

 

 

 

 

 

 

 

 

2,731

 

 

 

10,847

 

Stock-based compensation

 

 

 

 

 

4,869

 

 

 

 

 

 

 

 

 

 

 

 

4,869

 

Purchase of treasury shares (78,957 shares)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(10,422

)

 

 

(10,422

)

Dividends declared ($0.35 per share)

 

 

 

 

 

 

 

 

(20,029

)

 

 

 

 

 

 

 

 

(20,029

)

Net income

 

 

 

 

 

 

 

 

91,923

 

 

 

 

 

 

 

 

 

91,923

 

Other Comprehensive Income (Loss):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign currency translation adjustments

 

 

 

 

 

 

 

 

 

 

 

(9,064

)

 

 

 

 

 

(9,064

)

Defined benefit pension and post-retirement

   plans adjustment

 

 

 

 

 

 

 

 

 

 

 

1,598

 

 

 

 

 

 

1,598

 

April 30, 2019

 

$

12,253

 

 

$

464,915

 

 

$

2,592,955

 

 

$

(168,965

)

 

$

(1,429,895

)

 

$

1,471,263

 

Shares issued under company stock and employee

   benefit plans

 

 

 

 

 

2,245

 

 

 

 

 

 

 

 

 

576

 

 

 

2,821

 

Stock-based compensation

 

 

 

 

 

3,791

 

 

 

 

 

 

 

 

 

 

 

 

3,791

 

Purchase of treasury shares (261 shares)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(35

)

 

 

(35

)

Dividends declared ($0.35 per share)

 

 

 

 

 

 

 

 

(20,086

)

 

 

 

 

 

 

 

 

(20,086

)

Net income

 

 

 

 

 

 

 

 

93,928

 

 

 

 

 

 

 

 

 

93,928

 

Other Comprehensive Income (Loss):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign currency translation adjustments

 

 

 

 

 

 

 

 

 

 

 

(7,172

)

 

 

 

 

 

(7,172

)

Defined benefit pension and post-retirement

   plans adjustment

 

 

 

 

 

 

 

 

 

 

 

2,378

 

 

 

 

 

 

2,378

 

July 31, 2019

 

$

12,253

 

 

$

470,951

 

 

$

2,666,797

 

 

$

(173,759

)

 

$

(1,429,354

)

 

$

1,546,888

 

 

See accompanying notes.

 

Page 7


Nordson Corporation

 

Condensed Consolidated Statements of Cash Flows

 

Nine months ended

 

July 31, 2020

 

 

July 31, 2019

 

(In thousands)

 

 

 

 

 

 

 

 

Cash flows from operating activities:

 

 

 

 

 

 

 

 

Net income

 

$

231,064

 

 

$

234,418

 

Depreciation and amortization

 

 

84,164

 

 

 

83,331

 

Non-cash stock compensation

 

 

9,005

 

 

 

13,019

 

Deferred income taxes

 

 

(6,402

)

 

 

(1,828

)

Other non-cash expense

 

 

5,874

 

 

 

2,455

 

Loss on sale of property, plant and equipment

 

 

274

 

 

 

1,053

 

Changes in operating assets and liabilities

 

 

(14,021

)

 

 

(96,017

)

Net cash provided by operating activities

 

 

309,958

 

 

 

236,431

 

Cash flows from investing activities:

 

 

 

 

 

 

 

 

Additions to property, plant and equipment

 

 

(36,096

)

 

 

(46,002

)

Proceeds from sale of property, plant and equipment

 

 

164

 

 

 

1,037

 

Equity investments

 

 

(2,000

)

 

 

(844

)

Acquisition of businesses, net of cash acquired

 

 

(125,260

)

 

 

(12,110

)

Net cash used in investing activities

 

 

(163,192

)

 

 

(57,919

)

Cash flows from financing activities:

 

 

 

 

 

 

 

 

Proceeds from long-term debt

 

 

165,734

 

 

 

184,892

 

Repayment of long-term debt

 

 

(163,994

)

 

 

(148,883

)

Repayment of finance lease obligations

 

 

(5,814

)

 

 

(4,442

)

Issuance of common shares

 

 

46,304

 

 

 

17,275

 

Purchase of treasury shares

 

 

(51,897

)

 

 

(118,124

)

Dividends paid

 

 

(65,737

)

 

 

(60,325

)

Net cash used in financing activities

 

 

(75,404

)

 

 

(129,607

)

 

 

 

 

 

 

 

 

 

Effect of exchange rate changes on cash

 

 

(743

)

 

 

3,262

 

Increase in cash and cash equivalents

 

 

70,619

 

 

 

52,167

 

Cash and cash equivalents:

 

 

 

 

 

 

 

 

Beginning of year

 

 

151,164

 

 

 

95,678

 

End of period

 

$

221,783

 

 

$

147,845

 

 

See accompanying notes.

 

 

Page 8


Nordson Corporation

 

Notes to Condensed Consolidated Financial Statements

July 31, 2020

NOTE REGARDING AMOUNTS AND FISCAL YEAR REFERENCES

In this quarterly report, all amounts related to United States dollars and foreign currency and to the number of Nordson Corporation’s common shares, except for per share earnings and dividend amounts, are expressed in thousands.

Unless otherwise noted, all references to years relate to our fiscal year ending October 31.

1.

Significant accounting policies

Basis of presentation.  The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X.  Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements.  In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included.  Operating results for the three and nine months ended July 31, 2020 are not necessarily indicative of the results that may be expected for the full year.  For further information, refer to the consolidated financial statements and footnotes included in our Annual Report on Form 10-K for the year ended October 31, 2019. Certain reclassifications have been made to the prior year financial statements to conform to current year classifications, which included the reclassification of amounts as a result of the realignment of our operating segments. Refer to Note 11 for details on our operating segments.

Basis of consolidation.  The consolidated financial statements include the accounts of Nordson Corporation and its majority-owned and controlled subsidiaries.  Investments in affiliates and joint ventures in which our ownership is 50% or less or in which we do not have control but have the ability to exercise significant influence, are accounted for under the equity method.  All significant intercompany accounts and transactions have been eliminated in consolidation.  

Use of estimates.  The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements.  Actual amounts could differ from these estimates.

Revenue recognition. A contract exists when it has approval and commitment from both parties, the rights of the parties are identified, payment terms are identified, the contract has commercial substance and collectability of the consideration is probable.  Revenue is recognized when performance obligations under the terms of the contract with a customer are satisfied.  Generally, our revenue results from short-term, fixed-price contracts and primarily is recognized as of a point in time when the product is shipped or at a later point when the control of the product transfers to the customer. Revenue for undelivered items is deferred and included within Accrued liabilities in our Consolidated Balance Sheets. Revenues deferred as of July 31, 2020 and 2019 were not material.

However, for certain contracts related to the sale of customer-specific products within our Advanced Technology Solutions segment, revenue for these contracts is recognized over time as we satisfy performance obligations because of the continuous transfer of control to the customer. The continuous transfer of control to the customer occurs as we enhance assets that are customer controlled and we are contractually entitled to payment for work performed to date plus a reasonable margin.  

As control transfers over time for these products or services, revenue is recognized based on progress toward completion of the performance obligations.  The selection method to measure progress towards completion requires judgment and is based on the nature of the products or services to be provided.  We have elected to use the input method – costs incurred for these contracts because it best depicts the transfer of products or services to the customer based on incurring costs on the contract.  Under this method, revenues are recorded proportionally as costs are incurred.  Contract assets recognized are recorded in Prepaid expenses and other current assets and contract liabilities are recorded in Accrued liabilities in our Consolidated Balance Sheets and were not material at July 31, 2020 and October 31, 2019.  Revenue recognized over time is not material to our overall Consolidated Financial Statements.

Revenue is measured as the amount of consideration we expect to receive in exchange for transferring products or services.  Sales, value add, and other taxes we collect concurrently with revenue-producing activities are excluded from revenue.  As a practical expedient, we may exclude the assessment of whether goods or services are performance obligations, if they are immaterial in the context of the contract, and combine these with other performance obligations.  While payment terms and conditions vary by contract type, we have determined that our contracts generally do not include a significant financing component.  We have elected to apply the practical expedient to treat all shipping and handling costs as fulfillment costs as a significant portion of these costs are incurred prior to transfer of control to the customer.  We have also elected to apply the practical expedient to expense sales commissions as they are incurred as the amortization period resulting from capitalizing the costs is one year or less. These costs are recorded within Selling and administrative expenses in our Consolidated Statements of Income.

Page 9


Nordson Corporation

 

We offer assurance type warranties on our products as well as separately sold warranty contracts.  Revenue related to warranty contracts that are sold separately is recognized over the life of the warranty term.

 

Certain arrangements may include installation, installation supervision, training, and spare parts, which tend to be completed in a short period of time, at an insignificant cost, and utilizing skills not unique to us, and, therefore, are typically regarded as inconsequential or not material.

We disclose disaggregated revenues by operating segment and geography in accordance with the revenue standard and on the same basis used internally by the chief operating decision maker for evaluating performance of operating segments and for allocating resources.  Refer to Note 11 for details on our operating segments.

Earnings per share.  Basic earnings per share are computed based on the weighted-average number of common shares outstanding during each year, while diluted earnings per share are based on the weighted-average number of common shares and common share equivalents outstanding.  Common share equivalents consist of shares issuable upon exercise of stock options computed using the treasury stock method, as well as restricted shares and deferred stock-based compensation.  Options with an exercise price higher than the average market price are excluded from the calculation of diluted earnings per share because the effect would be anti-dilutive. Options excluded from the calculation of diluted earnings per share for the three months ended July 31, 2020 were 210. No options were excluded from the calculation of diluted earnings per share for the three months ended July 31, 2019. Options excluded from the calculation of diluted earnings per share for the nine months ended July 31, 2020 and 2019 were 127 and 235, respectively. 

2.

Recently issued accounting standards

New accounting guidance adopted:

On November 1, 2019, we adopted Accounting Standards Update (ASU) 2016-02, Accounting Standards Codification (ASC) 842, “Leases.” This standard requires a lessee to recognize on the balance sheet the assets and liabilities for the rights and obligations created by those leases with a lease term of more than 12 months. We elected to use the transition option, which allows entities to initially apply the new standard at the adoption date and recognize a cumulative effect adjustment to the opening balance of retained earnings in the period of adoption without restating prior periods. We elected the practical expedient package related to the identification of leases in contracts, lease classification, and accounting for initial direct costs whereby prior conclusions do not have to be reassessed for leases that commenced before the effective date. As we have not reassessed such conclusions, we did not adopt the practical expedient to use hindsight to determine the likelihood of whether a lease will be extended or terminated, to separate non-lease components within our lease portfolios, or to determine whether a purchase option will be exercised.  There was not a material cumulative-effect adjustment to our beginning retained earnings for the adoption of this standard.  Upon adoption, we recognized operating right-of-use assets and lease liabilities in our Consolidated Balance Sheet of $130,583 and $134,853 as of November 1, 2019, respectively, and operating right-of-use assets and lease liabilities were $132,062 and $136,245 as of July 31, 2020, respectively.  Adoption of the new standard did not have a material impact on our Consolidated Statements of Income and Cash Flows.  Refer to Note 14 for further discussion of leases.      

New accounting guidance issued and not yet adopted:

 

In June 2016, the Financial Accounting Standards Board (FASB) issued ASU 2016-13, “Financial Instruments – Credit Losses (Topic 326),” which changes the impairment model for most financial instruments. Current guidance requires the recognition of credit losses based on an incurred loss impairment methodology that reflects losses once the losses are probable.  We will be required to use a current expected credit loss model that will immediately recognize an estimate of credit losses that are expected to occur over the life of the financial instruments that are in the scope of this update, including trade receivables.  The standard does not prescribe a specific method to make an estimate so the application will require judgment and should consider historical information, current information, and reasonable and supportable forecasts, and includes estimates of prepayment.  This guidance will become effective for us on November 1, 2020.  We are advancing in the implementation process as we are gathering and evaluating historical data to determine our policy and are reviewing our business processes and controls to support the recognition and disclosure under the new standard, and are currently assessing the impact this standard will have on our Consolidated Financial Statements.

 

In August 2018, the FASB issued ASU 2018-13, “Fair Value Measurement (Topic 820),” a new standard which removes, modifies, and adds certain disclosure requirements on fair value measurements.  The guidance removes disclosure requirements pertaining to the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy, the policy for timing of transfers between levels, and the valuation processes for Level 3 fair value measurements. For investments in certain entities that calculate net asset value, an entity is required to disclose the timing of liquidation of an investee’s assets and the date when restrictions from redemption might lapse only if the investee has communicated the timing to the entity or announced the timing publicly.  In addition, the amendment clarifies that the measurement uncertainty disclosure is to communicate

Page 10


Nordson Corporation

 

information about the uncertainty in measurement as of the reporting date. The guidance adds disclosure requirements for changes in unrealized gains and losses for the period included in other comprehensive income for recurring Level 3 fair value measurements held at the end of the reporting period as well as the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements.  It will be effective for us beginning November 1, 2020.  Early adoption is permitted.  We currently do not expect this standard will have a material impact on our Consolidated Financial Statements.

 

In August 2018, the FASB issued ASU 2018-15, “Intangibles – Goodwill and Other Internal-Use Software (Subtopic 350-40),” a new standard which makes a number of changes meant to help entities evaluate the accounting for fees paid by a customer in a cloud computing arrangement (hosting arrangement), by providing guidance in determining when the arrangement includes a software license. It will be effective for us beginning November 1, 2020.  Early adoption is permitted. We are currently evaluating our arrangements to determine policy and transition approach with efforts focused on business processes and controls to support the new standard.

 

In August 2018, the FASB issued ASU 2018-14, “Compensation – Retirement Benefits – Defined Benefit Plans – General (Subtopic 715-20),” a new standard which addresses defined benefit plans.  The amendments modify the following disclosure requirements for employers that sponsor defined benefit pension or other postretirement plans: the amounts in accumulated other comprehensive income expected to be recognized as components of net periodic benefit cost over the next fiscal year, amount and timing of plan assets expected to be returned to the employer, related party disclosure about the amount of future annual benefits covered by insurance and annuity contracts and significant transactions between the employer or related parties and the plan, and the effects of a one-percentage point change in assumed health care cost trend rates on the (a) aggregate of the service and interest cost components of net periodic benefit costs and (b) benefit obligations for postretirement health care benefits.  A disclosure requirement was added for the explanation of the reasons for significant gains and losses related to changes in the benefit obligation for the period.  Additionally, the standard clarifies disclosure requirements surrounding the projected benefit obligation (PBO) and fair value of plan assets for plans with PBOs in excess of plan assets and the accumulated benefit obligation (ABO) and fair value of plan assets for plans with ABOs in excess of plan assets.  It will be effective for us beginning November 1, 2021.  Early adoption is permitted.  We are currently assessing the impact this standard will have on our Consolidated Financial Statements.

 

In December 2019, the FASB issued ASU 2019-12, “Income Taxes (ASC 740) – Simplifying the Accounting for Income Taxes,” which simplifies the accounting for income taxes by removing certain exceptions to the general principles in ASC 740.  The amendments also improve consistent application of and simplify U.S. GAAP for other areas of ASC 740 by clarifying and amending existing guidance.  It will be effective for us beginning November 1, 2021.  Early adoption is permitted, including adoption in any interim period for which financial statements have not yet been issued.  Depending on the amendment, adoption may be applied on the retrospective, modified retrospective or prospective basis.  We are currently assessing the impact of this standard on our Consolidated Financial Statements.

3.

Acquisitions

Business acquisitions have been accounted for using the acquisition method, with the acquired assets and liabilities recorded at estimated fair value on the dates of acquisition. The cost in excess of the net assets of the business acquired is included in goodwill. Operating results since the respective dates of acquisitions are included in the Consolidated Statements of Income.

 

2020 acquisition

 

On June 1, 2020, we acquired 100% of the outstanding shares of Fluortek, Inc., a precision plastic extrusion manufacturer that provides custom dimensioned tubing to the medical device industry. We acquired Fluortek for an aggregate purchase price of $125,260, net of cash and other closing adjustments of approximately $515, utilizing cash on hand. Based on the fair value of the assets acquired and the liabilities assumed, property, plant and equipment and working capital – net of $19,843, goodwill of $76,047 and identifiable intangible assets of $29,370 were recorded. The identifiable intangible assets consist primarily of $19,700 of customer relationships (amortized over 12 years), $7,400 of technology (amortized over 10 years), $1,500 of tradenames (amortized over 10 years), and $770 of non-compete agreements (amortized over 5 years). Goodwill associated with this acquisition is tax deductible. This acquisition is being reported in our Advanced Technology Solutions segment and the results for Fluortek are not material to the company’s consolidated financial statements. As of July 31, 2020, the purchase price allocations remain preliminary as we complete our assessments of intangible assets and income taxes.

Page 11


Nordson Corporation

 

2019 acquisition

On July 1, 2019, we purchased certain assets of Optical Control GmbH & Co. KG (“Optical”), a Nuremberg, Germany designer and developer of high speed, fully automatic counting systems utilizing x-ray technology. This transaction was not material to our Consolidated Financial Statements. We recorded the acquisition of Optical based on the fair value of the assets acquired and the liabilities assumed. Goodwill associated with this acquisition is tax deductible. This acquisition is being reported in our Advanced Technology Solutions segment.

             

               

4.

Inventories

At July 31, 2020 and October 31, 2019, inventories consisted of the following:

 

 

 

July 31, 2020

 

 

October 31, 2019

 

Finished goods

 

$

196,611

 

 

$

183,973

 

Raw materials and component parts

 

 

107,145

 

 

 

102,044

 

Work-in-process

 

 

54,123

 

 

 

42,904

 

 

 

 

357,879

 

 

 

328,921

 

Obsolescence and other reserves

 

 

(41,570

)

 

 

(39,377

)

LIFO reserve

 

 

(5,752

)

 

 

(6,145

)

 

 

$

310,557

 

 

$

283,399

 

 

5.

Goodwill and other intangible assets  

Changes in the carrying amount of goodwill for the nine months ended July 31, 2020 by operating segment are as follows:

 

 

 

Industrial

Precision

Solutions

 

 

Advanced

Technology

Solutions

 

 

Total

 

Balance at October 31, 2019

 

$

411,461

 

 

$

1,203,278

 

 

$

1,614,739

 

Acquisitions

 

 

 

 

 

76,047

 

 

 

76,047

 

Currency effect

 

 

6,088

 

 

 

5,040

 

 

 

11,128

 

Balance at July 31, 2020

 

$

417,549

 

 

$

1,284,365

 

 

$

1,701,914

 

 

As part of our change in operating segments as described in Note 11, we considered whether the reporting units used for purposes of assessing impairment of goodwill should be changed and concluded that no changes were necessary.   

Information regarding our intangible assets subject to amortization is as follows:

 

 

 

July 31, 2020

 

 

 

Carrying Amount

 

 

Accumulated

Amortization

 

 

Net Book Value

 

Customer relationships

 

$

503,804

 

 

$

203,589

 

 

$

300,215

 

Patent/technology costs

 

 

163,550

 

 

 

81,590

 

 

 

81,960

 

Trade name

 

 

98,691

 

 

 

46,553

 

 

 

52,138

 

Non-compete agreements

 

 

12,472

 

 

 

10,972

 

 

 

1,500

 

Other

 

 

1,401

 

 

 

1,397

 

 

 

4

 

Total

 

$

779,918

 

 

$

344,101

 

 

$

435,817

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

October 31, 2019

 

 

 

Carrying Amount

 

 

Accumulated

Amortization

 

 

Net Book Value

 

Customer relationships

 

$

480,007

 

 

$

173,996

 

 

$

306,011

 

Patent/technology costs

 

 

154,735

 

 

 

71,663

 

 

 

83,072

 

Trade name

 

 

96,655

 

 

 

41,303

 

 

 

55,352

 

Non-compete agreements

 

 

11,540

 

 

 

10,406

 

 

 

1,134

 

Other

 

 

1,400

 

 

 

1,394

 

 

 

6

 

Total

 

$

744,337

 

 

$

298,762

 

 

$

445,575

 

 

Page 12


Nordson Corporation

 

Amortization expense for the three months ended July 31, 2020 and 2019 was $16,577 and $13,903, respectively. Amortization expense for the nine months ended July 31, 2020 and 2019 was $47,410 and $41,665, respectively. Refer to Note 3 for an explanation of the change in goodwill and intangible assets due to the Fluortek acquisition.  

 

6.

Pension and other postretirement plans  

The components of net periodic pension cost for the three and nine months ended July 31, 2020 and 2019 were:

 

 

 

U.S.

 

 

International

 

Three Months Ended

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Service cost

 

$

5,146

 

 

$

3,740

 

 

$

519

 

 

$

484

 

Interest cost

 

 

3,970

 

 

 

4,736

 

 

 

256

 

 

 

416

 

Expected return on plan assets

 

 

(6,165

)

 

 

(5,908

)

 

 

(313

)

 

 

(397

)

Amortization of prior service credit

 

 

(21

)

 

 

(16

)

 

 

(72

)

 

 

(76

)

Amortization of net actuarial loss

 

 

3,510

 

 

 

1,938

 

 

 

739

 

 

 

424

 

Settlement loss

 

 

2,508

 

 

 

 

 

 

 

 

 

 

Total benefit cost

 

$

8,948

 

 

$

4,490

 

 

$

1,129

 

 

$

851

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S.

 

 

International

 

Nine Months Ended

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Service cost

 

$

15,439

 

 

$

10,895

 

 

$

1,550

 

 

$

1,454

 

Interest cost

 

 

11,913

 

 

 

13,726

 

 

 

769

 

 

 

1,262

 

Expected return on plan assets

 

 

(18,499

)

 

 

(17,506

)

 

 

(948

)

 

 

(1,204

)

Amortization of prior service credit

 

 

(63

)

 

 

(46

)

 

 

(214

)

 

 

(228

)

Amortization of net actuarial loss

 

 

10,529

 

 

 

5,026

 

 

 

2,201

 

 

 

1,280

 

Settlement loss

 

 

2,508

 

 

 

 

 

 

 

 

 

 

Total benefit cost

 

$

21,827

 

 

$

12,095

 

 

$

3,358

 

 

$

2,564

 

 

During the third quarter of 2020, we recognized a settlement loss of $2,508 as a result of a lump sum distribution from our supplemental executive retirement plan.

 

The components of other postretirement benefit cost for the three and nine months ended July 31, 2020 and 2019 were:

 

 

 

U.S.

 

 

International

 

Three Months Ended

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Service cost

 

$

187

 

 

$

70

 

 

$

4

 

 

$

3

 

Interest cost

 

 

657

 

 

 

698

 

 

 

3

 

 

 

3

 

Amortization of prior service credit

 

 

(5

)

 

 

(6

)

 

 

 

 

 

 

Amortization of net actuarial (gain) loss

 

 

380

 

 

 

162

 

 

 

(9

)

 

 

(5

)

Total benefit cost

 

$

1,219

 

 

$

924

 

 

$

(2

)

 

$

1

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S.

 

 

International

 

Nine Months Ended

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Service cost

 

$

520

 

 

$

401

 

 

$

11

 

 

$

13

 

Interest cost

 

 

1,830

 

 

 

2,195

 

 

 

10

 

 

 

15

 

Amortization of prior service credit

 

 

(13

)

 

 

(20

)

 

 

 

 

 

 

Amortization of net actuarial (gain) loss

 

 

1,057

 

 

 

467

 

 

 

(27

)

 

 

(22

)

Total benefit cost

 

$

3,394

 

 

$

3,043

 

 

$

(6

)

 

$

6

 

 

The components of net periodic pension cost other than service cost are included in Other – net in our Consolidated Statements of Income.

Page 13


Nordson Corporation

 

7.

Income taxes

We record our interim provision for income taxes based on our estimated annual effective tax rate, as well as certain items discrete to the current period. The effective tax rate for the three and nine months ended July 31, 2020 was 8.9% and 16.0%, respectively.   The effective tax rate for the three and nine months ended July 31, 2019 was 21.4% and 22.8%, respectively. The effective tax rate for the three and nine months ended July 31, 2020 was lower than the comparable prior year periods primarily due to excess tax benefits associated with share-based payment transactions.

Due to our share-based payment transactions our income tax provision included a discrete tax benefit of $11,373 and $14,048 for the three and nine months ended July 31, 2020, respectively. Our income tax provision included a similar discrete tax benefit of $210 and $3,227 for the three and nine months ended July 31, 2019, respectively.

During the nine months ended July 31, 2019, a discrete tax expense of $4,866 was recorded to update the provisional amounts recognized in 2018 due to changes in interpretations and assumptions and the finalization of estimates related to the U.S. Tax Cuts and Jobs Act.

During the three months ended July 31, 2020 and July 31, 2019, we recorded a favorable adjustment to unrecognized tax benefits of $443 and $858, respectively. In addition, during the three months ended July 31, 2020 there was an increase of $5,664 in unrecognized tax benefits and, if recognized, the gross unrecognized tax benefits would be offset against assets currently recorded in the Consolidated Balance Sheet.    

 

 

8.

Accumulated other comprehensive loss

The components of accumulated other comprehensive loss, including adjustments for items that are reclassified from accumulated other comprehensive loss to net income, are shown below.

 

 

 

Cumulative

 

 

Pension and

 

 

Accumulated

 

 

 

translation

 

 

postretirement benefit

 

 

other comprehensive

 

 

 

adjustments

 

 

plan adjustments

 

 

loss

 

Balance at October 31, 2019

 

$

(53,332

)

 

$

(178,549

)

 

$

(231,881

)

Amortization of prior service costs and net

   actuarial losses, net of tax of $(3,026)

 

 

 

 

 

9,748

 

 

 

9,748

 

Foreign currency translation adjustments

 

 

10,509

 

 

 

 

 

 

10,509

 

Balance at July 31, 2020

 

$

(42,823

)

 

$

(168,801

)

 

$

(211,624

)

 

9.

Stock-based compensation

During the 2018 Annual Meeting of Shareholders, our shareholders approved the Amended and Restated 2012 Stock Incentive and Award Plan (the “2012 Plan”). The 2012 Plan provides for the granting of stock options, stock appreciation rights, restricted shares, restricted share units, performance shares, cash awards and other stock or performance-based incentives. A maximum of 4,525 common shares were originally available for grant under the 2012 Plan.

Page 14


Nordson Corporation

 

Stock Options

Nonqualified or incentive stock options may be granted to our employees and directors.  Generally, options granted to employees may be exercised beginning one year from the date of grant at a rate not exceeding 25 percent per year and expire 10 years from the date of grant.  Vesting accelerates upon a qualified termination in connection with a change in control. In the event of termination of employment due to early retirement or normal retirement at age 65, options granted within 12 months prior to termination are forfeited, and vesting continues post retirement for all other unvested options granted.  In the event of disability or death, all unvested stock options granted within 12 months prior to termination (or at any time prior to December 28, 2017) fully vest.  Termination for any other reason results in forfeiture of unvested options and vested options in certain circumstances.  The amortized cost of options is accelerated if the retirement eligibility date occurs before the normal vesting date.  Option exercises are satisfied through the issuance of treasury shares on a first-in, first-out basis.  We recognized compensation expense related to stock options of $2,385 and $2,525 in the three months ended July 31, 2020 and 2019, respectively. Corresponding amounts for the nine months ended July 31, 2020 and 2019 were $7,648 and $7,583, respectively.

The following table summarizes activity related to stock options for the nine months ended July 31, 2020:

 

 

 

Number of

Options

 

 

Weighted-

Average

Exercise Price Per

Share

 

 

Aggregate

Intrinsic Value

 

 

Weighted

Average

Remaining

Term

Outstanding at October 31, 2019

 

 

1,787

 

 

$

97.74

 

 

 

 

 

 

 

Granted

 

 

391

 

 

 

166.38

 

 

 

 

 

 

 

Exercised

 

 

(587

)

 

 

78.87

 

 

 

 

 

 

 

Forfeited or expired

 

 

(39

)

 

 

144.70

 

 

 

 

 

 

 

Outstanding at July 31, 2020

 

 

1,552

 

 

$

121.00

 

 

$

112,752

 

 

7.2 years

Expected to vest

 

 

853

 

 

$

141.34

 

 

$

44,597

 

 

8.4 years

Exercisable at July 31, 2020

 

 

689

 

 

$

95.33

 

 

$

67,769

 

 

5.7 years

 

As of July 31, 2020, there was $13,963 of total unrecognized compensation cost related to unvested stock options.  That cost is expected to be amortized over a weighted average period of approximately 1.7 years.

The fair value of each option grant was estimated at the date of grant using the Black-Scholes option-pricing model with the following assumptions:

 

Nine months ended

 

July 31, 2020

 

July 31, 2019

Expected volatility

 

24.5%-30.5%

 

24.1%-24.5%

Expected dividend yield

 

0.87%-1.16%

 

1.04%

Risk-free interest rate

 

0.44%-1.69%

 

2.84%-2.95%

Expected life of the option (in years)

 

5.3-6.3

 

5.3-6.2

 

The weighted-average expected volatility used to value the 2020 and 2019 options was 25.4% and 24.3%, respectively.

Historical information was the primary basis for the selection of the expected volatility, expected dividend yield and the expected lives of the options.  The risk-free interest rate was selected based upon yields of U.S. Treasury issues with a term equal to the expected life of the option being valued.

The weighted average grant date fair value of stock options granted during the nine months ended July 31, 2020 and 2019 was $38.57 and $31.74, respectively.

The total intrinsic value of options exercised during the three months ended July 31, 2020 and 2019 was $39,811 and $2,449, respectively. The total intrinsic value of options exercised during the nine months ended July 31, 2020 and 2019 was $58,758 and $21,770, respectively.   

Cash received from the exercise of stock options for the nine months ended July 31, 2020 and 2019 was $46,304 and $17,275, respectively.

Restricted Shares and Restricted Share Units

We may grant restricted shares and/or restricted share units to our employees and directors.  These shares or units may not be transferred for a designated period of time (generally one to three years) defined at the date of grant.  

Page 15


Nordson Corporation

 

For employee recipients, in the event of termination of employment due to early retirement with the consent of the Company, restricted shares granted within 12 months prior to termination are forfeited, and other restricted shares vest on a pro-rata basis.  In the event of termination of employment due to normal retirement at age 65, restricted shares granted within 12 months prior to termination are forfeited, and, for other restricted shares, the restriction period will lapse and the shares will vest and be transferable. For restricted shares granted within 12 months prior to termination (or at any time prior to December 28, 2017), the restrictions lapse in the event of a recipient’s disability or death.  Termination for any other reason prior to the lapse of any restrictions results in forfeiture of the shares.

For non-employee directors, all restrictions lapse in the event of disability or death of the non-employee director.  Termination of service as a director for any other reason within one year of date of grant results in a pro-rata vesting of shares or units.

As shares or units are issued, deferred stock-based compensation equivalent to the fair value on the date of grant is expensed over the vesting period.  

The following table summarizes activity related to restricted shares during the nine months ended July 31, 2020:

 

 

 

Number of Shares

 

 

Weighted-Average

Grant Date Fair

Value

 

Restricted shares at October 31, 2019

 

 

66

 

 

$

126.83

 

Granted

 

 

25

 

 

 

169.62

 

Forfeited

 

 

(6

)

 

 

131.06

 

Vested

 

 

(26

)

 

 

120.23

 

Restricted shares at July 31, 2020

 

 

59

 

 

$

147.17

 

 

As of July 31, 2020, there was $5,053 of unrecognized compensation cost related to restricted shares. The cost is expected to be amortized over a weighted average period of 2.0 years.  The amount charged to expense related to restricted shares during the three months ended July 31, 2020 and 2019 was $734 and $898, respectively. These amounts included common share dividends for the three months ended July 31, 2020 and 2019 of $21 and $22, respectively. For the nine months ended July 31, 2020 and 2019, the amounts charged to expense related to restricted shares were $2,995 and $2,762, respectively. These amounts included common share dividends for the nine months ended July 31, 2020 and 2019 of $64 and $58, respectively.        

 

The following table summarizes activity related to restricted share units during the nine months ended July 31, 2020:

 

 

 

Number of Units

 

 

Weighted-Average

Grant Date Fair

Value

 

Restricted share units at October 31, 2019

 

 

 

 

$

 

Granted

 

 

7

 

 

 

160.68

 

Restricted share units at July 31, 2020

 

 

7

 

 

$

160.68

 

 

As of July 31, 2020, there was $295 of remaining expense to be recognized related to outstanding restricted share units, which is expected to be recognized over a weighted average period of 0.3 years.  The amount charged to expense related to restricted share units during each of the three months ended July 31, 2020 and 2019 was $299 and $263, respectively. For the nine months ended July 31, 2020 and 2019, the corresponding amounts were $883 and $789, respectively. 

 

 

Performance Share Incentive Awards

Executive officers and selected other key employees are eligible to receive common share-based incentive awards. Payouts, in the form of unrestricted common shares, vary based on the degree to which corporate financial performance exceeds predetermined threshold, target and maximum performance goals over three-year performance periods.  No payout will occur unless threshold performance is achieved.

The amount of compensation expense is based upon current performance projections for each three-year period and the percentage of the requisite service that has been rendered.  The calculations are also based upon the grant date fair value determined using the closing market price of our common shares at the grant date, reduced by the implied value of dividends not to be paid. The per share values were $160.02, $133.01 and $184.04 for 2020, $120.12 and $138.53 for 2019, and $123.45 and $138.53 for 2018.  During the three months ended July 31, 2020, $552 was credited to expense, and for the three months ended July 31, 2019, $15 was charged to expense. For the nine months ended July 31, 2020, $2,834 was credited to expense, and for the nine months ended July 31, 2019, $1,611 was charged to expense. The cumulative amount recorded in shareholders’ equity at July 31, 2020 was $1,455.

Page 16


Nordson Corporation

 

Deferred Compensation

Our executive officers and other highly compensated employees may elect to defer up to 100% of their base pay and cash incentive and for executive officers, up to 90% of their share-based performance incentive payout each year.  Additional share units are credited for quarterly dividends paid on our common shares. Expense related to dividends paid under this plan for the three months ended July 31, 2020 and 2019 was $83 and $74, respectively. For the nine months ended July 31, 2020 and 2019, the corresponding amounts were $247 and $219, respectively. 

Deferred Directors’ Compensation

Non-employee directors may defer all or part of their cash and equity-based compensation until retirement.  Cash compensation may be deferred as cash or as share equivalent units.  Deferred cash amounts are recorded as liabilities, and share equivalent units are recorded as equity.  Additional share equivalent units are earned when common share dividends are declared.

The following table summarizes activity related to director deferred compensation share equivalent units during the nine months ended July 31, 2020:

 

 

 

Number of Shares

 

 

Weighted-Average

Grant Date Fair

Value

 

Outstanding at October 31, 2019

 

 

114

 

 

$

55.52

 

Dividend equivalents

 

 

1

 

 

 

164.44

 

Outstanding at July 31, 2020

 

 

115

 

 

$

56.27

 

 

The amount charged to expense related to director deferred compensation for the three months ended July 31, 2020 and 2019 was $44 and $38, respectively. For the nine months ended July 31, 2020 and 2019, the corresponding amounts were $130 and $113, respectively.  

10.

Warranties

We offer warranties to our customers depending on the specific product and terms of the customer purchase agreement.  A typical warranty program requires that we repair or replace defective products within a specified time period (generally one year) from the date of delivery or first use.  We record an estimate for future warranty-related costs based on actual historical return rates.  Based on analysis of return rates and other factors, the adequacy of our warranty provisions are adjusted as necessary.  The liability for warranty costs is included in Accrued liabilities in the Consolidated Balance Sheet.  

Following is a reconciliation of the product warranty liability for the nine months ended July 31, 2020 and 2019:

 

 

 

July 31, 2020

 

 

July 31, 2019

 

Beginning balance at October 31

 

$

11,006

 

 

$

12,195

 

Accruals for warranties

 

 

8,219

 

 

 

7,628

 

Warranty payments

 

 

(8,180

)

 

 

(7,837

)

Currency effect

 

 

221

 

 

 

(78

)

Ending balance

 

$

11,266

 

 

$

11,908

 

 

11.

Operating segments  

We conduct business across two primary operating segments:  Industrial Precision Solutions (IPS) and Advanced Technology Solutions (ATS).  The composition of segments and measure of segment profitability is consistent with that used by our chief operating decision maker.  The primary measure used by the chief operating decision maker for purposes of making decisions about allocating resources to the segments and assessing performance is operating profit, which equals sales less cost of sales and certain operating expenses.  Items below the operating profit line of the Consolidated Statements of Income (interest and investment income, interest expense and other income/expense) are excluded from the measure of segment profitability reviewed by our chief operating decision maker and are not presented by operating segment.  

 

Effective in the second quarter of 2020, we made changes to realign our management team and our operating segments. This realignment will enable us to better serve global customers and markets, to more efficiently leverage technology synergies, to operate divisions of significant size in a consistent and focused way and to position ourselves for our next chapter of profitable growth. The revised operating segments better reflect how we manage the Company, allocate resources, and assess performance of the businesses.

Page 17


Nordson Corporation

 

 

We realigned our former three operating segments into two: Industrial Precision Solutions and Advanced Technology Solutions. Existing product lines were unchanged as part of this new structure.

 

Industrial Precision Solutions: This segment combines our former Adhesive Dispensing Systems (ADS) and Industrial Coating Systems (ICS) businesses. IPS enhances the technology synergies between ADS and ICS to deliver proprietary dispensing and processing technology to diverse end markets. Product lines reduce material consumption, increase line efficiency and enhance product brand and appearance. Components are used for dispensing adhesives, coatings, paint, finishes, sealants and other materials. This segment primarily serves the industrial, consumer durables and non-durables markets.

 

Advanced Technology Solutions: This segment integrates our proprietary product technologies found in progressive stages of a customer’s production processes, such as surface treatment, precisely controlled dispensing of material and post-dispense test and inspection to ensure quality. Related single-use plastic molded syringes, cartridges, tips, fluid connection components, tubing, balloons and catheters are used to dispense or control fluids in production processes or within customers’ end products. This segment predominantly serves customers in the electronics, medical and related high-tech industrial markets.

 

The financial information presented herein reflects the impact of the preceding changes and prior periods have been revised to reflect these changes.

The following table presents information about our segments:

 

 

 

Industrial

Precision

Solutions

 

 

Advanced

Technology

Solutions

 

 

Corporate

 

 

Total

 

Three months ended

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

July 31, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net external sales

 

$

288,965

 

 

$

249,216

 

 

$

 

 

$

538,181

 

Operating profit (loss)

 

 

74,744

 

 

 

49,952

 

 

 

(12,641

)

 

 

112,055

 

July 31, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net external sales

 

$

306,648

 

 

$

253,098

 

 

$

 

 

$

559,746

 

Operating profit (loss)

 

 

88,811

 

 

 

53,562

 

 

 

(12,097

)

 

 

130,276

 

Nine months ended

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

July 31, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net external sales

 

$

835,038

 

 

$

727,537

 

 

$

 

 

$

1,562,575

 

Operating profit (loss)

 

 

207,603

 

 

 

140,928

 

 

 

(36,354

)

 

 

312,177

 

July 31, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net external sales

 

$

871,925

 

 

$

736,850

 

 

$

 

 

$

1,608,775

 

Operating profit (loss)

 

 

229,702

 

 

 

150,882

 

 

 

(37,131

)

 

 

343,453

 

 

A reconciliation of total segment operating income to total consolidated income before income taxes is as follows:

 

 

 

Three Months Ended

 

 

Nine Months Ended

 

 

 

July 31, 2020

 

 

July 31, 2019

 

 

July 31, 2020

 

 

July 31, 2019

 

Total profit for reportable segments

 

$

112,055

 

 

$

130,276

 

 

$

312,177

 

 

$

343,453

 

Interest expense

 

 

(7,314

)

 

 

(11,500

)

 

 

(25,348

)

 

 

(36,238

)

Interest and investment income

 

 

434

 

 

 

511

 

 

 

1,301

 

 

 

1,153

 

Other-net

 

 

(9,668

)

 

 

210

 

 

 

(12,943

)

 

 

(4,546

)

Income before income taxes

 

$

95,507

 

 

$

119,497

 

 

$

275,187

 

 

$

303,822

 

 

We have significant sales in the following geographic regions:

 

 

 

Three Months Ended

 

 

Nine Months Ended

 

 

 

July 31, 2020

 

 

July 31, 2019

 

 

July 31, 2020

 

 

July 31, 2019

 

United States

 

$

183,508

 

 

$

190,460

 

 

$

560,941

 

 

$

551,510

 

Americas

 

 

38,265

 

 

 

47,040

 

 

 

106,021

 

 

 

123,159

 

Europe

 

 

132,107

 

 

 

143,449

 

 

 

394,554

 

 

 

425,650

 

Japan

 

 

31,226

 

 

 

30,488

 

 

 

90,353

 

 

 

89,566

 

Asia Pacific

 

 

153,075

 

 

 

148,309

 

 

 

410,706

 

 

 

418,890

 

Total net external sales

 

$

538,181

 

 

$

559,746

 

 

$

1,562,575

 

 

$

1,608,775

 

 

Page 18


Nordson Corporation

 

12.

Fair value measurements

The inputs to the valuation techniques used to measure fair value are classified into the following categories:

Level 1: Quoted market prices in active markets for identical assets or liabilities.

Level 2: Observable market based inputs or unobservable inputs that are corroborated by market data.

Level 3: Unobservable inputs that are not corroborated by market data.

The following tables present the classification of our assets and liabilities measured at fair value on a recurring basis:

 

July 31, 2020

 

Total

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign currency forward contracts (a)

 

$

22,241

 

 

$

 

 

$

22,241

 

 

$

 

Total assets at fair value

 

$

22,241

 

 

$

 

 

$

22,241

 

 

$

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deferred compensation plans (b)

 

$

12,030

 

 

$

 

 

$

12,030

 

 

$

 

Foreign currency forward contracts (a)

 

 

6,484

 

 

 

 

 

 

6,484

 

 

 

 

Total liabilities at fair value

 

$

18,514

 

 

$

 

 

$

18,514

 

 

$

 

 

October 31, 2019

 

Total

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign currency forward contracts (a)

 

$

5,042

 

 

$

 

 

$

5,042

 

 

$

 

Total assets at fair value

 

$

5,042

 

 

$

 

 

$

5,042

 

 

$

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deferred compensation plans (b)

 

$

11,850

 

 

$

 

 

$

11,850

 

 

$

 

Foreign currency forward contracts (a)

 

 

2,381

 

 

 

 

 

 

2,381

 

 

 

 

Total liabilities at fair value

 

$

14,231

 

 

$

 

 

$

14,231

 

 

$

 

 

 

(a)

We enter into foreign currency forward contracts to reduce the risk of foreign currency exposures resulting from receivables, payables, intercompany receivables, intercompany payables and loans denominated in foreign currencies. Foreign exchange contracts are valued using market exchange rates. These foreign exchange contracts are not designated as hedges.

 

(b)

Executive officers and other highly compensated employees may defer up to 100 percent of their salary and annual cash incentive compensation and for executive officers, up to 90 percent of their long-term incentive compensation, into various non-qualified deferred compensation plans. Deferrals can be allocated to various market performance measurement funds. Changes in the value of compensation deferred under these plans are recognized each period based on the fair value of the underlying measurement funds.

The carrying amounts and fair values of financial instruments, other than cash and cash equivalents, receivables, and accounts payable, are shown in the table below. The carrying values of cash and cash equivalents, receivables and accounts payable approximate fair value due to the short-term nature of these instruments.

 

 

 

July 31, 2020

 

 

 

Carrying

Amount

 

 

Fair Value

 

Long-term debt (including current portion), excluding unamortized debt

   issuance costs

 

 

1,264,680

 

 

 

1,330,739

 

 

We used the following methods and assumptions in estimating the fair value of financial instruments:

 

Long-term debt is valued by discounting future cash flows at currently available rates for borrowing arrangements with similar terms and conditions, which are considered to be Level 2 inputs under the fair value hierarchy.

Page 19


Nordson Corporation

 

13.

Derivative financial instruments  

We operate internationally and enter into intercompany transactions denominated in foreign currencies. Consequently, we are subject to market risk arising from exchange rate movements between the dates foreign currency transactions occur and the dates they are settled. We regularly use foreign currency forward contracts to reduce our risks related to most of these transactions. These contracts usually have maturities of 90 days or less and generally require us to exchange foreign currencies for U.S. dollars at maturity, at rates stated in the contracts. These contracts are not designated as hedging instruments under U.S. GAAP. Accordingly, the changes in the fair value of the foreign currency forward contracts are recognized in each accounting period in “Other – net” on the Consolidated Statements of Income together with the transaction gain or loss from the related balance sheet position. For the three months ended July 31, 2020, we recognized net gains of $17,255 on foreign currency forward contracts and net losses of $20,809 from the change in fair value of balance sheet positions. For the three months ended July 31, 2019, we recognized net gains of $975 on foreign currency forward contracts and net gains of $407 from the change in fair value of balance sheet positions. For the nine months ended July 31, 2020, we recognized net gains of $13,096 on foreign currency forward contracts and losses of $13,658 from the change in fair value of balance sheet positions. For the nine months ended July 31, 2019, we recognized gains of $769 on foreign currency forward contracts and gains of $267 from the change in fair value of balance sheet positions.

The following table summarizes, by currency, the foreign currency forward contracts outstanding at July 31, 2020 and 2019:

 

 

 

Notional Amounts

 

July 31, 2020 contract amounts:

 

Sell

 

 

Buy

 

Euro

 

$

108,856

 

 

$

207,198

 

British pound

 

 

18,861

 

 

 

60,397

 

Japanese yen

 

 

15,815

 

 

 

32,009

 

Australian dollar

 

 

174

 

 

 

7,682

 

Hong Kong dollar

 

 

56,279

 

 

 

74,714

 

Singapore dollar

 

 

1,357

 

 

 

15,982

 

Others

 

 

4,412

 

 

 

59,921

 

Total

 

$

205,754

 

 

$

457,903

 

 

 

 

 

 

 

 

 

 

 

 

Notional Amounts

 

July 31, 2019 contract amounts:

 

Sell

 

 

Buy

 

Euro

 

$

219,910

 

 

$

90,043

 

British pound

 

 

20,542

 

 

 

45,955

 

Japanese yen

 

 

32,560

 

 

 

48,670

 

Australian dollar

 

 

350

 

 

 

7,683

 

Hong Kong dollar

 

 

1,209

 

 

 

136,818

 

Singapore dollar

 

 

782

 

 

 

15,449

 

Others

 

 

3,460

 

 

 

63,388

 

Total

 

$

278,813

 

 

$

408,006

 

 

We are exposed to credit-related losses in the event of nonperformance by counterparties to financial instruments. These financial instruments include cash deposits and foreign currency forward contracts. We periodically monitor the credit ratings of these counterparties in order to minimize our exposure. Our customers represent a wide variety of industries and geographic regions. For the nine months ended July 31, 2020 and 2019, there were no significant concentrations of credit risk.

14.

Leases

We review new contracts to determine if the contracts include a lease. To the extent a lease agreement includes an extension option that is reasonably certain to be exercised, we have recognized those amounts as part of the right-of-use assets and lease liabilities. We combine lease and non-lease components, such as common area maintenance, in the calculation of the lease assets and related liabilities. As most lease agreements do not provide an implicit rate, we use an incremental borrowing rate (IBR) based on information available at the lease commencement date in determining the present value of lease payments and to help classify the lease as operating or financing. We calculate the IBR based on a bond yield curve which considers secured borrowing rates based on our credit rating and current economic environment, as well as other publicly available data.

 

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Nordson Corporation

 

We lease certain manufacturing facilities, warehouse space, machinery and equipment, and vehicles.  We often have options to renew lease terms for buildings and other assets.  We evaluate renewal and termination options at the lease commencement date to determine if we are reasonably certain to exercise the option on the basis of economic factors.  Leases with an initial term of 12 months or less (short-term leases) are not recorded on the Consolidated Balance Sheet.  Lease expense for operating leases is recognized on a straight-line basis over the lease term, with variable lease payments recognized in the period those payments occur.  Variable payments for leases primarily relate to future rates or amounts, miles, or other quantifiable usage factors which are not determinable at the time the lease agreement commences. Finance lease assets are recorded in Property, plant, and equipment – net on the Consolidated Balance Sheet. As of July 31, 2020, we have no material leases that have yet to commence.

 

Additional lease information is summarized below for the three and nine months ended July 31, 2020:

 

 

 

Three months ended

 

 

Nine months ended

 

 

 

July 31, 2020

 

 

July 31, 2020

 

 

 

Finance Leases

 

 

Operating Leases

 

 

Finance Leases

 

 

Operating Leases

 

Amortization of right of use assets

 

$

1,779

 

 

$

 

 

$

5,293

 

 

$

 

Interest

 

 

93

 

 

 

 

 

 

266

 

 

 

 

Lease cost(1)

 

 

1,872

 

 

 

5,406

 

 

 

5,559

 

 

 

16,073

 

Short-term and variable lease cost(1)

 

 

200

 

 

 

617

 

 

 

1,023

 

 

 

1,917

 

Total lease cost

 

$

2,072

 

 

$

6,023

 

 

$

6,582

 

 

$

18,000

 

 

 

(1)

Lease costs are recorded in both Cost of sales and Selling and administrative expenses on the Consolidated Statements of Income.

 

Supplemental cash flow information is summarized below for the nine months ended July 31, 2020:

 

 

 

Finance Leases

 

 

Operating Leases

 

Cash outflows for leases

 

$

5,814

 

 

$

15,935

 

Weighted average remaining lease term (years)

 

4.72 years

 

 

10.48 years

 

Weighted average discount rate

 

 

2.51

%

 

 

1.69

%

 

 

The following table reconciles the undiscounted cash flows for five years and thereafter to the operating and finance lease liabilities recognized on the statement of financial position as of July 31, 2020.  The reconciliation excludes short-term leases that are not recognized on the Consolidated Balance Sheet.

 

Year:

 

Finance Leases

 

 

Operating Leases

 

2020

 

$

6,479

 

 

$

20,709

 

2021

 

 

4,445

 

 

 

19,056

 

2022

 

 

2,735

 

 

 

16,106

 

2023

 

 

1,130

 

 

 

14,163

 

2024

 

 

669

 

 

 

12,160

 

Later years

 

 

3,210

 

 

 

68,085

 

Total minimum lease payments

 

$

18,668

 

 

$

150,279

 

Amounts representing interest

 

 

1,462

 

 

 

14,034

 

Present value of minimum lease payments

 

$

17,206

 

 

$

136,245

 

 

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Nordson Corporation

 

15.

Long-term debt

A summary of long-term debt is as follows:

 

 

 

July 31, 2020

 

 

October 31, 2019

 

Senior notes, due 2020-2025

 

$

109,900

 

 

$

140,800

 

Senior notes, due 2020-2027

 

 

85,714

 

 

 

92,857

 

Senior notes, due 2023-2030

 

 

350,000

 

 

 

350,000

 

Term loan, due 2022-2024

 

 

405,000

 

 

 

505,000

 

Euro loan, due 2023

 

 

312,022

 

 

 

128,219

 

Private shelf facility, due 2020

 

 

5,556

 

 

 

30,556

 

Development loans, due 2020-2026

 

 

 

 

 

951

 

 

 

 

1,268,192

 

 

 

1,248,383

 

Less current maturities

 

 

43,598

 

 

 

168,738

 

Less unamortized debt issuance costs

 

 

3,512

 

 

 

4,241

 

Long-term maturities

 

$

1,221,082

 

 

$

1,075,404

 

 

In March 2020 we amended, restated and extended the term of our existing term loan facility with Bank of America Merrill Lynch International Limited.  The interest rate is variable based on the EURIBOR rate.  The Term Loan Agreement provides for the following term loans in two tranches: € 115,000 due in March 2023 and an additional € 150,000 that was drawn down in March 2020 and is due in March 2023.  The weighted average interest rate at July 31, 2020 was 0.71%.  At July 31, 2020, the balance outstanding was € 265,000 ($312,022).  We were in compliance with all covenants at July 31, 2020.  

 

In April 2019, we amended, restated and extended the term of our existing $605,000 term loan facility with a group of banks. The interest rate is variable based upon the LIBOR rate. At July 31, 2020, $405,000 was outstanding under this facility. The Term Loan Agreement provides for the following term loans in two tranches:  $200,000 due in September 2022, and $205,000 due in March 2024.   The weighted average interest rate for borrowings under this agreement was 0.82% at July 31, 2020.  We were in compliance with all covenants at July 31, 2020.

In April 2019, we entered into a $850,000 unsecured, multicurrency credit facility with a group of banks, which amended, restated and extended our existing syndicated revolving credit agreement that was scheduled to expire in February 2020. This facility has a five-year term and includes a $75,000 subfacility for swing-line loans.  It expires in April 2024. We had no balances outstanding under this facility at July 31, 2020 and October 31, 2019. We were in compliance with all covenants at July 31, 2020, and the amount we could borrow under the facility would not have been limited by any debt covenants.

      

In June 2018, we entered into a Note Purchase Agreement with a group of insurance companies under which we sold $350,000 of Senior Notes to the insurance companies and their affiliates. The notes start to mature between June 2023 and June 2030 and bear interest at fixed rates between 3.71% and 4.17%.  We were in compliance with all covenants at July 31, 2020.

 

In July 2015, we entered into a Note Purchase Agreement with a group of insurance companies under which we sold $100,000 of unsecured Senior Notes.  At July 31, 2020 and October 31, 2019, $85,714 and $92,857, respectively, was outstanding under this agreement. Existing notes mature between July 2021 and July 2027 and bear interest at fixed rates between 2.89% and 3.19%.  We were in compliance with all covenants at July 31, 2020.

 

In 2012, we entered into a Note Purchase Agreement with a group of insurance companies under which we sold $200,000 of unsecured Senior Notes.  At July 31, 2020 and October 31, 2019, $109,900 and $140,800, respectively, was outstanding under this agreement. Existing notes mature between July 2021 and July 2025 and bear interest at fixed rates between 2.62% and 3.13%.  We were in compliance with all covenants at July 31, 2020.

 

We entered into a $150,000 three-year Note Purchase and Private Shelf agreement with New York Life Investment Management LLC in 2011.  In 2015, the amount of the facility was increased to $180,000, and in 2016 it was increased to $200,000.   At July 31, 2020 and October 31, 2019, $5,556 and $30,556, respectively, was outstanding under this facility. Existing notes mature in September 2020 and bear interest at a fixed rate of 2.21%.  We were in compliance with all covenants at July 31, 2020. 

 

 

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Nordson Corporation

 

16.

Contingencies

We are involved in pending or potential litigation regarding environmental, product liability, patent, contract, employee and other matters arising from the normal course of business.  Including the litigation and environmental matters discussed below, after consultation with legal counsel, we do not believe that losses in excess of the amounts we have accrued would have a material adverse effect on our financial condition, quarterly or annual operating results or cash flows.

Class Action Litigation

On February 22, 2019, a former employee, Mr. Ortiz, filed a purported class action lawsuit in the San Diego County Superior Court, California, against Nordson Asymtek, Inc. and Nordson Corporation, alleging various violations of the California Labor Code.  Plaintiff seeks, among other things, an unspecified amount for unpaid wages, actual, consequential and incidental losses, penalties, and attorneys’ fees and costs.  Following mediation in June 2020, the parties agreed to settle the lawsuit, subject to the execution of a written settlement agreement and court approval. If the settlement agreement is approved, the class action lawsuit will be resolved. Management believes, based on currently available information, that the ultimate outcome of the proceeding described above will not have a material adverse effect on the Company’s financial condition or results of operations.

Environmental

We have voluntarily agreed with the City of New Richmond, Wisconsin and other Potentially Responsible Parties to share costs associated with the remediation of the City of New Richmond municipal landfill (the “Site”) and the construction of a potable water delivery system serving the impacted area down gradient of the Site.  At July 31, 2020 and October 31, 2019, our accrual for the ongoing operation, maintenance and monitoring obligation at the Site was $360 and $401, respectively. The liability for environmental remediation represents management’s best estimate of the probable and reasonably estimable undiscounted costs related to known remediation obligations.  The accuracy of our estimate of environmental liability is affected by several uncertainties such as additional requirements that may be identified in connection with remedial activities, the complexity and evolution of environmental laws and regulations, and the identification of presently unknown remediation requirements. Consequently, our liability could be greater than our current estimate.  However, we do not expect that the costs associated with remediation will have a material adverse effect on our financial condition or results of operations.

 

 

 

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Nordson Corporation

 

ITEM 2.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following is Management's discussion and analysis of certain significant factors affecting our financial condition and results of operations for the periods included in the accompanying condensed consolidated financial statements.

Overview

Founded in 1954, Nordson Corporation delivers precision technology solutions to help customers succeed worldwide.  We engineer, manufacture and market differentiated products and systems used for precision dispensing, applying and controlling of adhesives, coatings, sealants, biomaterials, polymers, plastics and other materials; fluid management; test and inspection; and UV curing and plasma surface treatment.  These products are supported with extensive application expertise and direct global sales and service.  We serve a wide variety of consumer non-durable, consumer durable and technology end-markets including packaging, nonwovens, electronics, medical, appliances, energy, transportation, building and construction, and general product assembly and finishing. We have approximately 7,600 employees and direct operations in more than 35 countries.

 

Segment Update

 

As described in Note 11, effective in the second quarter of 2020, we made changes to realign our management team and our operating segments. This realignment will enable us to better serve global customers and markets, to more efficiently leverage technology synergies, to operate divisions of significant size in a consistent and focused way and to position ourselves for our next chapter of profitable growth. The revised segments better reflect how we manage the Company, allocate resources, and assess performance of the businesses.

 

We realigned our former three operating segments into two: Industrial Precision Solutions (IPS) and Advanced Technology Solutions. Existing product lines were unchanged as part of this new structure.

 

Industrial Precision Solutions: This segment combines our former Adhesive Dispensing Systems (ADS) and Industrial Coating Systems (ICS) businesses. IPS enhances the technology synergies between ADS and ICS to deliver proprietary dispensing and processing technology, to diverse end markets. Product lines reduce material consumption, increase line efficiency and enhance product brand and appearance. Components are used for dispensing adhesives, coatings, paint, finishes, sealants and other materials. This segment primarily serves the industrial, consumer durables and non-durables markets.

 

Advanced Technology Solutions: This segment integrates our proprietary product technologies found in progressive stages of a customer’s production processes, such as surface treatment, precisely controlled dispensing of material and post-dispense test and inspection to ensure quality. Related single-use plastic molded syringes, cartridges, tips, fluid connection components, tubing, balloons and catheters are used to dispense or control fluids in production processes or within customers’ end products. This segment predominantly serves customers in the electronics, medical and related high-tech industrial markets.

 

The financial information presented herein reflects the impact of the preceding changes and prior periods have been revised to reflect these changes.

 

COVID-19 Update

 

We continue to support multiple “critical infrastructure” sectors by manufacturing materials and products needed for medical supply chains, packaging, transportation, energy, communications, and other critical infrastructure industries.    We have benefited from our geographical and product diversification as the end markets we serve have remained resilient in response to the COVID-19 pandemic.  Despite overall demand remaining modestly below prior year levels heading into the fourth quarter, during the third quarter, we experienced a reduction in demand in certain medical product lines due to elective surgeries being reduced as a result of the COVID-19 pandemic along with a reduction in demand in our industrial end markets due to the uncertainty ahead. We continue to actively monitor the impact of the COVID-19 pandemic, which may negatively impact our business and results of operations for the fourth quarter and potentially beyond.  However, the full extent of the COVID-19 pandemic on our operations and the markets we serve is highly uncertain and will depend largely on future developments related to the pandemic, including new information which may emerge concerning the severity of the pandemic and actions by government authorities to contain the outbreak or treat its impact, among other things. These developments are constantly evolving and cannot be accurately predicted. We continue to invest in the business, people, and strategies necessary to achieve our long-term priorities as we focus on driving profitable growth. We have continued to operate during the course of the COVID-19 pandemic in all our production facilities, having taken the recommended public health measures to ensure worker and workplace safety. As a result, there have been unfavorable impacts on our manufacturing efficiencies. Additionally, we are taking steps to offset cost increases from pandemic-related supply chain disruptions.  

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Nordson Corporation

 

 

For more information about the risks to the Company as a result of the COVID-19 pandemic and its potential impact on our ability to operate, results of operations, financial condition, liquidity and capital investments, see “Part II, Item 1A. Risk Factors” in this report.

Critical Accounting Policies and Estimates

The preparation and fair presentation of the consolidated unaudited interim financial statements and accompanying notes included in this report are the responsibility of management. The financial statements and footnotes have been prepared in accordance with U.S. generally accepted accounting principles for interim financial statements and contain certain amounts that were based upon management’s best estimates, judgments and assumptions that were believed to be reasonable under the circumstances. On an ongoing basis, we evaluate the accounting policies and estimates used to prepare our financial statements.  Estimates are based on historical experience, judgments and assumptions believed to be reasonable under current facts and circumstances.  Actual amounts and results could differ from these estimates used by management.

A comprehensive discussion of the Company’s critical accounting policies and management estimates and significant accounting policies followed in the preparation of the financial statements is included in Item 7 of our Annual Report on Form 10-K for the year ended October 31, 2019. Other than the adoption of the new lease standard as described in Note 2 of this report, there have been no significant changes in critical accounting policies, management estimates or accounting policies followed since the year ended October 31, 2019.

Results of Operations

Three months ended July 31, 2020

Worldwide sales for the three months ended July 31, 2020 were $538,181 a decrease of 3.9% from sales of $559,746 for the comparable period of 2019. Sales volume decreased 3.2% and unfavorable currency effects decreased sales by 0.7%. The decrease in sales volume consisted of 4.0% from an organic volume decrease, partially offset by 0.8% sales growth due to the Fluortek acquisition.  While sales were likely negatively impacted by the general decline in the global business environment due to the pandemic, the portion of the sales decline attributable to the pandemic is not determinable.    

Sales outside the United States accounted for 65.9% of our sales in the three months ended July 31, 2020 compared to 66.0% in the comparable period of 2019. On a geographic basis, sales in the United States were $183,508, a decrease of 3.6% from the comparable period of 2019. The decrease in sales was due to an organic sales volume decrease of 4.4%, offset by a 0.8% increase from acquisitions. Sales in the Americas region were $38,265, a decrease of 18.7% from the comparable period of 2019, with volume decreasing 13.3% and unfavorable currency effects of 5.4%. The decrease in sales volume consisted of lower organic volume of 17.5%, offset by a 4.2% increase from acquisitions. Sales in Europe were $132,107, a decrease of 7.9% from the comparable period of 2019, with volume decreasing 7.3% and unfavorable currency effects of 0.6%. The decrease in sales volume consisted of lower organic volume of 7.6%, offset by a 0.3% increase from acquisitions. Sales in Japan were $31,226, an increase of 2.4% from the comparable period of 2019, with volume increasing 1.0%, and favorable currency effects of 1.4%. The increase in sales volume consisted of organic volume growth of 0.6%, and a 0.4% increase from acquisitions.  Sales in the Asia Pacific region were $153,075, an increase of 3.2% from the comparable period of 2019, with volume increasing 4.0%, offset by unfavorable currency effects of 0.8%. The increase in sales volume consisted of organic volume growth of 3.7%, and a 0.3% increase from acquisitions.

Cost of sales for the three months ended July 31, 2020 were $257,373, slightly up from $257,123 in the comparable period of 2019.  Gross profit, expressed as a percentage of sales, decreased to 52.2% for this same period from 54.1% in 2019. Of the 1.9 percentage point decline in gross margin, unfavorable product mix contributed 1.2 percentage points, unfavorable currency translation effects contributed 0.3 of a percentage point, and an inventory step-up related to the Fluortek acquisition as well as higher severance costs each contributed a negative impact of 0.2 of a percentage point, respectively. Severance costs were incurred in both of our segments as part of cost structure simplification actions made to improve operational efficiencies.

Selling and administrative expenses for the three months ended July 31, 2020 were $168,753, down from $172,347 in the comparable period of 2019.  The 2.1% decrease includes a 5.0% decrease related to the base business and 0.5% due to favorable currency translation effects.  This improvement was partially offset by 2.5% due to higher severance costs and 0.9% due to the first-year effect of acquisitions. Selling and administrative expenses as a percentage of sales increased to 31.4% for the three months ended July 31, 2020 compared to 30.8% in 2019.  The 0.6% percentage point increase includes a 1.0% percentage point increase due to higher severance costs and a 0.3% percentage point increase due to the first-year effect of acquisitions, which was partially offset by a 0.7% percentage point decrease in base business costs.

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Nordson Corporation

 

Operating profit as a percentage of sales decreased to 20.8% for the three months ended July 31, 2020 compared to 23.3% in 2019.  Of the 2.5 percentage point decrease, unfavorable absorption due to lower sales volume and unfavorable product mix contributed 1.5 percentage points, higher severance costs contributed 1.0 percentage point, unfavorable currency translation effects contributed 0.3 of a percentage point, and the first-year effect of acquisitions and an inventory step-up related to the Fluortek acquisition each unfavorably contributed a negative impact of 0.2 of a percentage point, respectively.  These were partially offset by a positive 0.7 percentage point impact of lower base business costs.

Interest expense for the three months ended July 31, 2020 was $7,314, down from $11,500 for the comparable period of 2019.  This decrease was primarily due to lower average debt levels and lower variable interest rates compared to the prior year.

 

Other expense was $9,668 for the three months ended July 31, 2020, compared to other income of $210 for the comparable period of 2019. Included in the current quarter’s other expense were pension costs of $5,326 and $3,554 of foreign currency losses.  Included in the prior year’s other income were $1,382 of foreign currency gains and $2,024 of pension costs.  

Net income for the three months ended July 31, 2020, was $86,981, or $1.49 per diluted share, compared to $93,928, or $1.62 per diluted share, in the same period of 2019.  This represents a 7.4% decrease in net income, and a 8.0% decrease in diluted earnings per share.  

Industrial Precision Solutions

Sales of the Industrial Precision Solutions segment for the three months ended July 31, 2020 were $288,965 compared to $306,648 in the comparable period of 2019, a decrease of $17,683, or 5.8%. The decrease was due to an organic sales volume decrease of 4.5% and unfavorable currency effects that decreased sales by 1.3%.  Growth in Asia geographic regions plus stable demand from product lines serving consumers in the non-durable end markets were offset by weakness in sales of product lines serving industrial markets primarily in the United States and Europe.  

For the Industrial Precision Solutions segment, operating profit as a percentage of sales decreased to 25.9% for the three months ended July 31, 2020 compared to 29.0% in 2019.  Of the 3.1 percentage point decrease in operating margin, 2.5 percentage points were due to unfavorable absorption due to lower sales volume and unfavorable product mix, 0.8 of a percentage point was due to higher severance costs and 0.5 of a percentage point was due to unfavorable currency translation effects.  These were partially offset by a positive 0.7 of a percentage point impact due to lower base business costs.

Advanced Technology Solutions

Sales of the Advanced Technology Solutions segment for the three months ended July 31, 2020 were $249,216 compared to $253,098 in the comparable period of 2019, a decrease of $3,882, or 1.5%. The sales volume decrease consisted of 3.3% from an organic volume decrease, partially offset by a 1.8% increase due to acquisitions. Sales volume increases in test and inspection product lines serving electronics end markets and stable demand in certain medical product lines were offset by weakness in fluid dispense product lines serving industrial end markets.  The stable demand in medical is reflective of strength in some product lines, offset by meaningful softness in other medical products more closely tied to elective surgeries, which have been reduced as a result of the COVID-19 pandemic.  

For the Advanced Technology Solutions segment, operating profit as a percentage of sales decreased to 20.0% for the three months ended July 31, 2020 compared to 21.2% in 2019.  Of the 1.2 percentage point decline in operating margin, 0.6 of a percentage point was due to higher severance costs, 0.6 of a percentage point was due to the first-year effect of acquisitions, 0.4 of  a percentage point was due to an inventory step-up related to the Fluortek acquisition and 0.2 of a percentage point was due to unfavorable absorption due to lower sales volume and unfavorable product mix.  These were partially offset by a positive 0.6 of a percentage point impact due to lower base business costs.

Nine months ended July 31, 2020

Worldwide sales for the nine months ended July 31, 2020 were $1,562,575, a 2.9% decrease from sales of $1,608,775 for the comparable period of 2019.  The decrease was due to lower sales volume of 2.0%, and unfavorable currency effects that decreased sales by 0.9%.  The decrease in sales volume consisted of an organic volume decrease of 2.5%, offset by a 0.5% increase from acquisitions.  

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Nordson Corporation

 

Sales outside the United States accounted for 64.1% of sales in the nine months ended July 31, 2020 compared to 65.7% in the comparable period of 2019.  On a geographic basis, sales in the United States were $560,941, an increase of 1.7% from 2019. The increase in sales was due to an organic sales volume increase of 1.2% and a 0.5% increase from acquisitions. Sales in the Americas region were $106,021, a decrease of 13.9% from 2019, with sales volume decreasing 10.2%, and unfavorable currency effects of 3.7%. The decrease in sales volume consisted of an organic volume decrease of 12.0% partially offset by a 1.8% increase from acquisitions. Sales in Europe were $394,554, a decrease of 7.3% from 2019, with sales volume decreasing 5.5% and unfavorable currency effects of 1.8%.  The decrease in sales volume consisted of an organic volume decrease of 6.0% partially offset by a 0.5% increase from acquisitions. Sales in Japan were $90,353, an increase of 0.9% from 2019, with sales volume decreasing 0.8%, offset by favorable currency effects of 1.7%.  The decrease in sales volume consisted of an organic volume decrease of 1.1% partially offset by a 0.3% increase from acquisitions. Sales in the Asia Pacific region were $410,706, a decrease of 2.0% from 2019, with sales volume decreasing 1.0% and unfavorable currency effects of 1.0%. The decrease in sales volume consisted of an organic volume decrease of 1.3%, partially offset by a 0.3% increase from acquisitions.  

Cost of sales for the nine months ended July 31, 2020 were $728,975, down from $735,647 in the comparable period of 2019.  Gross profit, expressed as a percentage of sales, decreased to 53.3% for this same period from 54.3% in 2019.  Of the 1.0 percentage point decline in gross margin, unfavorable product mix contributed 0.5 of a percentage point, unfavorable currency translation effects contributed 0.3 of a percentage point, and an inventory step-up related to the Fluortek acquisition as well as higher severance costs each contributed a negative impact of 0.1 of a percentage point, respectively.

Selling and administrative expenses for the nine months ended July 31, 2020 were $521,423, down from $529,675 in the comparable period of 2019.  The 1.6% decrease includes a 2.6% decrease related to the base business and 0.8% due to favorable currency translation effects.  This improvement was partially offset by 1.1% due to higher severance costs and 0.7% due to the first-year effect of acquisitions. Selling and administrative expenses as a percentage of sales increased to 33.4% for the nine months ended July 31, 2020 compared to 32.9% in 2019.  The 0.5% percentage point increase includes a 0.5% percentage point increase due to higher severance costs and a 0.1% percentage point increase due to the first-year effect of acquisitions, which was partially offset by a 0.1% percentage point decrease in base business costs.

Operating profit as a percentage of sales decreased to 20.0% for the nine months ended July 31, 2020 compared to 21.3% in 2019.  Of the 1.3 percentage point decrease, unfavorable absorption due to lower sales volume and unfavorable product mix contributed 0.5 of a percentage point, higher severance costs contributed 0.5 of a percentage point, unfavorable currency translation effects contributed 0.3 of a percentage point, and an inventory step-up related to the Fluortek acquisition and the first-year effect of acquisitions each contributed a negative impact of 0.1 of a percentage point, respectively.  These were partially offset by a positive 0.2 of a percentage point due to lower base business costs.

Interest expense for the nine months ended July 31, 2020 was $25,348, down from $36,238 for the comparable period of 2019. This decrease was primarily due to lower average debt levels and lower variable interest rates compared to the prior year.

Other expense was $12,943 for the nine months ended July 31, 2020, compared to $4,546 for the comparable period of 2019. Included in the current year’s other expense were pension costs of $10,941, and $562 of foreign currency losses.  Included in the prior year’s other expense were $5,004 of pension costs and $1,036 of foreign currency gains.

Net income for the nine months ended July 31, 2020, net income was $231,064, or $3.96 per diluted share, compared to $234,418, or $4.03 per diluted share, in the same period of 2019.  This represents a 1.4% decrease in net income, and a 1.7% decrease in diluted earnings per share.

Industrial Precision Solutions

Sales of the Industrial Precision Solutions segment for the nine months ended July 31, 2020 were $835,038 compared to $871,925 in the comparable period of 2019, a decrease of $36,887, or 4.2%.  The decrease was due to an organic sales volume decrease of 2.8%, and unfavorable currency effects that decreased sales by 1.4%. Growth in Asia geographic regions plus stable demand from product lines serving consumers in the non-durable end markets were offset by weakness in sales of product lines serving industrial markets primarily in the United States and Europe.  

For the Industrial Precision Solutions segment, operating profit as a percentage of sales decreased to 24.9% for the nine months ended July 31, 2020 compared to 26.3% in 2019.  Of the 1.4 percentage point decline in operating margin, 0.8 of a percentage point was due to unfavorable absorption due to lower sales volume and unfavorable product mix, 0.4 of a percentage point was due to unfavorable currency translation effects and 0.2 of a percentage point was due to higher severance costs.

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Nordson Corporation

 

Advanced Technology Solutions

Sales of the Advanced Technology Solutions segment for the nine months ended July 31, 2020 were $727,537 compared to $736,850 in the comparable period of 2019, a decrease of $9,313, or 1.3%.  The decrease was due to a sales volume decrease of 1.0 %, and unfavorable currency effects that decreased sales by 0.3%.  The sales volume decrease consisted of an organic volume decrease of 2.1%, partially offset by 1.1% growth from acquisitions.  Sales volume increases in test and inspection product lines serving electronics end markets and stable demand in certain medical product lines were offset by weakness in fluid dispense product lines serving industrial end markets.  The stable demand in medical is reflective of strength in some product lines, offset by meaningful softness in other medical products more closely tied to elective surgeries, which have been reduced as a result of the COVID-19 pandemic.  

For the Advanced Technology Solutions segment, operating profit as a percentage of sales decreased to 19.4% for the nine months ended July 31, 2020 compared to 20.5% in 2019.  Of the 1.1 percentage point decrease in operating margin, higher severance costs contributed 0.6 of a percentage point, unfavorable absorption due to lower sales volume and unfavorable product mix contributed 0.3 of a percentage point, inventory step-up related to the Fluortek acquisition contributed 0.1 of a percentage point, and the first-year effect of acquisitions and unfavorable currency translation effects each had a negative impact of 0.1 of a percentage point, respectively.  These were partially offset by a positive 0.1 of a percentage point impact due to lower base business costs.

Operating capacity for each of our segments can support fluctuations in order activity without significant changes in operating costs.  Changes in exchange rates can materially impact reported operating margins.  Operating margins for each segment were unfavorably impacted by a stronger dollar primarily against the Euro and Chinese Yuan during the first nine months of 2020 as compared to the same period in 2019.

 

Income taxes

We record our interim provision for income taxes based on our estimated annual effective tax rate, as well as certain items discrete to the current period.  Significant judgment is involved regarding the application of global income tax laws and regulations and when projecting the jurisdictional mix of income. We have considered several factors in determining the probability of realizing deferred income tax assets which include forecasted operating earnings, available tax planning strategies and the time period over which the temporary differences will reverse. We review our tax positions on a regular basis and adjust the balances as new information becomes available. The effective tax rate for the three and nine months ended July 31, 2020 was 8.9% and 16.0%, respectively. The effective tax rate for the three and nine months ended July 31, 2019 was 21.4% and 22.8%, respectively. The effective tax rate for the three and nine months ended July 31, 2020 was lower than the comparable prior year period primarily due to increased tax benefits from share-based payment transactions. 

Due to our share-based payment transactions our income tax provision included a discrete tax benefit of $11,373 and $14,048 for the three and nine months ended July 31, 2020, respectively. Our income tax provision included a similar discrete tax benefit of $210 and $3,227 for the three and nine months ended July 31, 2019, respectively.

During the nine months ended July 31, 2019, a discrete tax expense of $4,866 was recorded to update the provisional amounts recognized in 2018 due to changes in interpretations and assumptions and the finalization of estimates related to the U.S. Tax Cuts and Jobs Act.

During the three months ended July 31, 2020 and July 31, 2019, we recorded a favorable adjustment to unrecognized tax benefits of $443 and $858, respectively.  In addition, during the three months ended July 31, 2020, there was an increase of $5,664 in unrecognized tax benefits and, if recognized, the gross unrecognized tax benefits would be offset against assets currently recorded in the Consolidated Balance Sheet.

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Nordson Corporation

 

Foreign Currency Effects

In the aggregate, average exchange rates for 2020 used to translate international sales and operating results into U.S. dollars were generally unfavorable compared with average exchange rates existing during 2019.  It is not possible to precisely measure the impact on operating results arising from foreign currency exchange rate changes, because of changes in selling prices, sales volume, product mix and cost structure in each country in which we operate.  However, if transactions for the three months ended July 31, 2020 were translated at exchange rates in effect during the same period of 2019, sales would have been approximately $4,000 higher while third-party costs and expenses would have been approximately $1,500 higher.  If transactions for the nine months ended July 31, 2020 were translated at exchange rates in effect during the same period of 2019, sales would have been approximately $14,600 higher while third-party costs and expenses would have been approximately $6,600 higher.

Financial Condition

Liquidity and Capital Resources

During the nine months ended July 31, 2020, cash and cash equivalents increased $70,619.  Cash provided by operations during this period was $309,958, compared to $236,431 for the nine months ended July 31, 2019.  Changes in operating assets and liabilities decreased cash by $14,021 in the nine months ended July 31, 2020, compared to decreasing cash by $96,017 in the comparable period of 2019. The primary reasons for this increase was due to high liquidation of working capital and changes in deferred taxes between periods.

Cash used in investing activities was $163,192 for the nine months ended July 31, 2020, compared to $57,919 used in the comparable period of 2019. During the nine months ended July 31, 2020, cash of $125,260 was used for the Fluortek acquisition while cash of $12,110 was used for the Optical acquisition in the comparable period of 2019. Capital expenditures in the nine months ended July 31, 2020 were $36,096, compared to $46,002 in 2019.

Cash used in financing activities was $75,404 for the nine months ended July 31, 2020, compared to $129,607 used in the comparable period of 2019.  Net Proceeds of long-term debt were $1,740 during the nine months ended July 31, 2020, compared to net proceeds of long-term debt of $36,009 in 2019. Cash of $65,737 was used for dividend payments and cash of $51,897 was used for the purchase of treasury shares associated with employee benefit plans in the current year period, compared to $60,325 and $118,124, respectively, in the comparable period of 2019. Issuance of common shares related to employee benefit plans generated $46,304 during the nine months ended July 31, 2020 compared to $17,275 in 2019, resulting from recent executive retirement activity and increased stock option exercises.

The following is a summary of significant changes in balance sheet captions from October 31, 2019 to July 31, 2020.  Goodwill increased by $87,175 driven primarily by the Fluortek acquisition.  Refer to Note 3 for an explanation of the change in goodwill due to the Fluortek acquisition. Current maturities of long-term debt decreased $125,140 primarily driven by a payment of $100,000 on our Term Loan Agreement and a $25,000 payment on notes issued under our agreement with New York Life which matured in July 2020. Long-term debt increased $145,678 primarily due to Euro loan borrowings during the period.   

 

Contractual Obligations

 

In March 2020, we amended, restated and extended the term of our existing term loan facility with Bank of America Merrill Lynch International Limited.  The interest rate is variable based on the EURIBOR rate.  The Term Loan Agreement provides for the following term loans in two tranches: € 115,000 due in March 2023 and an additional € 150,000 that was drawn down in March 2020 and is due in March 2023.  The weighted average interest rate at July 31, 2020 was 0.71%.  At July 31, 2020, the balance outstanding was €265,000 ($312,022).  We were in compliance with all covenants at July 31, 2020.  

 

In April 2019, we amended, restated and extended the term of our existing $605,000 term loan facility with a group of banks. The interest rate is variable based upon the LIBOR rate. At July 31, 2020, $405,000 was outstanding under this facility. The Term Loan Agreement provides for the following term loans in two tranches:  $200,000 due in September 2022, and $205,000 due in March 2024.   The weighted average interest rate for borrowings under this agreement was 0.82% at July 31, 2020.  We were in compliance with all covenants at July 31, 2020.

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Nordson Corporation

 

In April 2019, we entered into a $850,000 unsecured, multicurrency credit facility with a group of banks, which amended, restated and extended our existing syndicated revolving credit agreement that was scheduled to expire in February 2020. This facility has a five-year term and includes a $75,000 subfacility for swing-line loans.  It expires in April 2024. We had no balances outstanding under this facility at July 31, 2020 and October 31, 2019. We were in compliance with all covenants at July 31, 2020, and the amount we could borrow under the facility would not have been limited by any debt covenants.

      

In June 2018, we entered into a Note Purchase Agreement with a group of insurance companies under which we sold $350,000 of Senior Notes to the insurance companies and their affiliates. The notes start to mature between June 2023 and June 2030 and bear interest at fixed rates between 3.71% and 4.17%.  We were in compliance with all covenants at July 31, 2020.

 

In July 2015, we entered into a Note Purchase Agreement with a group of insurance companies under which we sold $100,000 of unsecured Senior Notes.  At July 31, 2020 and October 31, 2019, $85,714 and $92,857, respectively, was outstanding under this agreement. Existing notes mature between July 2021 and July 2027 and bear interest at fixed rates between 2.89% and 3.19%.  We were in compliance with all covenants at July 31, 2020.

 

In 2012, we entered into a Note Purchase Agreement with a group of insurance companies under which we sold $200,000 of unsecured Senior Notes.  At July 31, 2020 and October 31, 2019, $109,900 and $140,800, respectively, was outstanding under this agreement. Existing notes mature between July 2021 and July 2025 and bear interest at fixed rates between 2.62% and 3.13%.  We were in compliance with all covenants at July 31, 2020.

 

We entered into a $150,000 three-year Note Purchase and Private Shelf agreement with New York Life Investment Management LLC in 2011.  In 2015, the amount of the facility was increased to $180,000, and in 2016 it was increased to $200,000.   At July 31, 2020 and October 31, 2019, $5,556 and $30,556, respectively, was outstanding under this facility. Existing notes mature in September 2020 and bear interest at a fixed rate of 2.21%.  We were in compliance with all covenants at July 31, 2020. 

Outlook

We are optimistic about our longer-term growth opportunities in the diverse consumer non-durable, industrial, medical, electronics, consumer durable and automotive end markets we serve. We also support our customers with parts and consumables, where a significant percentage of our revenue is recurring. For the fourth quarter of 2020, we expect sales to be comparable to slightly better than the third quarter of 2020 and operating profit is forecasted to improve modestly.

 

We move forward with caution given the potential for a lower-growth macroeconomic environment, continued trade negotiations between the U.S. and other countries and the marketplace effects of political instability in certain areas of the world.  We are also monitoring the COVID-19 pandemic, which may negatively impact our business and results of operations for the fourth quarter and potentially beyond. We are unable to predict the ultimate impact that it may have on our business, future results of operations, financial position or cash flows.

 

Though the status of the global economy remains unclear, our growth potential has been demonstrated over time through our ability to build and enhance our core businesses by entering emerging markets, pursuing market adjacencies and driving growth initiatives.  We drive value for our customers through our application expertise, differentiated technology, and direct sales and service support. Our priorities also are focused on operational efficiencies by employing continuous improvement methodologies in our business processes.  We expect our efforts will continue to provide more than sufficient cash from operations to meet our liquidity needs, pay dividends to common shareholders and enable us to invest in the development of new applications and markets for our technologies.

Safe Harbor Statements Under The Private Securities Litigation Reform Act Of 1995

This Form 10-Q, particularly the “Management’s Discussion and Analysis”, contains forward-looking statements within the meaning of the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995.  Such statements relate to, among other things, income, earnings, cash flows, changes in operations, operating improvements, businesses in which we operate and the U.S. and global economies.  Statements in this Form 10-Q that are not historical are hereby identified as “forward-looking statements” and may be indicated by words or phrases such as “anticipates”, “supports”, “plans”, “projects”, “expects”, “believes”, “should”, “would”, “could”, “hope”, “forecast”, “management is of the opinion”, use of the future tense and similar words or phrases.

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Nordson Corporation

 

In light of these risks and uncertainties, actual events and results may vary significantly from those included in or contemplated or implied by such statements.  Readers are cautioned not to place undue reliance on such forward-looking statements.  These forward-looking statements speak only as of the date made.  We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

Factors that could cause actual results to differ materially from the expected results are discussed in Part I, Item 1A, Risk Factors in our Form 10-K for the year ended October 31, 2019 and in Part II, Item 1A, Risk Factors in this report.

ITEM 3.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Information regarding our financial instruments that are sensitive to changes in interest rates and foreign currency exchange rates was disclosed under Part II, Item 7A, “Quantitative and Qualitative Disclosures About Market Risk” in our Form 10-K for the year ended October 31, 2019.  The information disclosed has not changed materially in the interim period since then.

ITEM 4.

CONTROLS AND PROCEDURES

Our management with the participation of the principal executive officer (President and Chief Executive Officer) and principal financial officer (Executive Vice President, Chief Financial Officer) has reviewed and evaluated our disclosure controls and procedures (as defined in the Securities Exchange Act Rule 13a-15(e)) as of July 31, 2020.  Based on that evaluation, our management, including the principal executive and financial officers, has concluded that our disclosure controls and procedures were effective as of July 31, 2020 in ensuring that information required to be disclosed in the reports that we file or submit under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms and is accumulated and communicated to management, including the principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure.

There were no changes in our internal control over financial reporting that occurred during the three months ended July 31, 2020 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

 

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Nordson Corporation

 

Part II – OTHER INFORMATION

ITEM 1.

We are involved in pending or potential litigation regarding environmental, product liability, patent, contract, employee and other matters arising from the normal course of business. Including the litigation and environmental matters discussed below, after consultation with legal counsel, we do not believe that losses in excess of the amounts we have accrued would have a material adverse effect on our financial condition, quarterly or annual operating results or cash flows.

Class Action Litigation

On February 22, 2019, a former employee, Mr. Ortiz, filed a purported class action lawsuit in the San Diego County Superior Court, California, against Nordson Asymtek, Inc. and Nordson Corporation, alleging various violations of the California Labor Code.  Plaintiff seeks, among other things, an unspecified amount for unpaid wages, actual, consequential and incidental losses, penalties, and attorneys’ fees and costs.  Following mediation in June 2020, the parties agreed to settle the lawsuit, subject to the execution of a written settlement agreement and court approval. If the settlement agreement is approved, the class action lawsuit will be resolved. Management believes, based on currently available information, that the ultimate outcome of the proceeding described above will not have a material adverse effect on the Company’s financial condition or results of operations.

Environmental

We have voluntarily agreed with the City of New Richmond, Wisconsin and other Potentially Responsible Parties to share costs associated with the remediation of the City of New Richmond municipal landfill (the “Site”) and the construction of a potable water delivery system serving the impacted area down gradient of the Site.  At July 31, 2020 and October 31, 2019, our accrual for the ongoing operation, maintenance and monitoring obligation at the Site was $360 and $401, respectively. The liability for environmental remediation represents management’s best estimate of the probable and reasonably estimable undiscounted costs related to known remediation obligations.  The accuracy of our estimate of environmental liability is affected by several uncertainties such as additional requirements that may be identified in connection with remedial activities, the complexity and evolution of environmental laws and regulations, and the identification of presently unknown remediation requirements. Consequently, our liability could be different than our current estimate.  However, we do not expect that the costs associated with remediation will have a material adverse effect on our financial condition or results of operations.

ITEM 1A.

RISK FACTORS

 

In addition to the other information set forth in this report, you should carefully consider the risk factors disclosed in “Item 1A. Risk Factors” of our Annual Report on Form 10-K for the fiscal year ended October 31, 2019 (the “2019 Form 10-K”). Many of the risks identified in the 2019 Form 10-K are, and will be further, exacerbated by the impact of the COVID-19 pandemic and the actions taken by governmental entities, businesses, individuals and others in response to the pandemic. Other than as set forth below, there have been no material changes to the risk factors previously disclosed in the 2019 Form 10-K.

 

The COVID-19 pandemic may have a negative impact, which could be material, on our ability to operate, results of operations, financial condition, liquidity and capital investments.

 

In March 2020, the World Health Organization categorized the current coronavirus disease (“COVID-19”) as a pandemic, and the President of the United States declared the COVID-19 outbreak a national emergency. COVID-19 continues to spread throughout the United States and other countries across the world, and the duration and severity of its effects are currently unknown. The pandemic has resulted in governments around the world implementing increasingly stringent measures to help control the spread of the virus, including quarantines, social distancing protocols, “shelter in place” and “stay at home” orders, travel restrictions, business curtailments, school closures and other measures. In addition, governments and central banks in several parts of the world have enacted fiscal and monetary stimulus measures to counteract the impacts of COVID-19.

 

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Nordson Corporation

 

We manufacture and provide essential products and services to a variety of critical infrastructure customers around the globe, and we intend to continue providing our products and services to these customers. However, any negative impact of the COVID-19 pandemic and similar issues in the future could have a material adverse effect on our ability to operate, results of operations, financial condition, liquidity, and capital investments. In addition, preventive measures we have voluntarily put in place as well as other measures enacted by governments may have a material adverse effect on our business for an indefinite period of time, such as the potential shut down of certain locations, decreased employee availability, potential border closures, disruptions to the businesses of our channel partners and other potential adverse effects. Our suppliers and customers may also face these and other challenges, which could lead to a disruption in our supply chain, as well as decreased customer demand for our products and services. These issues may also materially affect our future access to our sources of liquidity, particularly our cash flows from operations, financial condition, capitalization and capital investments. The long-term economic impact and near-term financial impacts of the COVID-19 pandemic cannot be reasonably estimated at this time due to the uncertainty of future developments.

 

ITEM 2.

UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

The following table summarizes common stock repurchased by the Company during the three months ended July 31, 2020:

 

 

 

 

 

 

 

 

 

 

 

Total Number of

 

 

Approximate

Dollar Value

 

 

 

 

 

 

 

 

 

 

 

Shares Purchased

 

 

of Shares that

 

 

 

Total Number

 

 

Average

 

 

as Part of Publicly

 

 

May Yet Be Purchased

 

 

 

of Shares

 

 

Price Paid

 

 

Announced Plans

 

 

Under the Plans

 

 

 

Purchased(1)

 

 

per Share

 

 

or Programs(2)

 

 

or Programs(2)

 

May 1, 2020 to May 31, 2020

 

 

 

 

 

 

 

 

 

 

$

447,703

 

June 1, 2020 to June 30, 2020

 

 

 

 

 

 

 

 

 

 

$

447,703

 

July 1, 2020 to July 31, 2020

 

 

 

 

 

 

 

 

 

 

$

447,703

 

Total

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1)

In December 2014, the board of directors authorized a $300,000 common share repurchase program. In August 2015, the board of directors authorized the repurchase of up to an additional $200,000 of the Company’s common shares. In August 2018, the board of directors authorized the repurchase of an additional $500,000 of the Company’s common shares. Approximately $447,703 of the total $1,000,000 authorized remained available for share repurchases at July 31, 2020. Uses for repurchased shares include the funding of benefit programs including stock options and restricted stock. Shares purchased are treated as treasury shares until used for such purposes. The repurchase program is being funded using cash from operations and proceeds from borrowings under our credit facilities.

Page 33


Nordson Corporation

 

ITEM 6.

EXHIBITS

 

 

 

 

31.1

 

Certification pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934 by the Chief Executive Officer, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

 

 

 

31.2

 

Certification pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934 by the Chief Financial Officer, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

 

 

 

32.1

 

Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.*

 

 

 

32.2

 

Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.*

 

 

 

101

 

The following financial information from Nordson Corporation’s Quarterly Report on Form 10-Q for the three months ended July 31, 2020, formatted in inline Extensible Business Reporting Language (iXBRL): (i) the Condensed Consolidated Statements of Income for the three and nine months ended July 31, 2020 and 2019, (ii) the Condensed Consolidated Statements of Comprehensive Income for the three and nine months ended July 31, 2020 and 2019, (iii) the Condensed Consolidated Balance Sheets at July 31, 2020 and October 31, 2019, (iv) the Condensed Consolidated Statements of Shareholders’ Equity for the three and nine months ended July 31, 2020 and 2019, (v) the Condensed Consolidated Statements of Cash Flows for the nine months ended July 31, 2020 and 2019, and (vi) the Notes to Condensed Consolidated Financial Statements.

 

 

 

104

 

The cover page from Nordson Corporation’s Quarterly Report on Form 10-Q for the quarter ended July 31, 2020, formatted in inline Extensible Business Reporting Language (iXBRL) (included in Exhibit 101).

 

*

Furnished herewith.

Page 34


Nordson Corporation

 

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 thereunto duly authorized.

 

Date:  September 4, 2020

 

Nordson Corporation

 

 

 

 

 

By: /s/ Joseph P. Kelley

 

 

Joseph P. Kelley

 

 

Executive Vice President, Chief Financial Officer

 

 

(Principal Financial Officer)

 

Page 35

ndsn-ex311_9.htm

 

Exhibit 31.1

CERTIFICATIONS

CERTIFICATION PURSUANT TO RULE 13a-14(a)/15d-14(a) OF THE SECURITIES EXCHANGE ACT OF 1934, AS
ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Sundaram Nagarajan, certify that:

 

1.

I have reviewed this quarterly report on Form 10-Q of Nordson Corporation;

 

2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

3.

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

 

4.

The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

 

a)

designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

b)

designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

c)

evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

 

d)

disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

 

5.

The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions):

 

a)

all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

 

b)

any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

 

Date: September 4, 2020

 

 

 

 

 

 

 

/s/ Sundaram Nagarajan

 

 

Sundaram Nagarajan

 

 

President and Chief Executive Officer

 

 

ndsn-ex312_7.htm

 

Exhibit 31.2

CERTIFICATION PURSUANT TO RULE 13a-14(a)/15d-14(a) OF THE SECURITIES EXCHANGE ACT OF 1934, AS
ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Joseph P. Kelley, certify that:

 

1.

I have reviewed this quarterly report on Form 10-Q of Nordson Corporation;

 

2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

3.

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

 

4.

The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

 

a)

designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

b)

designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

c)

evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

 

d)

disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

 

5.

The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions):

 

a)

all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

 

b)

any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

 

Date: September 4, 2020

 

 

 

 

 

 

 

/s/ Joseph P. Kelley

 

 

Joseph P. Kelley

 

 

Executive Vice President, Chief Financial Officer

 

 

ndsn-ex321_8.htm

 

Exhibit 32.1

Certification

Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

(Section 1350, Chapter 63 of Title 18, United States Code)

Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Section 1350, Chapter 63 of Title 18, United States Code), I, Sundaram Nagarajan, President and Chief Executive Officer of Nordson Corporation, an Ohio corporation (the “Company”), do hereby certify that:

1. The Quarterly Report on Form 10-Q for the quarter ended July 31, 2020 of the Company (the “Form 10-Q”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. Information contained in the Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of the Company.

 

Dated:  September 4, 2020

 

/s/ Sundaram Nagarajan

 

 

Sundaram Nagarajan

 

 

President and Chief Executive Officer

 

 

ndsn-ex322_6.htm

 

Exhibit 32.2

Certification

Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

(Section 1350, Chapter 63 of Title 18, United States Code)

Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Section 1350, Chapter 63 of Title 18, United States Code), I, Joseph P. Kelley, Executive Vice President, Chief Financial Officer of Nordson Corporation, an Ohio corporation (the “Company”), do hereby certify that:

1. The Quarterly Report on Form 10-Q for the quarter ended July 31, 2020 of the Company (the “Form 10-Q”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. Information contained in the Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of the Company.

 

Dated:  September 4, 2020

 

/s/ Joseph P. Kelley

 

 

Joseph P. Kelley

 

 

Executive Vice President, Chief Financial Officer

 

 

v3.20.2
Document and Entity Information - shares
9 Months Ended
Jul. 31, 2020
Aug. 25, 2020
Cover [Abstract]    
Document Type 10-Q  
Amendment Flag false  
Document Period End Date Jul. 31, 2020  
Document Fiscal Year Focus 2020  
Document Fiscal Period Focus Q3  
Trading Symbol NDSN  
Entity Registrant Name NORDSON CORPORATION  
Entity Central Index Key 0000072331  
Current Fiscal Year End Date --10-31  
Entity Filer Category Large Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Common Stock, Shares Outstanding   58,034,535
Entity Current Reporting Status Yes  
Entity Shell Company false  
Entity File Number 0-7977  
Entity Tax Identification Number 34-0590250  
Entity Address, Address Line One 28601 Clemens Road  
Entity Address, City or Town Westlake  
Entity Address, State or Province OH  
Entity Address, Postal Zip Code 44145  
City Area Code 440  
Local Phone Number 892-1580  
Entity Interactive Data Current Yes  
Title of 12(b) Security Common Shares, without par value  
Security Exchange Name NASDAQ  
Entity Incorporation, State or Country Code OH  
Document Quarterly Report true  
Document Transition Report false  
v3.20.2
Condensed Consolidated Statements of Income (UNAUDITED) - USD ($)
shares in Thousands, $ in Thousands
3 Months Ended 9 Months Ended
Jul. 31, 2020
Jul. 31, 2019
Jul. 31, 2020
Jul. 31, 2019
Income Statement [Abstract]        
Sales $ 538,181 $ 559,746 $ 1,562,575 $ 1,608,775
Operating costs and expenses:        
Cost of sales 257,373 257,123 728,975 735,647
Selling and administrative expenses 168,753 172,347 521,423 529,675
Total operating costs and expenses 426,126 429,470 1,250,398 1,265,322
Operating profit 112,055 130,276 312,177 343,453
Other income (expense):        
Interest expense (7,314) (11,500) (25,348) (36,238)
Interest and investment income 434 511 1,301 1,153
Other - net (9,668) 210 (12,943) (4,546)
Total other income (expense) (16,548) (10,779) (36,990) (39,631)
Income before income taxes 95,507 119,497 275,187 303,822
Income taxes 8,526 25,569 44,123 69,404
Net income $ 86,981 $ 93,928 $ 231,064 $ 234,418
Average common shares 57,693 57,395 57,679 57,463
Incremental common shares attributable to equity compensation 734 722 725 720
Average common shares and common share equivalents 58,427 58,117 58,404 58,183
Basic earnings per share $ 1.51 $ 1.64 $ 4.01 $ 4.08
Diluted earnings per share $ 1.49 $ 1.62 $ 3.96 $ 4.03
v3.20.2
Condensed Consolidated Statements of Comprehensive Income (UNAUDITED) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Jul. 31, 2020
Jul. 31, 2019
Jul. 31, 2020
Jul. 31, 2019
Statement Of Income And Comprehensive Income [Abstract]        
Net income $ 86,981 $ 93,928 $ 231,064 $ 234,418
Components of other comprehensive income (loss):        
Foreign currency translation adjustments 28,943 (7,172) 10,509 227
Amortization of prior service cost and net actuarial losses, net of tax 2,621 2,378 9,748 5,328
Total other comprehensive income (loss) 31,564 (4,794) 20,257 5,555
Total comprehensive income $ 118,545 $ 89,134 $ 251,321 $ 239,973
v3.20.2
Condensed Consolidated Balance Sheets (UNAUDITED) - USD ($)
$ in Thousands
Jul. 31, 2020
Oct. 31, 2019
Current assets:    
Cash and cash equivalents $ 221,783 $ 151,164
Receivables - net 498,283 530,765
Inventories - net 310,557 283,399
Prepaid expenses and other current assets 50,075 45,867
Total current assets 1,080,698 1,011,195
Property, plant and equipment - net 414,982 398,895
Operating right of use lease assets 132,062  
Goodwill 1,701,914 1,614,739
Intangible assets - net 435,817 445,575
Deferred income taxes 11,674 11,261
Other assets 42,811 34,782
Total assets 3,819,958 3,516,447
Current liabilities:    
Accounts payable 71,355 85,139
Income taxes payable 635 15,601
Accrued liabilities 161,044 161,655
Customer advanced payments 45,713 41,131
Current maturities of long-term debt 43,598 168,738
Operating lease liability - current 18,636  
Finance lease liability - current 6,237 5,362
Total current liabilities 347,218 477,626
Long-term debt 1,221,082 1,075,404
Operating lease liability - noncurrent 117,609  
Finance lease liability - noncurrent 10,969 9,513
Deferred income taxes 85,363 83,564
Pension obligations 132,769 158,506
Postretirement obligations 87,448 86,368
Other long-term liabilities 47,588 44,421
Shareholders' equity:    
Common shares 12,253 12,253
Capital in excess of stated value 526,923 483,116
Retained earnings 2,912,848 2,747,650
Accumulated other comprehensive loss (211,624) (231,881)
Common shares in treasury, at cost (1,470,488) (1,430,093)
Total shareholders' equity 1,769,912 1,581,045
Total liabilities and shareholders' equity $ 3,819,958 $ 3,516,447
v3.20.2
Condensed Consolidated Statements of Shareholders' Equity (UNAUDITED) - USD ($)
$ in Thousands
Total
Common Shares [Member]
Additional Paid-in Capital [Member]
Retained Earnings [Member]
Accumulated Other Comprehensive Income (Loss) [Member]
Common Shares in Treasury, At Cost [Member]
Balance at Oct. 31, 2018 $ 1,450,741 $ 12,253 $ 446,555 $ 2,488,375 $ (179,314) $ (1,317,128)
Shares issued under company stock and employee benefit plans 3,607   1,016     2,591
Stock-based compensation 4,359   4,359      
Purchase of treasury shares, value (107,667)         (107,667)
Dividends declared (20,210)     (20,210)    
Net income 48,567     48,567    
Impact of adoption of ASU | ASU 2014-09 [Member] 4,329     4,329    
Other Comprehensive Income (Loss):            
Foreign currency translation adjustments 16,463       16,463  
Defined benefit pension and post-retirement plans adjustment 1,352       1,352  
Balance at Jan. 31, 2019 1,401,541 12,253 451,930 2,521,061 (161,499) (1,422,204)
Balance at Oct. 31, 2018 1,450,741 12,253 446,555 2,488,375 (179,314) (1,317,128)
Net income 234,418          
Other Comprehensive Income (Loss):            
Foreign currency translation adjustments 227          
Balance at Jul. 31, 2019 1,546,888 12,253 470,951 2,666,797 (173,759) (1,429,354)
Balance at Jan. 31, 2019 1,401,541 12,253 451,930 2,521,061 (161,499) (1,422,204)
Shares issued under company stock and employee benefit plans 10,847   8,116     2,731
Stock-based compensation 4,869   4,869      
Purchase of treasury shares, value (10,422)         (10,422)
Dividends declared (20,029)     (20,029)    
Net income 91,923     91,923    
Other Comprehensive Income (Loss):            
Foreign currency translation adjustments (9,064)       (9,064)  
Defined benefit pension and post-retirement plans adjustment 1,598       1,598  
Balance at Apr. 30, 2019 1,471,263 12,253 464,915 2,592,955 (168,965) (1,429,895)
Shares issued under company stock and employee benefit plans 2,821   2,245     576
Stock-based compensation 3,791   3,791      
Purchase of treasury shares, value (35)         (35)
Dividends declared (20,086)     (20,086)    
Net income 93,928     93,928    
Other Comprehensive Income (Loss):            
Foreign currency translation adjustments (7,172)       (7,172)  
Defined benefit pension and post-retirement plans adjustment 2,378       2,378  
Balance at Jul. 31, 2019 1,546,888 12,253 470,951 2,666,797 (173,759) (1,429,354)
Balance at Oct. 31, 2019 1,581,045 12,253 483,116 2,747,650 (231,881) (1,430,093)
Shares issued under company stock and employee benefit plans 16,379   12,330     4,049
Stock-based compensation 6,105   6,105      
Purchase of treasury shares, value (4,311)         (4,311)
Dividends declared (21,915)     (21,915)    
Net income 52,004     52,004    
Impact of adoption of ASU | ASU 2016-02 [Member] (1,055)     (1,055)    
Other Comprehensive Income (Loss):            
Foreign currency translation adjustments 2,793       2,793  
Defined benefit pension and post-retirement plans adjustment 3,229       3,229  
Balance at Jan. 31, 2020 1,634,274 12,253 501,551 2,776,684 (225,859) (1,430,355)
Balance at Oct. 31, 2019 1,581,045 12,253 483,116 2,747,650 (231,881) (1,430,093)
Net income 231,064          
Other Comprehensive Income (Loss):            
Foreign currency translation adjustments 10,509          
Balance at Jul. 31, 2020 1,769,912 12,253 526,923 2,912,848 (211,624) (1,470,488)
Balance at Jan. 31, 2020 1,634,274 12,253 501,551 2,776,684 (225,859) (1,430,355)
Shares issued under company stock and employee benefit plans 2,168   2,362     (194)
Stock-based compensation (72)   (72)      
Purchase of treasury shares, value (37,619)         (37,619)
Dividends declared (21,963)     (21,963)    
Net income 92,079     92,079    
Impact of adoption of ASU | ASU 2016-02 [Member] 956     956    
Other Comprehensive Income (Loss):            
Foreign currency translation adjustments (21,227)       (21,227)  
Defined benefit pension and post-retirement plans adjustment 3,898       3,898  
Balance at Apr. 30, 2020 1,652,494 12,253 503,841 2,847,756 (243,188) (1,468,168)
Shares issued under company stock and employee benefit plans 27,757   20,110     7,647
Stock-based compensation 2,972   2,972      
Purchase of treasury shares, value (9,967)         (9,967)
Dividends declared (21,859)     (21,859)    
Net income 86,981     86,981    
Impact of adoption of ASU | ASU 2016-02 [Member] (30)     (30)    
Other Comprehensive Income (Loss):            
Foreign currency translation adjustments 28,943       28,943  
Defined benefit pension and post-retirement plans adjustment 2,621       2,621  
Balance at Jul. 31, 2020 $ 1,769,912 $ 12,253 $ 526,923 $ 2,912,848 $ (211,624) $ (1,470,488)
v3.20.2
Condensed Consolidated Statements of Shareholders' Equity (UNAUDITED) (Parenthetical) - $ / shares
shares in Thousands
3 Months Ended
Jul. 31, 2020
Apr. 30, 2020
Jan. 31, 2020
Jul. 31, 2019
Apr. 30, 2019
Jan. 31, 2019
Statement Of Stockholders Equity [Abstract]            
Purchase of treasury shares, shares 53,735 300,894 26,223 261 78,957 901,545
Dividends declared per share $ 0.38 $ 0.38 $ 0.38 $ 0.35 $ 0.35 $ 0.35
v3.20.2
Condensed Consolidated Statements of Cash Flows (UNAUDITED) - USD ($)
$ in Thousands
9 Months Ended
Jul. 31, 2020
Jul. 31, 2019
Cash flows from operating activities:    
Net income $ 231,064 $ 234,418
Depreciation and amortization 84,164 83,331
Non-cash stock compensation 9,005 13,019
Deferred income taxes (6,402) (1,828)
Other non-cash expense 5,874 2,455
Loss on sale of property, plant and equipment 274 1,053
Changes in operating assets and liabilities (14,021) (96,017)
Net cash provided by operating activities 309,958 236,431
Cash flows from investing activities:    
Additions to property, plant and equipment (36,096) (46,002)
Proceeds from sale of property, plant and equipment 164 1,037
Equity investments (2,000) (844)
Acquisition of businesses, net of cash acquired (125,260) (12,110)
Net cash used in investing activities (163,192) (57,919)
Cash flows from financing activities:    
Proceeds from long-term debt 165,734 184,892
Repayment of long-term debt (163,994) (148,883)
Repayment of finance lease obligations (5,814) (4,442)
Issuance of common shares 46,304 17,275
Purchase of treasury shares (51,897) (118,124)
Dividends paid (65,737) (60,325)
Net cash used in financing activities (75,404) (129,607)
Effect of exchange rate changes on cash (743) 3,262
Increase in cash and cash equivalents 70,619 52,167
Cash and cash equivalents:    
Beginning of year 151,164 95,678
End of period $ 221,783 $ 147,845
v3.20.2
Significant Accounting Policies
9 Months Ended
Jul. 31, 2020
Accounting Policies [Abstract]  
Significant Accounting Policies

1.

Significant accounting policies

Basis of presentation.  The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X.  Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements.  In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included.  Operating results for the three and nine months ended July 31, 2020 are not necessarily indicative of the results that may be expected for the full year.  For further information, refer to the consolidated financial statements and footnotes included in our Annual Report on Form 10-K for the year ended October 31, 2019. Certain reclassifications have been made to the prior year financial statements to conform to current year classifications, which included the reclassification of amounts as a result of the realignment of our operating segments. Refer to Note 11 for details on our operating segments.

Basis of consolidation.  The consolidated financial statements include the accounts of Nordson Corporation and its majority-owned and controlled subsidiaries.  Investments in affiliates and joint ventures in which our ownership is 50% or less or in which we do not have control but have the ability to exercise significant influence, are accounted for under the equity method.  All significant intercompany accounts and transactions have been eliminated in consolidation.  

Use of estimates.  The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements.  Actual amounts could differ from these estimates.

Revenue recognition. A contract exists when it has approval and commitment from both parties, the rights of the parties are identified, payment terms are identified, the contract has commercial substance and collectability of the consideration is probable.  Revenue is recognized when performance obligations under the terms of the contract with a customer are satisfied.  Generally, our revenue results from short-term, fixed-price contracts and primarily is recognized as of a point in time when the product is shipped or at a later point when the control of the product transfers to the customer. Revenue for undelivered items is deferred and included within Accrued liabilities in our Consolidated Balance Sheets. Revenues deferred as of July 31, 2020 and 2019 were not material.

However, for certain contracts related to the sale of customer-specific products within our Advanced Technology Solutions segment, revenue for these contracts is recognized over time as we satisfy performance obligations because of the continuous transfer of control to the customer. The continuous transfer of control to the customer occurs as we enhance assets that are customer controlled and we are contractually entitled to payment for work performed to date plus a reasonable margin.  

As control transfers over time for these products or services, revenue is recognized based on progress toward completion of the performance obligations.  The selection method to measure progress towards completion requires judgment and is based on the nature of the products or services to be provided.  We have elected to use the input method – costs incurred for these contracts because it best depicts the transfer of products or services to the customer based on incurring costs on the contract.  Under this method, revenues are recorded proportionally as costs are incurred.  Contract assets recognized are recorded in Prepaid expenses and other current assets and contract liabilities are recorded in Accrued liabilities in our Consolidated Balance Sheets and were not material at July 31, 2020 and October 31, 2019.  Revenue recognized over time is not material to our overall Consolidated Financial Statements.

Revenue is measured as the amount of consideration we expect to receive in exchange for transferring products or services.  Sales, value add, and other taxes we collect concurrently with revenue-producing activities are excluded from revenue.  As a practical expedient, we may exclude the assessment of whether goods or services are performance obligations, if they are immaterial in the context of the contract, and combine these with other performance obligations.  While payment terms and conditions vary by contract type, we have determined that our contracts generally do not include a significant financing component.  We have elected to apply the practical expedient to treat all shipping and handling costs as fulfillment costs as a significant portion of these costs are incurred prior to transfer of control to the customer.  We have also elected to apply the practical expedient to expense sales commissions as they are incurred as the amortization period resulting from capitalizing the costs is one year or less. These costs are recorded within Selling and administrative expenses in our Consolidated Statements of Income.

We offer assurance type warranties on our products as well as separately sold warranty contracts.  Revenue related to warranty contracts that are sold separately is recognized over the life of the warranty term.

 

Certain arrangements may include installation, installation supervision, training, and spare parts, which tend to be completed in a short period of time, at an insignificant cost, and utilizing skills not unique to us, and, therefore, are typically regarded as inconsequential or not material.

We disclose disaggregated revenues by operating segment and geography in accordance with the revenue standard and on the same basis used internally by the chief operating decision maker for evaluating performance of operating segments and for allocating resources.  Refer to Note 11 for details on our operating segments.

Earnings per share.  Basic earnings per share are computed based on the weighted-average number of common shares outstanding during each year, while diluted earnings per share are based on the weighted-average number of common shares and common share equivalents outstanding.  Common share equivalents consist of shares issuable upon exercise of stock options computed using the treasury stock method, as well as restricted shares and deferred stock-based compensation.  Options with an exercise price higher than the average market price are excluded from the calculation of diluted earnings per share because the effect would be anti-dilutive. Options excluded from the calculation of diluted earnings per share for the three months ended July 31, 2020 were 210. No options were excluded from the calculation of diluted earnings per share for the three months ended July 31, 2019. Options excluded from the calculation of diluted earnings per share for the nine months ended July 31, 2020 and 2019 were 127 and 235, respectively. 

v3.20.2
Recently Issued Accounting Standards
9 Months Ended
Jul. 31, 2020
Accounting Changes And Error Corrections [Abstract]  
Recently Issued Accounting Standards

2.

Recently issued accounting standards

New accounting guidance adopted:

On November 1, 2019, we adopted Accounting Standards Update (ASU) 2016-02, Accounting Standards Codification (ASC) 842, “Leases.” This standard requires a lessee to recognize on the balance sheet the assets and liabilities for the rights and obligations created by those leases with a lease term of more than 12 months. We elected to use the transition option, which allows entities to initially apply the new standard at the adoption date and recognize a cumulative effect adjustment to the opening balance of retained earnings in the period of adoption without restating prior periods. We elected the practical expedient package related to the identification of leases in contracts, lease classification, and accounting for initial direct costs whereby prior conclusions do not have to be reassessed for leases that commenced before the effective date. As we have not reassessed such conclusions, we did not adopt the practical expedient to use hindsight to determine the likelihood of whether a lease will be extended or terminated, to separate non-lease components within our lease portfolios, or to determine whether a purchase option will be exercised.  There was not a material cumulative-effect adjustment to our beginning retained earnings for the adoption of this standard.  Upon adoption, we recognized operating right-of-use assets and lease liabilities in our Consolidated Balance Sheet of $130,583 and $134,853 as of November 1, 2019, respectively, and operating right-of-use assets and lease liabilities were $132,062 and $136,245 as of July 31, 2020, respectively.  Adoption of the new standard did not have a material impact on our Consolidated Statements of Income and Cash Flows.  Refer to Note 14 for further discussion of leases.      

New accounting guidance issued and not yet adopted:

 

In June 2016, the Financial Accounting Standards Board (FASB) issued ASU 2016-13, “Financial Instruments – Credit Losses (Topic 326),” which changes the impairment model for most financial instruments. Current guidance requires the recognition of credit losses based on an incurred loss impairment methodology that reflects losses once the losses are probable.  We will be required to use a current expected credit loss model that will immediately recognize an estimate of credit losses that are expected to occur over the life of the financial instruments that are in the scope of this update, including trade receivables.  The standard does not prescribe a specific method to make an estimate so the application will require judgment and should consider historical information, current information, and reasonable and supportable forecasts, and includes estimates of prepayment.  This guidance will become effective for us on November 1, 2020.  We are advancing in the implementation process as we are gathering and evaluating historical data to determine our policy and are reviewing our business processes and controls to support the recognition and disclosure under the new standard, and are currently assessing the impact this standard will have on our Consolidated Financial Statements.

 

In August 2018, the FASB issued ASU 2018-13, “Fair Value Measurement (Topic 820),” a new standard which removes, modifies, and adds certain disclosure requirements on fair value measurements.  The guidance removes disclosure requirements pertaining to the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy, the policy for timing of transfers between levels, and the valuation processes for Level 3 fair value measurements. For investments in certain entities that calculate net asset value, an entity is required to disclose the timing of liquidation of an investee’s assets and the date when restrictions from redemption might lapse only if the investee has communicated the timing to the entity or announced the timing publicly.  In addition, the amendment clarifies that the measurement uncertainty disclosure is to communicate

information about the uncertainty in measurement as of the reporting date. The guidance adds disclosure requirements for changes in unrealized gains and losses for the period included in other comprehensive income for recurring Level 3 fair value measurements held at the end of the reporting period as well as the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements.  It will be effective for us beginning November 1, 2020.  Early adoption is permitted.  We currently do not expect this standard will have a material impact on our Consolidated Financial Statements.

 

In August 2018, the FASB issued ASU 2018-15, “Intangibles – Goodwill and Other Internal-Use Software (Subtopic 350-40),” a new standard which makes a number of changes meant to help entities evaluate the accounting for fees paid by a customer in a cloud computing arrangement (hosting arrangement), by providing guidance in determining when the arrangement includes a software license. It will be effective for us beginning November 1, 2020.  Early adoption is permitted. We are currently evaluating our arrangements to determine policy and transition approach with efforts focused on business processes and controls to support the new standard.

 

In August 2018, the FASB issued ASU 2018-14, “Compensation – Retirement Benefits – Defined Benefit Plans – General (Subtopic 715-20),” a new standard which addresses defined benefit plans.  The amendments modify the following disclosure requirements for employers that sponsor defined benefit pension or other postretirement plans: the amounts in accumulated other comprehensive income expected to be recognized as components of net periodic benefit cost over the next fiscal year, amount and timing of plan assets expected to be returned to the employer, related party disclosure about the amount of future annual benefits covered by insurance and annuity contracts and significant transactions between the employer or related parties and the plan, and the effects of a one-percentage point change in assumed health care cost trend rates on the (a) aggregate of the service and interest cost components of net periodic benefit costs and (b) benefit obligations for postretirement health care benefits.  A disclosure requirement was added for the explanation of the reasons for significant gains and losses related to changes in the benefit obligation for the period.  Additionally, the standard clarifies disclosure requirements surrounding the projected benefit obligation (PBO) and fair value of plan assets for plans with PBOs in excess of plan assets and the accumulated benefit obligation (ABO) and fair value of plan assets for plans with ABOs in excess of plan assets.  It will be effective for us beginning November 1, 2021.  Early adoption is permitted.  We are currently assessing the impact this standard will have on our Consolidated Financial Statements.

 

In December 2019, the FASB issued ASU 2019-12, “Income Taxes (ASC 740) – Simplifying the Accounting for Income Taxes,” which simplifies the accounting for income taxes by removing certain exceptions to the general principles in ASC 740.  The amendments also improve consistent application of and simplify U.S. GAAP for other areas of ASC 740 by clarifying and amending existing guidance.  It will be effective for us beginning November 1, 2021.  Early adoption is permitted, including adoption in any interim period for which financial statements have not yet been issued.  Depending on the amendment, adoption may be applied on the retrospective, modified retrospective or prospective basis.  We are currently assessing the impact of this standard on our Consolidated Financial Statements.

v3.20.2
Acquisitions
9 Months Ended
Jul. 31, 2020
Business Combinations [Abstract]  
Acquisitions

3.

Acquisitions

Business acquisitions have been accounted for using the acquisition method, with the acquired assets and liabilities recorded at estimated fair value on the dates of acquisition. The cost in excess of the net assets of the business acquired is included in goodwill. Operating results since the respective dates of acquisitions are included in the Consolidated Statements of Income.

 

2020 acquisition

 

On June 1, 2020, we acquired 100% of the outstanding shares of Fluortek, Inc., a precision plastic extrusion manufacturer that provides custom dimensioned tubing to the medical device industry. We acquired Fluortek for an aggregate purchase price of $125,260, net of cash and other closing adjustments of approximately $515, utilizing cash on hand. Based on the fair value of the assets acquired and the liabilities assumed, property, plant and equipment and working capital – net of $19,843, goodwill of $76,047 and identifiable intangible assets of $29,370 were recorded. The identifiable intangible assets consist primarily of $19,700 of customer relationships (amortized over 12 years), $7,400 of technology (amortized over 10 years), $1,500 of tradenames (amortized over 10 years), and $770 of non-compete agreements (amortized over 5 years). Goodwill associated with this acquisition is tax deductible. This acquisition is being reported in our Advanced Technology Solutions segment and the results for Fluortek are not material to the company’s consolidated financial statements. As of July 31, 2020, the purchase price allocations remain preliminary as we complete our assessments of intangible assets and income taxes.

2019 acquisition

On July 1, 2019, we purchased certain assets of Optical Control GmbH & Co. KG (“Optical”), a Nuremberg, Germany designer and developer of high speed, fully automatic counting systems utilizing x-ray technology. This transaction was not material to our Consolidated Financial Statements. We recorded the acquisition of Optical based on the fair value of the assets acquired and the liabilities assumed. Goodwill associated with this acquisition is tax deductible. This acquisition is being reported in our Advanced Technology Solutions segment.

v3.20.2
Inventories
9 Months Ended
Jul. 31, 2020
Inventory Disclosure [Abstract]  
Inventories

4.

Inventories

At July 31, 2020 and October 31, 2019, inventories consisted of the following:

 

 

 

July 31, 2020

 

 

October 31, 2019

 

Finished goods

 

$

196,611

 

 

$

183,973

 

Raw materials and component parts

 

 

107,145

 

 

 

102,044

 

Work-in-process

 

 

54,123

 

 

 

42,904

 

 

 

 

357,879

 

 

 

328,921

 

Obsolescence and other reserves

 

 

(41,570

)

 

 

(39,377

)

LIFO reserve

 

 

(5,752

)

 

 

(6,145

)

 

 

$

310,557

 

 

$

283,399

 

v3.20.2
Goodwill and Other Intangible Assets
9 Months Ended
Jul. 31, 2020
Goodwill And Intangible Assets Disclosure [Abstract]  
Goodwill and Other Intangible Assets

5.

Goodwill and other intangible assets  

Changes in the carrying amount of goodwill for the nine months ended July 31, 2020 by operating segment are as follows:

 

 

 

Industrial

Precision

Solutions

 

 

Advanced

Technology

Solutions

 

 

Total

 

Balance at October 31, 2019

 

$

411,461

 

 

$

1,203,278

 

 

$

1,614,739

 

Acquisitions

 

 

 

 

 

76,047

 

 

 

76,047

 

Currency effect

 

 

6,088

 

 

 

5,040

 

 

 

11,128

 

Balance at July 31, 2020

 

$

417,549

 

 

$

1,284,365

 

 

$

1,701,914

 

 

As part of our change in operating segments as described in Note 11, we considered whether the reporting units used for purposes of assessing impairment of goodwill should be changed and concluded that no changes were necessary.   

Information regarding our intangible assets subject to amortization is as follows:

 

 

 

July 31, 2020

 

 

 

Carrying Amount

 

 

Accumulated

Amortization

 

 

Net Book Value

 

Customer relationships

 

$

503,804

 

 

$

203,589

 

 

$

300,215

 

Patent/technology costs

 

 

163,550

 

 

 

81,590

 

 

 

81,960

 

Trade name

 

 

98,691

 

 

 

46,553

 

 

 

52,138

 

Non-compete agreements

 

 

12,472

 

 

 

10,972

 

 

 

1,500

 

Other

 

 

1,401

 

 

 

1,397

 

 

 

4

 

Total

 

$

779,918

 

 

$

344,101

 

 

$

435,817

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

October 31, 2019

 

 

 

Carrying Amount

 

 

Accumulated

Amortization

 

 

Net Book Value

 

Customer relationships

 

$

480,007

 

 

$

173,996

 

 

$

306,011

 

Patent/technology costs

 

 

154,735

 

 

 

71,663

 

 

 

83,072

 

Trade name

 

 

96,655

 

 

 

41,303

 

 

 

55,352

 

Non-compete agreements

 

 

11,540

 

 

 

10,406

 

 

 

1,134

 

Other

 

 

1,400

 

 

 

1,394

 

 

 

6

 

Total

 

$

744,337

 

 

$

298,762

 

 

$

445,575

 

 

Amortization expense for the three months ended July 31, 2020 and 2019 was $16,577 and $13,903, respectively. Amortization expense for the nine months ended July 31, 2020 and 2019 was $47,410 and $41,665, respectively. Refer to Note 3 for an explanation of the change in goodwill and intangible assets due to the Fluortek acquisition.  

v3.20.2
Pension and Other Postretirement Plans
9 Months Ended
Jul. 31, 2020
Compensation And Retirement Disclosure [Abstract]  
Pension and Other Postretirement Plans

6.

Pension and other postretirement plans  

The components of net periodic pension cost for the three and nine months ended July 31, 2020 and 2019 were:

 

 

 

U.S.

 

 

International

 

Three Months Ended

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Service cost

 

$

5,146

 

 

$

3,740

 

 

$

519

 

 

$

484

 

Interest cost

 

 

3,970

 

 

 

4,736

 

 

 

256

 

 

 

416

 

Expected return on plan assets

 

 

(6,165

)

 

 

(5,908

)

 

 

(313

)

 

 

(397

)

Amortization of prior service credit

 

 

(21

)

 

 

(16

)

 

 

(72

)

 

 

(76

)

Amortization of net actuarial loss

 

 

3,510

 

 

 

1,938

 

 

 

739

 

 

 

424

 

Settlement loss

 

 

2,508

 

 

 

 

 

 

 

 

 

 

Total benefit cost

 

$

8,948

 

 

$

4,490

 

 

$

1,129

 

 

$

851

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S.

 

 

International

 

Nine Months Ended

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Service cost

 

$

15,439

 

 

$

10,895

 

 

$

1,550

 

 

$

1,454

 

Interest cost

 

 

11,913

 

 

 

13,726

 

 

 

769

 

 

 

1,262

 

Expected return on plan assets

 

 

(18,499

)

 

 

(17,506

)

 

 

(948

)

 

 

(1,204

)

Amortization of prior service credit

 

 

(63

)

 

 

(46

)

 

 

(214

)

 

 

(228

)

Amortization of net actuarial loss

 

 

10,529

 

 

 

5,026

 

 

 

2,201

 

 

 

1,280

 

Settlement loss

 

 

2,508

 

 

 

 

 

 

 

 

 

 

Total benefit cost

 

$

21,827

 

 

$

12,095

 

 

$

3,358

 

 

$

2,564

 

 

During the third quarter of 2020, we recognized a settlement loss of $2,508 as a result of a lump sum distribution from our supplemental executive retirement plan.

 

The components of other postretirement benefit cost for the three and nine months ended July 31, 2020 and 2019 were:

 

 

 

U.S.

 

 

International

 

Three Months Ended

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Service cost

 

$

187

 

 

$

70

 

 

$

4

 

 

$

3

 

Interest cost

 

 

657

 

 

 

698

 

 

 

3

 

 

 

3

 

Amortization of prior service credit

 

 

(5

)

 

 

(6

)

 

 

 

 

 

 

Amortization of net actuarial (gain) loss

 

 

380

 

 

 

162

 

 

 

(9

)

 

 

(5

)

Total benefit cost

 

$

1,219

 

 

$

924

 

 

$

(2

)

 

$

1

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S.

 

 

International

 

Nine Months Ended

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Service cost

 

$

520

 

 

$

401

 

 

$

11

 

 

$

13

 

Interest cost

 

 

1,830

 

 

 

2,195

 

 

 

10

 

 

 

15

 

Amortization of prior service credit

 

 

(13

)

 

 

(20

)

 

 

 

 

 

 

Amortization of net actuarial (gain) loss

 

 

1,057

 

 

 

467

 

 

 

(27

)

 

 

(22

)

Total benefit cost

 

$

3,394

 

 

$

3,043

 

 

$

(6

)

 

$

6

 

 

The components of net periodic pension cost other than service cost are included in Other – net in our Consolidated Statements of Income.

v3.20.2
Income Taxes
9 Months Ended
Jul. 31, 2020
Income Tax Disclosure [Abstract]  
Income Taxes

7.

Income taxes

We record our interim provision for income taxes based on our estimated annual effective tax rate, as well as certain items discrete to the current period. The effective tax rate for the three and nine months ended July 31, 2020 was 8.9% and 16.0%, respectively.   The effective tax rate for the three and nine months ended July 31, 2019 was 21.4% and 22.8%, respectively. The effective tax rate for the three and nine months ended July 31, 2020 was lower than the comparable prior year periods primarily due to excess tax benefits associated with share-based payment transactions.

Due to our share-based payment transactions our income tax provision included a discrete tax benefit of $11,373 and $14,048 for the three and nine months ended July 31, 2020, respectively. Our income tax provision included a similar discrete tax benefit of $210 and $3,227 for the three and nine months ended July 31, 2019, respectively.

During the nine months ended July 31, 2019, a discrete tax expense of $4,866 was recorded to update the provisional amounts recognized in 2018 due to changes in interpretations and assumptions and the finalization of estimates related to the U.S. Tax Cuts and Jobs Act.

During the three months ended July 31, 2020 and July 31, 2019, we recorded a favorable adjustment to unrecognized tax benefits of $443 and $858, respectively. In addition, during the three months ended July 31, 2020 there was an increase of $5,664 in unrecognized tax benefits and, if recognized, the gross unrecognized tax benefits would be offset against assets currently recorded in the Consolidated Balance Sheet.    

 

 

v3.20.2
Accumulated Other Comprehensive Loss
9 Months Ended
Jul. 31, 2020
Equity [Abstract]  
Accumulated Other Comprehensive Loss

8.

Accumulated other comprehensive loss

The components of accumulated other comprehensive loss, including adjustments for items that are reclassified from accumulated other comprehensive loss to net income, are shown below.

 

 

 

Cumulative

 

 

Pension and

 

 

Accumulated

 

 

 

translation

 

 

postretirement benefit

 

 

other comprehensive

 

 

 

adjustments

 

 

plan adjustments

 

 

loss

 

Balance at October 31, 2019

 

$

(53,332

)

 

$

(178,549

)

 

$

(231,881

)

Amortization of prior service costs and net

   actuarial losses, net of tax of $(3,026)

 

 

 

 

 

9,748

 

 

 

9,748

 

Foreign currency translation adjustments

 

 

10,509

 

 

 

 

 

 

10,509

 

Balance at July 31, 2020

 

$

(42,823

)

 

$

(168,801

)

 

$

(211,624

)

 

v3.20.2
Stock-Based Compensation
9 Months Ended
Jul. 31, 2020
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]  
Stock-Based Compensation

9.

Stock-based compensation

During the 2018 Annual Meeting of Shareholders, our shareholders approved the Amended and Restated 2012 Stock Incentive and Award Plan (the “2012 Plan”). The 2012 Plan provides for the granting of stock options, stock appreciation rights, restricted shares, restricted share units, performance shares, cash awards and other stock or performance-based incentives. A maximum of 4,525 common shares were originally available for grant under the 2012 Plan.

Stock Options

Nonqualified or incentive stock options may be granted to our employees and directors.  Generally, options granted to employees may be exercised beginning one year from the date of grant at a rate not exceeding 25 percent per year and expire 10 years from the date of grant.  Vesting accelerates upon a qualified termination in connection with a change in control. In the event of termination of employment due to early retirement or normal retirement at age 65, options granted within 12 months prior to termination are forfeited, and vesting continues post retirement for all other unvested options granted.  In the event of disability or death, all unvested stock options granted within 12 months prior to termination (or at any time prior to December 28, 2017) fully vest.  Termination for any other reason results in forfeiture of unvested options and vested options in certain circumstances.  The amortized cost of options is accelerated if the retirement eligibility date occurs before the normal vesting date.  Option exercises are satisfied through the issuance of treasury shares on a first-in, first-out basis.  We recognized compensation expense related to stock options of $2,385 and $2,525 in the three months ended July 31, 2020 and 2019, respectively. Corresponding amounts for the nine months ended July 31, 2020 and 2019 were $7,648 and $7,583, respectively.

The following table summarizes activity related to stock options for the nine months ended July 31, 2020:

 

 

 

Number of

Options

 

 

Weighted-

Average

Exercise Price Per

Share

 

 

Aggregate

Intrinsic Value

 

 

Weighted

Average

Remaining

Term

Outstanding at October 31, 2019

 

 

1,787

 

 

$

97.74

 

 

 

 

 

 

 

Granted

 

 

391

 

 

 

166.38

 

 

 

 

 

 

 

Exercised

 

 

(587

)

 

 

78.87

 

 

 

 

 

 

 

Forfeited or expired

 

 

(39

)

 

 

144.70

 

 

 

 

 

 

 

Outstanding at July 31, 2020

 

 

1,552

 

 

$

121.00

 

 

$

112,752

 

 

7.2 years

Expected to vest

 

 

853

 

 

$

141.34

 

 

$

44,597

 

 

8.4 years

Exercisable at July 31, 2020

 

 

689

 

 

$

95.33

 

 

$

67,769

 

 

5.7 years

 

As of July 31, 2020, there was $13,963 of total unrecognized compensation cost related to unvested stock options.  That cost is expected to be amortized over a weighted average period of approximately 1.7 years.

The fair value of each option grant was estimated at the date of grant using the Black-Scholes option-pricing model with the following assumptions:

 

Nine months ended

 

July 31, 2020

 

July 31, 2019

Expected volatility

 

24.5%-30.5%

 

24.1%-24.5%

Expected dividend yield

 

0.87%-1.16%

 

1.04%

Risk-free interest rate

 

0.44%-1.69%

 

2.84%-2.95%

Expected life of the option (in years)

 

5.3-6.3

 

5.3-6.2

 

The weighted-average expected volatility used to value the 2020 and 2019 options was 25.4% and 24.3%, respectively.

Historical information was the primary basis for the selection of the expected volatility, expected dividend yield and the expected lives of the options.  The risk-free interest rate was selected based upon yields of U.S. Treasury issues with a term equal to the expected life of the option being valued.

The weighted average grant date fair value of stock options granted during the nine months ended July 31, 2020 and 2019 was $38.57 and $31.74, respectively.

The total intrinsic value of options exercised during the three months ended July 31, 2020 and 2019 was $39,811 and $2,449, respectively. The total intrinsic value of options exercised during the nine months ended July 31, 2020 and 2019 was $58,758 and $21,770, respectively.   

Cash received from the exercise of stock options for the nine months ended July 31, 2020 and 2019 was $46,304 and $17,275, respectively.

Restricted Shares and Restricted Share Units

We may grant restricted shares and/or restricted share units to our employees and directors.  These shares or units may not be transferred for a designated period of time (generally one to three years) defined at the date of grant.  

For employee recipients, in the event of termination of employment due to early retirement with the consent of the Company, restricted shares granted within 12 months prior to termination are forfeited, and other restricted shares vest on a pro-rata basis.  In the event of termination of employment due to normal retirement at age 65, restricted shares granted within 12 months prior to termination are forfeited, and, for other restricted shares, the restriction period will lapse and the shares will vest and be transferable. For restricted shares granted within 12 months prior to termination (or at any time prior to December 28, 2017), the restrictions lapse in the event of a recipient’s disability or death.  Termination for any other reason prior to the lapse of any restrictions results in forfeiture of the shares.

For non-employee directors, all restrictions lapse in the event of disability or death of the non-employee director.  Termination of service as a director for any other reason within one year of date of grant results in a pro-rata vesting of shares or units.

As shares or units are issued, deferred stock-based compensation equivalent to the fair value on the date of grant is expensed over the vesting period.  

The following table summarizes activity related to restricted shares during the nine months ended July 31, 2020:

 

 

 

Number of Shares

 

 

Weighted-Average

Grant Date Fair

Value

 

Restricted shares at October 31, 2019

 

 

66

 

 

$

126.83

 

Granted

 

 

25

 

 

 

169.62

 

Forfeited

 

 

(6

)

 

 

131.06

 

Vested

 

 

(26

)

 

 

120.23

 

Restricted shares at July 31, 2020

 

 

59

 

 

$

147.17

 

 

As of July 31, 2020, there was $5,053 of unrecognized compensation cost related to restricted shares. The cost is expected to be amortized over a weighted average period of 2.0 years.  The amount charged to expense related to restricted shares during the three months ended July 31, 2020 and 2019 was $734 and $898, respectively. These amounts included common share dividends for the three months ended July 31, 2020 and 2019 of $21 and $22, respectively. For the nine months ended July 31, 2020 and 2019, the amounts charged to expense related to restricted shares were $2,995 and $2,762, respectively. These amounts included common share dividends for the nine months ended July 31, 2020 and 2019 of $64 and $58, respectively.        

 

The following table summarizes activity related to restricted share units during the nine months ended July 31, 2020:

 

 

 

Number of Units

 

 

Weighted-Average

Grant Date Fair

Value

 

Restricted share units at October 31, 2019

 

 

 

 

$

 

Granted

 

 

7

 

 

 

160.68

 

Restricted share units at July 31, 2020

 

 

7

 

 

$

160.68

 

 

As of July 31, 2020, there was $295 of remaining expense to be recognized related to outstanding restricted share units, which is expected to be recognized over a weighted average period of 0.3 years.  The amount charged to expense related to restricted share units during each of the three months ended July 31, 2020 and 2019 was $299 and $263, respectively. For the nine months ended July 31, 2020 and 2019, the corresponding amounts were $883 and $789, respectively. 

 

 

Performance Share Incentive Awards

Executive officers and selected other key employees are eligible to receive common share-based incentive awards. Payouts, in the form of unrestricted common shares, vary based on the degree to which corporate financial performance exceeds predetermined threshold, target and maximum performance goals over three-year performance periods.  No payout will occur unless threshold performance is achieved.

The amount of compensation expense is based upon current performance projections for each three-year period and the percentage of the requisite service that has been rendered.  The calculations are also based upon the grant date fair value determined using the closing market price of our common shares at the grant date, reduced by the implied value of dividends not to be paid. The per share values were $160.02, $133.01 and $184.04 for 2020, $120.12 and $138.53 for 2019, and $123.45 and $138.53 for 2018.  During the three months ended July 31, 2020, $552 was credited to expense, and for the three months ended July 31, 2019, $15 was charged to expense. For the nine months ended July 31, 2020, $2,834 was credited to expense, and for the nine months ended July 31, 2019, $1,611 was charged to expense. The cumulative amount recorded in shareholders’ equity at July 31, 2020 was $1,455.

Deferred Compensation

Our executive officers and other highly compensated employees may elect to defer up to 100% of their base pay and cash incentive and for executive officers, up to 90% of their share-based performance incentive payout each year.  Additional share units are credited for quarterly dividends paid on our common shares. Expense related to dividends paid under this plan for the three months ended July 31, 2020 and 2019 was $83 and $74, respectively. For the nine months ended July 31, 2020 and 2019, the corresponding amounts were $247 and $219, respectively. 

Deferred Directors’ Compensation

Non-employee directors may defer all or part of their cash and equity-based compensation until retirement.  Cash compensation may be deferred as cash or as share equivalent units.  Deferred cash amounts are recorded as liabilities, and share equivalent units are recorded as equity.  Additional share equivalent units are earned when common share dividends are declared.

The following table summarizes activity related to director deferred compensation share equivalent units during the nine months ended July 31, 2020:

 

 

 

Number of Shares

 

 

Weighted-Average

Grant Date Fair

Value

 

Outstanding at October 31, 2019

 

 

114

 

 

$

55.52

 

Dividend equivalents

 

 

1

 

 

 

164.44

 

Outstanding at July 31, 2020

 

 

115

 

 

$

56.27

 

 

The amount charged to expense related to director deferred compensation for the three months ended July 31, 2020 and 2019 was $44 and $38, respectively. For the nine months ended July 31, 2020 and 2019, the corresponding amounts were $130 and $113, respectively.  

v3.20.2
Warranties
9 Months Ended
Jul. 31, 2020
Guarantees [Abstract]  
Warranties

10.

Warranties

We offer warranties to our customers depending on the specific product and terms of the customer purchase agreement.  A typical warranty program requires that we repair or replace defective products within a specified time period (generally one year) from the date of delivery or first use.  We record an estimate for future warranty-related costs based on actual historical return rates.  Based on analysis of return rates and other factors, the adequacy of our warranty provisions are adjusted as necessary.  The liability for warranty costs is included in Accrued liabilities in the Consolidated Balance Sheet.  

Following is a reconciliation of the product warranty liability for the nine months ended July 31, 2020 and 2019:

 

 

 

July 31, 2020

 

 

July 31, 2019

 

Beginning balance at October 31

 

$

11,006

 

 

$

12,195

 

Accruals for warranties

 

 

8,219

 

 

 

7,628

 

Warranty payments

 

 

(8,180

)

 

 

(7,837

)

Currency effect

 

 

221

 

 

 

(78

)

Ending balance

 

$

11,266

 

 

$

11,908

 

 

v3.20.2
Operating Segments
9 Months Ended
Jul. 31, 2020
Segment Reporting [Abstract]  
Operating Segments

11.

Operating segments  

We conduct business across two primary operating segments:  Industrial Precision Solutions (IPS) and Advanced Technology Solutions (ATS).  The composition of segments and measure of segment profitability is consistent with that used by our chief operating decision maker.  The primary measure used by the chief operating decision maker for purposes of making decisions about allocating resources to the segments and assessing performance is operating profit, which equals sales less cost of sales and certain operating expenses.  Items below the operating profit line of the Consolidated Statements of Income (interest and investment income, interest expense and other income/expense) are excluded from the measure of segment profitability reviewed by our chief operating decision maker and are not presented by operating segment.  

 

Effective in the second quarter of 2020, we made changes to realign our management team and our operating segments. This realignment will enable us to better serve global customers and markets, to more efficiently leverage technology synergies, to operate divisions of significant size in a consistent and focused way and to position ourselves for our next chapter of profitable growth. The revised operating segments better reflect how we manage the Company, allocate resources, and assess performance of the businesses.

 

We realigned our former three operating segments into two: Industrial Precision Solutions and Advanced Technology Solutions. Existing product lines were unchanged as part of this new structure.

 

Industrial Precision Solutions: This segment combines our former Adhesive Dispensing Systems (ADS) and Industrial Coating Systems (ICS) businesses. IPS enhances the technology synergies between ADS and ICS to deliver proprietary dispensing and processing technology to diverse end markets. Product lines reduce material consumption, increase line efficiency and enhance product brand and appearance. Components are used for dispensing adhesives, coatings, paint, finishes, sealants and other materials. This segment primarily serves the industrial, consumer durables and non-durables markets.

 

Advanced Technology Solutions: This segment integrates our proprietary product technologies found in progressive stages of a customer’s production processes, such as surface treatment, precisely controlled dispensing of material and post-dispense test and inspection to ensure quality. Related single-use plastic molded syringes, cartridges, tips, fluid connection components, tubing, balloons and catheters are used to dispense or control fluids in production processes or within customers’ end products. This segment predominantly serves customers in the electronics, medical and related high-tech industrial markets.

 

The financial information presented herein reflects the impact of the preceding changes and prior periods have been revised to reflect these changes.

The following table presents information about our segments:

 

 

 

Industrial

Precision

Solutions

 

 

Advanced

Technology

Solutions

 

 

Corporate

 

 

Total

 

Three months ended

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

July 31, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net external sales

 

$

288,965

 

 

$

249,216

 

 

$

 

 

$

538,181

 

Operating profit (loss)

 

 

74,744

 

 

 

49,952

 

 

 

(12,641

)

 

 

112,055

 

July 31, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net external sales

 

$

306,648

 

 

$

253,098

 

 

$

 

 

$

559,746

 

Operating profit (loss)

 

 

88,811

 

 

 

53,562

 

 

 

(12,097

)

 

 

130,276

 

Nine months ended

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

July 31, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net external sales

 

$

835,038

 

 

$

727,537

 

 

$

 

 

$

1,562,575

 

Operating profit (loss)

 

 

207,603

 

 

 

140,928

 

 

 

(36,354

)

 

 

312,177

 

July 31, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net external sales

 

$

871,925

 

 

$

736,850

 

 

$

 

 

$

1,608,775

 

Operating profit (loss)

 

 

229,702

 

 

 

150,882

 

 

 

(37,131

)

 

 

343,453

 

 

A reconciliation of total segment operating income to total consolidated income before income taxes is as follows:

 

 

 

Three Months Ended

 

 

Nine Months Ended

 

 

 

July 31, 2020

 

 

July 31, 2019

 

 

July 31, 2020

 

 

July 31, 2019

 

Total profit for reportable segments

 

$

112,055

 

 

$

130,276

 

 

$

312,177

 

 

$

343,453

 

Interest expense

 

 

(7,314

)

 

 

(11,500

)

 

 

(25,348

)

 

 

(36,238

)

Interest and investment income

 

 

434

 

 

 

511

 

 

 

1,301

 

 

 

1,153

 

Other-net

 

 

(9,668

)

 

 

210

 

 

 

(12,943

)

 

 

(4,546

)

Income before income taxes

 

$

95,507

 

 

$

119,497

 

 

$

275,187

 

 

$

303,822

 

 

We have significant sales in the following geographic regions:

 

 

 

Three Months Ended

 

 

Nine Months Ended

 

 

 

July 31, 2020

 

 

July 31, 2019

 

 

July 31, 2020

 

 

July 31, 2019

 

United States

 

$

183,508

 

 

$

190,460

 

 

$

560,941

 

 

$

551,510

 

Americas

 

 

38,265

 

 

 

47,040

 

 

 

106,021

 

 

 

123,159

 

Europe

 

 

132,107

 

 

 

143,449

 

 

 

394,554

 

 

 

425,650

 

Japan

 

 

31,226

 

 

 

30,488

 

 

 

90,353

 

 

 

89,566

 

Asia Pacific

 

 

153,075

 

 

 

148,309

 

 

 

410,706

 

 

 

418,890

 

Total net external sales

 

$

538,181

 

 

$

559,746

 

 

$

1,562,575

 

 

$

1,608,775

 

 

v3.20.2
Fair Value Measurements
9 Months Ended
Jul. 31, 2020
Fair Value Disclosures [Abstract]  
Fair Value Measurements

12.

Fair value measurements

The inputs to the valuation techniques used to measure fair value are classified into the following categories:

Level 1: Quoted market prices in active markets for identical assets or liabilities.

Level 2: Observable market based inputs or unobservable inputs that are corroborated by market data.

Level 3: Unobservable inputs that are not corroborated by market data.

The following tables present the classification of our assets and liabilities measured at fair value on a recurring basis:

 

July 31, 2020

 

Total

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign currency forward contracts (a)

 

$

22,241

 

 

$

 

 

$

22,241

 

 

$

 

Total assets at fair value

 

$

22,241

 

 

$

 

 

$

22,241

 

 

$

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deferred compensation plans (b)

 

$

12,030

 

 

$

 

 

$

12,030

 

 

$

 

Foreign currency forward contracts (a)

 

 

6,484

 

 

 

 

 

 

6,484

 

 

 

 

Total liabilities at fair value

 

$

18,514

 

 

$

 

 

$

18,514

 

 

$

 

 

October 31, 2019

 

Total

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign currency forward contracts (a)

 

$

5,042

 

 

$

 

 

$

5,042

 

 

$

 

Total assets at fair value

 

$

5,042

 

 

$

 

 

$

5,042

 

 

$

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deferred compensation plans (b)

 

$

11,850

 

 

$

 

 

$

11,850

 

 

$

 

Foreign currency forward contracts (a)

 

 

2,381

 

 

 

 

 

 

2,381

 

 

 

 

Total liabilities at fair value

 

$

14,231

 

 

$

 

 

$

14,231

 

 

$

 

 

 

(a)

We enter into foreign currency forward contracts to reduce the risk of foreign currency exposures resulting from receivables, payables, intercompany receivables, intercompany payables and loans denominated in foreign currencies. Foreign exchange contracts are valued using market exchange rates. These foreign exchange contracts are not designated as hedges.

 

(b)

Executive officers and other highly compensated employees may defer up to 100 percent of their salary and annual cash incentive compensation and for executive officers, up to 90 percent of their long-term incentive compensation, into various non-qualified deferred compensation plans. Deferrals can be allocated to various market performance measurement funds. Changes in the value of compensation deferred under these plans are recognized each period based on the fair value of the underlying measurement funds.

The carrying amounts and fair values of financial instruments, other than cash and cash equivalents, receivables, and accounts payable, are shown in the table below. The carrying values of cash and cash equivalents, receivables and accounts payable approximate fair value due to the short-term nature of these instruments.

 

 

 

July 31, 2020

 

 

 

Carrying

Amount

 

 

Fair Value

 

Long-term debt (including current portion), excluding unamortized debt

   issuance costs

 

 

1,264,680

 

 

 

1,330,739

 

 

We used the following methods and assumptions in estimating the fair value of financial instruments:

 

Long-term debt is valued by discounting future cash flows at currently available rates for borrowing arrangements with similar terms and conditions, which are considered to be Level 2 inputs under the fair value hierarchy.

v3.20.2
Derivative Financial Instruments
9 Months Ended
Jul. 31, 2020
Investments All Other Investments [Abstract]  
Derivative Financial Instruments

13.

Derivative financial instruments  

We operate internationally and enter into intercompany transactions denominated in foreign currencies. Consequently, we are subject to market risk arising from exchange rate movements between the dates foreign currency transactions occur and the dates they are settled. We regularly use foreign currency forward contracts to reduce our risks related to most of these transactions. These contracts usually have maturities of 90 days or less and generally require us to exchange foreign currencies for U.S. dollars at maturity, at rates stated in the contracts. These contracts are not designated as hedging instruments under U.S. GAAP. Accordingly, the changes in the fair value of the foreign currency forward contracts are recognized in each accounting period in “Other – net” on the Consolidated Statements of Income together with the transaction gain or loss from the related balance sheet position. For the three months ended July 31, 2020, we recognized net gains of $17,255 on foreign currency forward contracts and net losses of $20,809 from the change in fair value of balance sheet positions. For the three months ended July 31, 2019, we recognized net gains of $975 on foreign currency forward contracts and net gains of $407 from the change in fair value of balance sheet positions. For the nine months ended July 31, 2020, we recognized net gains of $13,096 on foreign currency forward contracts and losses of $13,658 from the change in fair value of balance sheet positions. For the nine months ended July 31, 2019, we recognized gains of $769 on foreign currency forward contracts and gains of $267 from the change in fair value of balance sheet positions.

The following table summarizes, by currency, the foreign currency forward contracts outstanding at July 31, 2020 and 2019:

 

 

 

Notional Amounts

 

July 31, 2020 contract amounts:

 

Sell

 

 

Buy

 

Euro

 

$

108,856

 

 

$

207,198

 

British pound

 

 

18,861

 

 

 

60,397

 

Japanese yen

 

 

15,815

 

 

 

32,009

 

Australian dollar

 

 

174

 

 

 

7,682

 

Hong Kong dollar

 

 

56,279

 

 

 

74,714

 

Singapore dollar

 

 

1,357

 

 

 

15,982

 

Others

 

 

4,412

 

 

 

59,921

 

Total

 

$

205,754

 

 

$

457,903

 

 

 

 

 

 

 

 

 

 

 

 

Notional Amounts

 

July 31, 2019 contract amounts:

 

Sell

 

 

Buy

 

Euro

 

$

219,910

 

 

$

90,043

 

British pound

 

 

20,542

 

 

 

45,955

 

Japanese yen

 

 

32,560

 

 

 

48,670

 

Australian dollar

 

 

350

 

 

 

7,683

 

Hong Kong dollar

 

 

1,209

 

 

 

136,818

 

Singapore dollar

 

 

782

 

 

 

15,449

 

Others

 

 

3,460

 

 

 

63,388

 

Total

 

$

278,813

 

 

$

408,006

 

 

We are exposed to credit-related losses in the event of nonperformance by counterparties to financial instruments. These financial instruments include cash deposits and foreign currency forward contracts. We periodically monitor the credit ratings of these counterparties in order to minimize our exposure. Our customers represent a wide variety of industries and geographic regions. For the nine months ended July 31, 2020 and 2019, there were no significant concentrations of credit risk.

v3.20.2
Leases
9 Months Ended
Jul. 31, 2020
Leases [Abstract]  
Leases

14.

Leases

We review new contracts to determine if the contracts include a lease. To the extent a lease agreement includes an extension option that is reasonably certain to be exercised, we have recognized those amounts as part of the right-of-use assets and lease liabilities. We combine lease and non-lease components, such as common area maintenance, in the calculation of the lease assets and related liabilities. As most lease agreements do not provide an implicit rate, we use an incremental borrowing rate (IBR) based on information available at the lease commencement date in determining the present value of lease payments and to help classify the lease as operating or financing. We calculate the IBR based on a bond yield curve which considers secured borrowing rates based on our credit rating and current economic environment, as well as other publicly available data.

 

We lease certain manufacturing facilities, warehouse space, machinery and equipment, and vehicles.  We often have options to renew lease terms for buildings and other assets.  We evaluate renewal and termination options at the lease commencement date to determine if we are reasonably certain to exercise the option on the basis of economic factors.  Leases with an initial term of 12 months or less (short-term leases) are not recorded on the Consolidated Balance Sheet.  Lease expense for operating leases is recognized on a straight-line basis over the lease term, with variable lease payments recognized in the period those payments occur.  Variable payments for leases primarily relate to future rates or amounts, miles, or other quantifiable usage factors which are not determinable at the time the lease agreement commences. Finance lease assets are recorded in Property, plant, and equipment – net on the Consolidated Balance Sheet. As of July 31, 2020, we have no material leases that have yet to commence.

 

Additional lease information is summarized below for the three and nine months ended July 31, 2020:

 

 

 

Three months ended

 

 

Nine months ended

 

 

 

July 31, 2020

 

 

July 31, 2020

 

 

 

Finance Leases

 

 

Operating Leases

 

 

Finance Leases

 

 

Operating Leases

 

Amortization of right of use assets

 

$

1,779

 

 

$

 

 

$

5,293

 

 

$

 

Interest

 

 

93

 

 

 

 

 

 

266

 

 

 

 

Lease cost(1)

 

 

1,872

 

 

 

5,406

 

 

 

5,559

 

 

 

16,073

 

Short-term and variable lease cost(1)

 

 

200

 

 

 

617

 

 

 

1,023

 

 

 

1,917

 

Total lease cost

 

$

2,072

 

 

$

6,023

 

 

$

6,582

 

 

$

18,000

 

 

 

(1)

Lease costs are recorded in both Cost of sales and Selling and administrative expenses on the Consolidated Statements of Income.

 

Supplemental cash flow information is summarized below for the nine months ended July 31, 2020:

 

 

 

Finance Leases

 

 

Operating Leases

 

Cash outflows for leases

 

$

5,814

 

 

$

15,935

 

Weighted average remaining lease term (years)

 

4.72 years

 

 

10.48 years

 

Weighted average discount rate

 

 

2.51

%

 

 

1.69

%

 

 

The following table reconciles the undiscounted cash flows for five years and thereafter to the operating and finance lease liabilities recognized on the statement of financial position as of July 31, 2020.  The reconciliation excludes short-term leases that are not recognized on the Consolidated Balance Sheet.

 

Year:

 

Finance Leases

 

 

Operating Leases

 

2020

 

$

6,479

 

 

$

20,709

 

2021

 

 

4,445

 

 

 

19,056

 

2022

 

 

2,735

 

 

 

16,106

 

2023

 

 

1,130

 

 

 

14,163

 

2024

 

 

669

 

 

 

12,160

 

Later years

 

 

3,210

 

 

 

68,085

 

Total minimum lease payments

 

$

18,668

 

 

$

150,279

 

Amounts representing interest

 

 

1,462

 

 

 

14,034

 

Present value of minimum lease payments

 

$

17,206

 

 

$

136,245

 

 

v3.20.2
Long-Term Debt
9 Months Ended
Jul. 31, 2020
Debt Disclosure [Abstract]  
Long-Term Debt

15.

Long-term debt

A summary of long-term debt is as follows:

 

 

 

July 31, 2020

 

 

October 31, 2019

 

Senior notes, due 2020-2025

 

$

109,900

 

 

$

140,800

 

Senior notes, due 2020-2027

 

 

85,714

 

 

 

92,857

 

Senior notes, due 2023-2030

 

 

350,000

 

 

 

350,000

 

Term loan, due 2022-2024

 

 

405,000

 

 

 

505,000

 

Euro loan, due 2023

 

 

312,022

 

 

 

128,219

 

Private shelf facility, due 2020

 

 

5,556

 

 

 

30,556

 

Development loans, due 2020-2026

 

 

 

 

 

951

 

 

 

 

1,268,192

 

 

 

1,248,383

 

Less current maturities

 

 

43,598

 

 

 

168,738

 

Less unamortized debt issuance costs

 

 

3,512

 

 

 

4,241

 

Long-term maturities

 

$

1,221,082

 

 

$

1,075,404

 

 

In March 2020 we amended, restated and extended the term of our existing term loan facility with Bank of America Merrill Lynch International Limited.  The interest rate is variable based on the EURIBOR rate.  The Term Loan Agreement provides for the following term loans in two tranches: € 115,000 due in March 2023 and an additional € 150,000 that was drawn down in March 2020 and is due in March 2023.  The weighted average interest rate at July 31, 2020 was 0.71%.  At July 31, 2020, the balance outstanding was € 265,000 ($312,022).  We were in compliance with all covenants at July 31, 2020.  

 

In April 2019, we amended, restated and extended the term of our existing $605,000 term loan facility with a group of banks. The interest rate is variable based upon the LIBOR rate. At July 31, 2020, $405,000 was outstanding under this facility. The Term Loan Agreement provides for the following term loans in two tranches:  $200,000 due in September 2022, and $205,000 due in March 2024.   The weighted average interest rate for borrowings under this agreement was 0.82% at July 31, 2020.  We were in compliance with all covenants at July 31, 2020.

In April 2019, we entered into a $850,000 unsecured, multicurrency credit facility with a group of banks, which amended, restated and extended our existing syndicated revolving credit agreement that was scheduled to expire in February 2020. This facility has a five-year term and includes a $75,000 subfacility for swing-line loans.  It expires in April 2024. We had no balances outstanding under this facility at July 31, 2020 and October 31, 2019. We were in compliance with all covenants at July 31, 2020, and the amount we could borrow under the facility would not have been limited by any debt covenants.

      

In June 2018, we entered into a Note Purchase Agreement with a group of insurance companies under which we sold $350,000 of Senior Notes to the insurance companies and their affiliates. The notes start to mature between June 2023 and June 2030 and bear interest at fixed rates between 3.71% and 4.17%.  We were in compliance with all covenants at July 31, 2020.

 

In July 2015, we entered into a Note Purchase Agreement with a group of insurance companies under which we sold $100,000 of unsecured Senior Notes.  At July 31, 2020 and October 31, 2019, $85,714 and $92,857, respectively, was outstanding under this agreement. Existing notes mature between July 2021 and July 2027 and bear interest at fixed rates between 2.89% and 3.19%.  We were in compliance with all covenants at July 31, 2020.

 

In 2012, we entered into a Note Purchase Agreement with a group of insurance companies under which we sold $200,000 of unsecured Senior Notes.  At July 31, 2020 and October 31, 2019, $109,900 and $140,800, respectively, was outstanding under this agreement. Existing notes mature between July 2021 and July 2025 and bear interest at fixed rates between 2.62% and 3.13%.  We were in compliance with all covenants at July 31, 2020.

 

We entered into a $150,000 three-year Note Purchase and Private Shelf agreement with New York Life Investment Management LLC in 2011.  In 2015, the amount of the facility was increased to $180,000, and in 2016 it was increased to $200,000.   At July 31, 2020 and October 31, 2019, $5,556 and $30,556, respectively, was outstanding under this facility. Existing notes mature in September 2020 and bear interest at a fixed rate of 2.21%.  We were in compliance with all covenants at July 31, 2020. 

 

 

v3.20.2
Contingencies
9 Months Ended
Jul. 31, 2020
Commitments And Contingencies Disclosure [Abstract]  
Contingencies

16.

Contingencies

We are involved in pending or potential litigation regarding environmental, product liability, patent, contract, employee and other matters arising from the normal course of business.  Including the litigation and environmental matters discussed below, after consultation with legal counsel, we do not believe that losses in excess of the amounts we have accrued would have a material adverse effect on our financial condition, quarterly or annual operating results or cash flows.

Class Action Litigation

On February 22, 2019, a former employee, Mr. Ortiz, filed a purported class action lawsuit in the San Diego County Superior Court, California, against Nordson Asymtek, Inc. and Nordson Corporation, alleging various violations of the California Labor Code.  Plaintiff seeks, among other things, an unspecified amount for unpaid wages, actual, consequential and incidental losses, penalties, and attorneys’ fees and costs.  Following mediation in June 2020, the parties agreed to settle the lawsuit, subject to the execution of a written settlement agreement and court approval. If the settlement agreement is approved, the class action lawsuit will be resolved. Management believes, based on currently available information, that the ultimate outcome of the proceeding described above will not have a material adverse effect on the Company’s financial condition or results of operations.

Environmental

We have voluntarily agreed with the City of New Richmond, Wisconsin and other Potentially Responsible Parties to share costs associated with the remediation of the City of New Richmond municipal landfill (the “Site”) and the construction of a potable water delivery system serving the impacted area down gradient of the Site.  At July 31, 2020 and October 31, 2019, our accrual for the ongoing operation, maintenance and monitoring obligation at the Site was $360 and $401, respectively. The liability for environmental remediation represents management’s best estimate of the probable and reasonably estimable undiscounted costs related to known remediation obligations.  The accuracy of our estimate of environmental liability is affected by several uncertainties such as additional requirements that may be identified in connection with remedial activities, the complexity and evolution of environmental laws and regulations, and the identification of presently unknown remediation requirements. Consequently, our liability could be greater than our current estimate.  However, we do not expect that the costs associated with remediation will have a material adverse effect on our financial condition or results of operations.

 

v3.20.2
Significant Accounting Policies (Policies)
9 Months Ended
Jul. 31, 2020
Accounting Policies [Abstract]  
Basis of Presentation

Basis of presentation.  The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X.  Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements.  In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included.  Operating results for the three and nine months ended July 31, 2020 are not necessarily indicative of the results that may be expected for the full year.  For further information, refer to the consolidated financial statements and footnotes included in our Annual Report on Form 10-K for the year ended October 31, 2019. Certain reclassifications have been made to the prior year financial statements to conform to current year classifications, which included the reclassification of amounts as a result of the realignment of our operating segments. Refer to Note 11 for details on our operating segments.

Basis of Consolidation

Basis of consolidation.  The consolidated financial statements include the accounts of Nordson Corporation and its majority-owned and controlled subsidiaries.  Investments in affiliates and joint ventures in which our ownership is 50% or less or in which we do not have control but have the ability to exercise significant influence, are accounted for under the equity method.  All significant intercompany accounts and transactions have been eliminated in consolidation.  

Use of Estimates

Use of estimates.  The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements.  Actual amounts could differ from these estimates.

Revenue Recognition

Revenue recognition. A contract exists when it has approval and commitment from both parties, the rights of the parties are identified, payment terms are identified, the contract has commercial substance and collectability of the consideration is probable.  Revenue is recognized when performance obligations under the terms of the contract with a customer are satisfied.  Generally, our revenue results from short-term, fixed-price contracts and primarily is recognized as of a point in time when the product is shipped or at a later point when the control of the product transfers to the customer. Revenue for undelivered items is deferred and included within Accrued liabilities in our Consolidated Balance Sheets. Revenues deferred as of July 31, 2020 and 2019 were not material.

However, for certain contracts related to the sale of customer-specific products within our Advanced Technology Solutions segment, revenue for these contracts is recognized over time as we satisfy performance obligations because of the continuous transfer of control to the customer. The continuous transfer of control to the customer occurs as we enhance assets that are customer controlled and we are contractually entitled to payment for work performed to date plus a reasonable margin.  

As control transfers over time for these products or services, revenue is recognized based on progress toward completion of the performance obligations.  The selection method to measure progress towards completion requires judgment and is based on the nature of the products or services to be provided.  We have elected to use the input method – costs incurred for these contracts because it best depicts the transfer of products or services to the customer based on incurring costs on the contract.  Under this method, revenues are recorded proportionally as costs are incurred.  Contract assets recognized are recorded in Prepaid expenses and other current assets and contract liabilities are recorded in Accrued liabilities in our Consolidated Balance Sheets and were not material at July 31, 2020 and October 31, 2019.  Revenue recognized over time is not material to our overall Consolidated Financial Statements.

Revenue is measured as the amount of consideration we expect to receive in exchange for transferring products or services.  Sales, value add, and other taxes we collect concurrently with revenue-producing activities are excluded from revenue.  As a practical expedient, we may exclude the assessment of whether goods or services are performance obligations, if they are immaterial in the context of the contract, and combine these with other performance obligations.  While payment terms and conditions vary by contract type, we have determined that our contracts generally do not include a significant financing component.  We have elected to apply the practical expedient to treat all shipping and handling costs as fulfillment costs as a significant portion of these costs are incurred prior to transfer of control to the customer.  We have also elected to apply the practical expedient to expense sales commissions as they are incurred as the amortization period resulting from capitalizing the costs is one year or less. These costs are recorded within Selling and administrative expenses in our Consolidated Statements of Income.

We offer assurance type warranties on our products as well as separately sold warranty contracts.  Revenue related to warranty contracts that are sold separately is recognized over the life of the warranty term.

 

Certain arrangements may include installation, installation supervision, training, and spare parts, which tend to be completed in a short period of time, at an insignificant cost, and utilizing skills not unique to us, and, therefore, are typically regarded as inconsequential or not material.

We disclose disaggregated revenues by operating segment and geography in accordance with the revenue standard and on the same basis used internally by the chief operating decision maker for evaluating performance of operating segments and for allocating resources.  Refer to Note 11 for details on our operating segments.

Earnings Per Share

Earnings per share.  Basic earnings per share are computed based on the weighted-average number of common shares outstanding during each year, while diluted earnings per share are based on the weighted-average number of common shares and common share equivalents outstanding.  Common share equivalents consist of shares issuable upon exercise of stock options computed using the treasury stock method, as well as restricted shares and deferred stock-based compensation.  Options with an exercise price higher than the average market price are excluded from the calculation of diluted earnings per share because the effect would be anti-dilutive. Options excluded from the calculation of diluted earnings per share for the three months ended July 31, 2020 were 210. No options were excluded from the calculation of diluted earnings per share for the three months ended July 31, 2019. Options excluded from the calculation of diluted earnings per share for the nine months ended July 31, 2020 and 2019 were 127 and 235, respectively. 

v3.20.2
Inventories (Tables)
9 Months Ended
Jul. 31, 2020
Inventory Disclosure [Abstract]  
Schedule of Inventories

At July 31, 2020 and October 31, 2019, inventories consisted of the following:

 

 

 

July 31, 2020

 

 

October 31, 2019

 

Finished goods

 

$

196,611

 

 

$

183,973

 

Raw materials and component parts

 

 

107,145

 

 

 

102,044

 

Work-in-process

 

 

54,123

 

 

 

42,904

 

 

 

 

357,879

 

 

 

328,921

 

Obsolescence and other reserves

 

 

(41,570

)

 

 

(39,377

)

LIFO reserve

 

 

(5,752

)

 

 

(6,145

)

 

 

$

310,557

 

 

$

283,399

 

v3.20.2
Goodwill and Other Intangible Assets (Tables)
9 Months Ended
Jul. 31, 2020
Goodwill And Intangible Assets Disclosure [Abstract]  
Summary of Changes in Carrying Amount of Goodwill

Changes in the carrying amount of goodwill for the nine months ended July 31, 2020 by operating segment are as follows:

 

 

 

Industrial

Precision

Solutions

 

 

Advanced

Technology

Solutions

 

 

Total

 

Balance at October 31, 2019

 

$

411,461

 

 

$

1,203,278

 

 

$

1,614,739

 

Acquisitions

 

 

 

 

 

76,047

 

 

 

76,047

 

Currency effect

 

 

6,088

 

 

 

5,040

 

 

 

11,128

 

Balance at July 31, 2020

 

$

417,549

 

 

$

1,284,365

 

 

$

1,701,914

 

Summary of Intangible Assets Subject to Amortization

Information regarding our intangible assets subject to amortization is as follows:

 

 

 

July 31, 2020

 

 

 

Carrying Amount

 

 

Accumulated

Amortization

 

 

Net Book Value

 

Customer relationships

 

$

503,804

 

 

$

203,589

 

 

$

300,215

 

Patent/technology costs

 

 

163,550

 

 

 

81,590

 

 

 

81,960

 

Trade name

 

 

98,691

 

 

 

46,553

 

 

 

52,138

 

Non-compete agreements

 

 

12,472

 

 

 

10,972

 

 

 

1,500

 

Other

 

 

1,401

 

 

 

1,397

 

 

 

4

 

Total

 

$

779,918

 

 

$

344,101

 

 

$

435,817

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

October 31, 2019

 

 

 

Carrying Amount

 

 

Accumulated

Amortization

 

 

Net Book Value

 

Customer relationships

 

$

480,007

 

 

$

173,996

 

 

$

306,011

 

Patent/technology costs

 

 

154,735

 

 

 

71,663

 

 

 

83,072

 

Trade name

 

 

96,655

 

 

 

41,303

 

 

 

55,352

 

Non-compete agreements

 

 

11,540

 

 

 

10,406

 

 

 

1,134

 

Other

 

 

1,400

 

 

 

1,394

 

 

 

6

 

Total

 

$

744,337

 

 

$

298,762

 

 

$

445,575

 

 

v3.20.2
Pension and Other Postretirement Plans (Tables)
9 Months Ended
Jul. 31, 2020
Pension Cost [Member]  
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items]  
Components of Net Periodic Benefits Cost

The components of net periodic pension cost for the three and nine months ended July 31, 2020 and 2019 were:

 

 

 

U.S.

 

 

International

 

Three Months Ended

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Service cost

 

$

5,146

 

 

$

3,740

 

 

$

519

 

 

$

484

 

Interest cost

 

 

3,970

 

 

 

4,736

 

 

 

256

 

 

 

416

 

Expected return on plan assets

 

 

(6,165

)

 

 

(5,908

)

 

 

(313

)

 

 

(397

)

Amortization of prior service credit

 

 

(21

)

 

 

(16

)

 

 

(72

)

 

 

(76

)

Amortization of net actuarial loss

 

 

3,510

 

 

 

1,938

 

 

 

739

 

 

 

424

 

Settlement loss

 

 

2,508

 

 

 

 

 

 

 

 

 

 

Total benefit cost

 

$

8,948

 

 

$

4,490

 

 

$

1,129

 

 

$

851

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S.

 

 

International

 

Nine Months Ended

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Service cost

 

$

15,439

 

 

$

10,895

 

 

$

1,550

 

 

$

1,454

 

Interest cost

 

 

11,913

 

 

 

13,726

 

 

 

769

 

 

 

1,262

 

Expected return on plan assets

 

 

(18,499

)

 

 

(17,506

)

 

 

(948

)

 

 

(1,204

)

Amortization of prior service credit

 

 

(63

)

 

 

(46

)

 

 

(214

)

 

 

(228

)

Amortization of net actuarial loss

 

 

10,529

 

 

 

5,026

 

 

 

2,201

 

 

 

1,280

 

Settlement loss

 

 

2,508

 

 

 

 

 

 

 

 

 

 

Total benefit cost

 

$

21,827

 

 

$

12,095

 

 

$

3,358

 

 

$

2,564

 

Postretirement Benefit Costs [Member]  
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items]  
Components of Net Periodic Benefits Cost

The components of other postretirement benefit cost for the three and nine months ended July 31, 2020 and 2019 were:

 

 

 

U.S.

 

 

International

 

Three Months Ended

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Service cost

 

$

187

 

 

$

70

 

 

$

4

 

 

$

3

 

Interest cost

 

 

657

 

 

 

698

 

 

 

3

 

 

 

3

 

Amortization of prior service credit

 

 

(5

)

 

 

(6

)

 

 

 

 

 

 

Amortization of net actuarial (gain) loss

 

 

380

 

 

 

162

 

 

 

(9

)

 

 

(5

)

Total benefit cost

 

$

1,219

 

 

$

924

 

 

$

(2

)

 

$

1

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S.

 

 

International

 

Nine Months Ended

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Service cost

 

$

520

 

 

$

401

 

 

$

11

 

 

$

13

 

Interest cost

 

 

1,830

 

 

 

2,195

 

 

 

10

 

 

 

15

 

Amortization of prior service credit

 

 

(13

)

 

 

(20

)

 

 

 

 

 

 

Amortization of net actuarial (gain) loss

 

 

1,057

 

 

 

467

 

 

 

(27

)

 

 

(22

)

Total benefit cost

 

$

3,394

 

 

$

3,043

 

 

$

(6

)

 

$

6

 

v3.20.2
Accumulated Other Comprehensive Loss (Tables)
9 Months Ended
Jul. 31, 2020
Equity [Abstract]  
Summary of Accumulated Other Comprehensive Loss

The components of accumulated other comprehensive loss, including adjustments for items that are reclassified from accumulated other comprehensive loss to net income, are shown below.

 

 

 

Cumulative

 

 

Pension and

 

 

Accumulated

 

 

 

translation

 

 

postretirement benefit

 

 

other comprehensive

 

 

 

adjustments

 

 

plan adjustments

 

 

loss

 

Balance at October 31, 2019

 

$

(53,332

)

 

$

(178,549

)

 

$

(231,881

)

Amortization of prior service costs and net

   actuarial losses, net of tax of $(3,026)

 

 

 

 

 

9,748

 

 

 

9,748

 

Foreign currency translation adjustments

 

 

10,509

 

 

 

 

 

 

10,509

 

Balance at July 31, 2020

 

$

(42,823

)

 

$

(168,801

)

 

$

(211,624

)

v3.20.2
Stock-Based Compensation (Tables)
9 Months Ended
Jul. 31, 2020
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]  
Summarized Activity Related to Stock Options

The following table summarizes activity related to stock options for the nine months ended July 31, 2020:

 

 

 

Number of

Options

 

 

Weighted-

Average

Exercise Price Per

Share

 

 

Aggregate

Intrinsic Value

 

 

Weighted

Average

Remaining

Term

Outstanding at October 31, 2019

 

 

1,787

 

 

$

97.74

 

 

 

 

 

 

 

Granted

 

 

391

 

 

 

166.38

 

 

 

 

 

 

 

Exercised

 

 

(587

)

 

 

78.87

 

 

 

 

 

 

 

Forfeited or expired

 

 

(39

)

 

 

144.70

 

 

 

 

 

 

 

Outstanding at July 31, 2020

 

 

1,552

 

 

$

121.00

 

 

$

112,752

 

 

7.2 years

Expected to vest

 

 

853

 

 

$

141.34

 

 

$

44,597

 

 

8.4 years

Exercisable at July 31, 2020

 

 

689

 

 

$

95.33

 

 

$

67,769

 

 

5.7 years

Fair Value Assumptions of Stock Options

The fair value of each option grant was estimated at the date of grant using the Black-Scholes option-pricing model with the following assumptions:

 

Nine months ended

 

July 31, 2020

 

July 31, 2019

Expected volatility

 

24.5%-30.5%

 

24.1%-24.5%

Expected dividend yield

 

0.87%-1.16%

 

1.04%

Risk-free interest rate

 

0.44%-1.69%

 

2.84%-2.95%

Expected life of the option (in years)

 

5.3-6.3

 

5.3-6.2

Summarized Activity Related to Restricted Stock

The following table summarizes activity related to restricted shares during the nine months ended July 31, 2020:

 

 

 

Number of Shares

 

 

Weighted-Average

Grant Date Fair

Value

 

Restricted shares at October 31, 2019

 

 

66

 

 

$

126.83

 

Granted

 

 

25

 

 

 

169.62

 

Forfeited

 

 

(6

)

 

 

131.06

 

Vested

 

 

(26

)

 

 

120.23

 

Restricted shares at July 31, 2020

 

 

59

 

 

$

147.17

 

Summarized Activity Related to Restricted Stock Units

The following table summarizes activity related to restricted share units during the nine months ended July 31, 2020:

 

 

 

Number of Units

 

 

Weighted-Average

Grant Date Fair

Value

 

Restricted share units at October 31, 2019

 

 

 

 

$

 

Granted

 

 

7

 

 

 

160.68

 

Restricted share units at July 31, 2020

 

 

7

 

 

$

160.68

 

Summarized Activity Related to Director Deferred Compensation Shares

The following table summarizes activity related to director deferred compensation share equivalent units during the nine months ended July 31, 2020:

 

 

 

Number of Shares

 

 

Weighted-Average

Grant Date Fair

Value

 

Outstanding at October 31, 2019

 

 

114

 

 

$

55.52

 

Dividend equivalents

 

 

1

 

 

 

164.44

 

Outstanding at July 31, 2020

 

 

115

 

 

$

56.27

 

v3.20.2
Warranties (Tables)
9 Months Ended
Jul. 31, 2020
Guarantees [Abstract]  
Reconciliation of Product Warranty Liability

Following is a reconciliation of the product warranty liability for the nine months ended July 31, 2020 and 2019:

 

 

 

July 31, 2020

 

 

July 31, 2019

 

Beginning balance at October 31

 

$

11,006

 

 

$

12,195

 

Accruals for warranties

 

 

8,219

 

 

 

7,628

 

Warranty payments

 

 

(8,180

)

 

 

(7,837

)

Currency effect

 

 

221

 

 

 

(78

)

Ending balance

 

$

11,266

 

 

$

11,908

 

v3.20.2
Operating Segments (Tables)
9 Months Ended
Jul. 31, 2020
Segment Reporting [Abstract]  
Segments

The following table presents information about our segments:

 

 

 

Industrial

Precision

Solutions

 

 

Advanced

Technology

Solutions

 

 

Corporate

 

 

Total

 

Three months ended

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

July 31, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net external sales

 

$

288,965

 

 

$

249,216

 

 

$

 

 

$

538,181

 

Operating profit (loss)

 

 

74,744

 

 

 

49,952

 

 

 

(12,641

)

 

 

112,055

 

July 31, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net external sales

 

$

306,648

 

 

$

253,098

 

 

$

 

 

$

559,746

 

Operating profit (loss)

 

 

88,811

 

 

 

53,562

 

 

 

(12,097

)

 

 

130,276

 

Nine months ended

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

July 31, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net external sales

 

$

835,038

 

 

$

727,537

 

 

$

 

 

$

1,562,575

 

Operating profit (loss)

 

 

207,603

 

 

 

140,928

 

 

 

(36,354

)

 

 

312,177

 

July 31, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net external sales

 

$

871,925

 

 

$

736,850

 

 

$

 

 

$

1,608,775

 

Operating profit (loss)

 

 

229,702

 

 

 

150,882

 

 

 

(37,131

)

 

 

343,453

 

 

Reconciliation of Segment Operating Income to Consolidated Income Before Income Taxes

A reconciliation of total segment operating income to total consolidated income before income taxes is as follows:

 

 

 

Three Months Ended

 

 

Nine Months Ended

 

 

 

July 31, 2020

 

 

July 31, 2019

 

 

July 31, 2020

 

 

July 31, 2019

 

Total profit for reportable segments

 

$

112,055

 

 

$

130,276

 

 

$

312,177

 

 

$

343,453

 

Interest expense

 

 

(7,314

)

 

 

(11,500

)

 

 

(25,348

)

 

 

(36,238

)

Interest and investment income

 

 

434

 

 

 

511

 

 

 

1,301

 

 

 

1,153

 

Other-net

 

 

(9,668

)

 

 

210

 

 

 

(12,943

)

 

 

(4,546

)

Income before income taxes

 

$

95,507

 

 

$

119,497

 

 

$

275,187

 

 

$

303,822

 

Sales and Long-lived Asset Information by Geographic Regions

 

We have significant sales in the following geographic regions:

 

 

 

Three Months Ended

 

 

Nine Months Ended

 

 

 

July 31, 2020

 

 

July 31, 2019

 

 

July 31, 2020

 

 

July 31, 2019

 

United States

 

$

183,508

 

 

$

190,460

 

 

$

560,941

 

 

$

551,510

 

Americas

 

 

38,265

 

 

 

47,040

 

 

 

106,021

 

 

 

123,159

 

Europe

 

 

132,107

 

 

 

143,449

 

 

 

394,554

 

 

 

425,650

 

Japan

 

 

31,226

 

 

 

30,488

 

 

 

90,353

 

 

 

89,566

 

Asia Pacific

 

 

153,075

 

 

 

148,309

 

 

 

410,706

 

 

 

418,890

 

Total net external sales

 

$

538,181

 

 

$

559,746

 

 

$

1,562,575

 

 

$

1,608,775

 

v3.20.2
Fair Value Measurements (Tables)
9 Months Ended
Jul. 31, 2020
Fair Value Disclosures [Abstract]  
Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis

The following tables present the classification of our assets and liabilities measured at fair value on a recurring basis:

 

July 31, 2020

 

Total

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign currency forward contracts (a)

 

$

22,241

 

 

$

 

 

$

22,241

 

 

$

 

Total assets at fair value

 

$

22,241

 

 

$

 

 

$

22,241

 

 

$

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deferred compensation plans (b)

 

$

12,030

 

 

$

 

 

$

12,030

 

 

$

 

Foreign currency forward contracts (a)

 

 

6,484

 

 

 

 

 

 

6,484

 

 

 

 

Total liabilities at fair value

 

$

18,514

 

 

$

 

 

$

18,514

 

 

$

 

 

October 31, 2019

 

Total

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign currency forward contracts (a)

 

$

5,042

 

 

$

 

 

$

5,042

 

 

$

 

Total assets at fair value

 

$

5,042

 

 

$

 

 

$

5,042

 

 

$

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deferred compensation plans (b)

 

$

11,850

 

 

$

 

 

$

11,850

 

 

$

 

Foreign currency forward contracts (a)

 

 

2,381

 

 

 

 

 

 

2,381

 

 

 

 

Total liabilities at fair value

 

$

14,231

 

 

$

 

 

$

14,231

 

 

$

 

 

 

(a)

We enter into foreign currency forward contracts to reduce the risk of foreign currency exposures resulting from receivables, payables, intercompany receivables, intercompany payables and loans denominated in foreign currencies. Foreign exchange contracts are valued using market exchange rates. These foreign exchange contracts are not designated as hedges.

 

(b)

Executive officers and other highly compensated employees may defer up to 100 percent of their salary and annual cash incentive compensation and for executive officers, up to 90 percent of their long-term incentive compensation, into various non-qualified deferred compensation plans. Deferrals can be allocated to various market performance measurement funds. Changes in the value of compensation deferred under these plans are recognized each period based on the fair value of the underlying measurement funds.

Carrying Amounts and Fair Values of Financial Instruments, Other than Cash and Cash Equivalents, Receivables and Accounts Payable The carrying values of cash and cash equivalents, receivables and accounts payable approximate fair value due to the short-term nature of these instruments.

 

 

 

July 31, 2020

 

 

 

Carrying

Amount

 

 

Fair Value

 

Long-term debt (including current portion), excluding unamortized debt

   issuance costs

 

 

1,264,680

 

 

 

1,330,739

 

v3.20.2
Derivative Financial Instruments (Tables)
9 Months Ended
Jul. 31, 2020
Investments All Other Investments [Abstract]  
Outstanding Currency, Forward Exchange Contracts

The following table summarizes, by currency, the foreign currency forward contracts outstanding at July 31, 2020 and 2019:

 

 

 

Notional Amounts

 

July 31, 2020 contract amounts:

 

Sell

 

 

Buy

 

Euro

 

$

108,856

 

 

$

207,198

 

British pound

 

 

18,861

 

 

 

60,397

 

Japanese yen

 

 

15,815

 

 

 

32,009

 

Australian dollar

 

 

174

 

 

 

7,682

 

Hong Kong dollar

 

 

56,279

 

 

 

74,714

 

Singapore dollar

 

 

1,357

 

 

 

15,982

 

Others

 

 

4,412

 

 

 

59,921

 

Total

 

$

205,754

 

 

$

457,903

 

 

 

 

 

 

 

 

 

 

 

 

Notional Amounts

 

July 31, 2019 contract amounts:

 

Sell

 

 

Buy

 

Euro

 

$

219,910

 

 

$

90,043

 

British pound

 

 

20,542

 

 

 

45,955

 

Japanese yen

 

 

32,560

 

 

 

48,670

 

Australian dollar

 

 

350

 

 

 

7,683

 

Hong Kong dollar

 

 

1,209

 

 

 

136,818

 

Singapore dollar

 

 

782

 

 

 

15,449

 

Others

 

 

3,460

 

 

 

63,388

 

Total

 

$

278,813

 

 

$

408,006

 

v3.20.2
Leases (Tables)
9 Months Ended
Jul. 31, 2020
Leases [Abstract]  
Schedule of Additional Lease Information Under Finance and Operating Leases

Additional lease information is summarized below for the three and nine months ended July 31, 2020:

 

 

 

Three months ended

 

 

Nine months ended

 

 

 

July 31, 2020

 

 

July 31, 2020

 

 

 

Finance Leases

 

 

Operating Leases

 

 

Finance Leases

 

 

Operating Leases

 

Amortization of right of use assets

 

$

1,779

 

 

$

 

 

$

5,293

 

 

$

 

Interest

 

 

93

 

 

 

 

 

 

266

 

 

 

 

Lease cost(1)

 

 

1,872

 

 

 

5,406

 

 

 

5,559

 

 

 

16,073

 

Short-term and variable lease cost(1)

 

 

200

 

 

 

617

 

 

 

1,023

 

 

 

1,917

 

Total lease cost

 

$

2,072

 

 

$

6,023

 

 

$

6,582

 

 

$

18,000

 

 

 

(1)

Lease costs are recorded in both Cost of sales and Selling and administrative expenses on the Consolidated Statements of Income.

Schedule of Supplemental Cash Flow Information Related to Leases

Supplemental cash flow information is summarized below for the nine months ended July 31, 2020:

 

 

 

Finance Leases

 

 

Operating Leases

 

Cash outflows for leases

 

$

5,814

 

 

$

15,935

 

Weighted average remaining lease term (years)

 

4.72 years

 

 

10.48 years

 

Weighted average discount rate

 

 

2.51

%

 

 

1.69

%

Schedule of Reconciliation of Undiscounted Cash Flows for Operating and Finance Lease Liabilities

The following table reconciles the undiscounted cash flows for five years and thereafter to the operating and finance lease liabilities recognized on the statement of financial position as of July 31, 2020.  The reconciliation excludes short-term leases that are not recognized on the Consolidated Balance Sheet.

 

Year:

 

Finance Leases

 

 

Operating Leases

 

2020

 

$

6,479

 

 

$

20,709

 

2021

 

 

4,445

 

 

 

19,056

 

2022

 

 

2,735

 

 

 

16,106

 

2023

 

 

1,130

 

 

 

14,163

 

2024

 

 

669

 

 

 

12,160

 

Later years

 

 

3,210

 

 

 

68,085

 

Total minimum lease payments

 

$

18,668

 

 

$

150,279

 

Amounts representing interest

 

 

1,462

 

 

 

14,034

 

Present value of minimum lease payments

 

$

17,206

 

 

$

136,245

 

v3.20.2
Long-Term Debt (Tables)
9 Months Ended
Jul. 31, 2020
Debt Disclosure [Abstract]  
Long-Term Debt

A summary of long-term debt is as follows:

 

 

 

July 31, 2020

 

 

October 31, 2019

 

Senior notes, due 2020-2025

 

$

109,900

 

 

$

140,800

 

Senior notes, due 2020-2027

 

 

85,714

 

 

 

92,857

 

Senior notes, due 2023-2030

 

 

350,000

 

 

 

350,000

 

Term loan, due 2022-2024

 

 

405,000

 

 

 

505,000

 

Euro loan, due 2023

 

 

312,022

 

 

 

128,219

 

Private shelf facility, due 2020

 

 

5,556

 

 

 

30,556

 

Development loans, due 2020-2026

 

 

 

 

 

951

 

 

 

 

1,268,192

 

 

 

1,248,383

 

Less current maturities

 

 

43,598

 

 

 

168,738

 

Less unamortized debt issuance costs

 

 

3,512

 

 

 

4,241

 

Long-term maturities

 

$

1,221,082

 

 

$

1,075,404

 

v3.20.2
Significant Accounting Policies - Additional Information (Detail) - shares
3 Months Ended 9 Months Ended
Jul. 31, 2020
Jul. 31, 2019
Jul. 31, 2020
Jul. 31, 2019
Significant Accounting Policies [Line Items]        
Ownership percentage in affiliates and joint ventures 50.00%   50.00%  
Stock Options [Member]        
Significant Accounting Policies [Line Items]        
Options for common shares excluded from computation of diluted earning per share 210,000 0 127,000 235,000
v3.20.2
Recently Issued Accounting Standards - Additional Information (Detail) - USD ($)
$ in Thousands
Jul. 31, 2020
Nov. 01, 2019
Aug. 31, 2018
New Accounting Pronouncements Or Change In Accounting Principle [Line Items]      
Operating right-of-use assets $ 132,062    
Operating lease liabilities 136,245    
ASU 2016-02 [Member]      
New Accounting Pronouncements Or Change In Accounting Principle [Line Items]      
Operating right-of-use assets 132,062 $ 130,583  
Operating lease liabilities $ 136,245 $ 134,853  
New Accounting Guidance Issued and Not Yet Adopted [Member]      
New Accounting Pronouncements Or Change In Accounting Principle [Line Items]      
Defined benefit plan effect of percentage change in assumed health care cost trend rates     1.00%
v3.20.2
Acquisitions - Additional Information (Detail) - USD ($)
$ in Thousands
9 Months Ended
Jun. 01, 2020
Jul. 31, 2020
Jul. 31, 2019
Oct. 31, 2019
Business Acquisition [Line Items]        
Acquisition of businesses, net of cash acquired   $ 125,260 $ 12,110  
Goodwill   $ 1,701,914   $ 1,614,739
Fluortek [Member] | 2020 Acquisition [Member]        
Business Acquisition [Line Items]        
Acquired percent of the outstanding shares 100.00%      
Acquisition of businesses, net of cash acquired $ 125,260      
Cash acquired from business acquisition 515      
Goodwill 76,047      
Identifiable intangible assets 29,370      
Property, plant and equipment and working capital – net 19,843      
Fluortek [Member] | Customer Relationships [Member] | 2020 Acquisition [Member]        
Business Acquisition [Line Items]        
Identifiable intangible assets $ 19,700      
Intangible assets amortization period 12 years      
Fluortek [Member] | Technology-Based Intangible Assets [Member] | 2020 Acquisition [Member]        
Business Acquisition [Line Items]        
Identifiable intangible assets $ 7,400      
Intangible assets amortization period 10 years      
Fluortek [Member] | Trade Names [Member] | 2020 Acquisition [Member]        
Business Acquisition [Line Items]        
Identifiable intangible assets $ 1,500      
Intangible assets amortization period 10 years      
Fluortek [Member] | Non-compete Agreements [Member] | 2020 Acquisition [Member]        
Business Acquisition [Line Items]        
Identifiable intangible assets $ 770      
Intangible assets amortization period 5 years      
v3.20.2
Inventories - Schedule of Inventories (Detail) - USD ($)
$ in Thousands
Jul. 31, 2020
Oct. 31, 2019
Inventory Disclosure [Abstract]    
Finished goods $ 196,611 $ 183,973
Raw materials and component parts 107,145 102,044
Work-in-process 54,123 42,904
Inventories - gross 357,879 328,921
Obsolescence and other reserves (41,570) (39,377)
LIFO reserve (5,752) (6,145)
Inventories - net $ 310,557 $ 283,399
v3.20.2
Goodwill and Other Intangible Assets - Summary of Changes in Carrying Amount of Goodwill (Detail)
$ in Thousands
9 Months Ended
Jul. 31, 2020
USD ($)
Goodwill [Line Items]  
Beginning balance $ 1,614,739
Acquisitions 76,047
Currency effect 11,128
Ending balance 1,701,914
Industrial Precision Solutions [Member]  
Goodwill [Line Items]  
Beginning balance 411,461
Currency effect 6,088
Ending balance 417,549
Advanced Technology Solutions [Member]  
Goodwill [Line Items]  
Beginning balance 1,203,278
Acquisitions 76,047
Currency effect 5,040
Ending balance $ 1,284,365
v3.20.2
Goodwill and Other Intangible Assets - Summary of Intangible Assets Subject to Amortization (Detail) - USD ($)
$ in Thousands
Jul. 31, 2020
Oct. 31, 2019
Finite Lived Intangible Assets [Line Items]    
Carrying Amount $ 779,918 $ 744,337
Accumulated Amortization 344,101 298,762
Net Book Value 435,817 445,575
Customer Relationships [Member]    
Finite Lived Intangible Assets [Line Items]    
Carrying Amount 503,804 480,007
Accumulated Amortization 203,589 173,996
Net Book Value 300,215 306,011
Patent/Technology Costs [Member]    
Finite Lived Intangible Assets [Line Items]    
Carrying Amount 163,550 154,735
Accumulated Amortization 81,590 71,663
Net Book Value 81,960 83,072
Trade Names [Member]    
Finite Lived Intangible Assets [Line Items]    
Carrying Amount 98,691 96,655
Accumulated Amortization 46,553 41,303
Net Book Value 52,138 55,352
Non-compete Agreements [Member]    
Finite Lived Intangible Assets [Line Items]    
Carrying Amount 12,472 11,540
Accumulated Amortization 10,972 10,406
Net Book Value 1,500 1,134
Other [Member]    
Finite Lived Intangible Assets [Line Items]    
Carrying Amount 1,401 1,400
Accumulated Amortization 1,397 1,394
Net Book Value $ 4 $ 6
v3.20.2
Goodwill and Other Intangible Assets - Additional Information (Detail) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Jul. 31, 2020
Jul. 31, 2019
Jul. 31, 2020
Jul. 31, 2019
Goodwill And Intangible Assets Disclosure [Abstract]        
Intangible assets, amortization expense $ 16,577 $ 13,903 $ 47,410 $ 41,665
v3.20.2
Pension and Other Postretirement Plans - Net Periodic Benefit Cost (Detail) - Pension Plans [Member] - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Jul. 31, 2020
Jul. 31, 2019
Jul. 31, 2020
Jul. 31, 2019
United States [Member]        
Defined Benefit Plan Disclosure [Line Items]        
Service cost $ 5,146 $ 3,740 $ 15,439 $ 10,895
Interest cost 3,970 4,736 11,913 13,726
Expected return on plan assets (6,165) (5,908) (18,499) (17,506)
Amortization of prior service credit (21) (16) (63) (46)
Amortization of net actuarial loss 3,510 1,938 10,529 5,026
Settlement loss 2,508   2,508  
Total benefit cost 8,948 4,490 21,827 12,095
International [Member]        
Defined Benefit Plan Disclosure [Line Items]        
Service cost 519 484 1,550 1,454
Interest cost 256 416 769 1,262
Expected return on plan assets (313) (397) (948) (1,204)
Amortization of prior service credit (72) (76) (214) (228)
Amortization of net actuarial loss 739 424 2,201 1,280
Total benefit cost $ 1,129 $ 851 $ 3,358 $ 2,564
v3.20.2
Pension and Other Postretirement Plans - Additional Information (Detail)
$ in Thousands
3 Months Ended
Jul. 31, 2020
USD ($)
Lump Sum Distribution from Supplemental Executive Retirement Plan [Member]  
Defined Benefit Plan Disclosure [Line Items]  
Settlement loss $ 2,508
v3.20.2
Pension and Other Postretirement Plans - Other Postretirement Benefit Cost (Detail) - Postretirement Benefit Costs [Member] - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Jul. 31, 2020
Jul. 31, 2019
Jul. 31, 2020
Jul. 31, 2019
United States [Member]        
Defined Benefit Plan Disclosure [Line Items]        
Service cost $ 187 $ 70 $ 520 $ 401
Interest cost 657 698 1,830 2,195
Amortization of prior service credit (5) (6) (13) (20)
Amortization of net actuarial (gain) loss 380 162 1,057 467
Total benefit cost 1,219 924 3,394 3,043
International [Member]        
Defined Benefit Plan Disclosure [Line Items]        
Service cost 4 3 11 13
Interest cost 3 3 10 15
Amortization of net actuarial (gain) loss (9) (5) (27) (22)
Total benefit cost $ (2) $ 1 $ (6) $ 6
v3.20.2
Income Taxes - Additional Information (Detail) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Jul. 31, 2020
Jul. 31, 2019
Jul. 31, 2020
Jul. 31, 2019
Income Tax Disclosure [Abstract]        
Effective tax rates 8.90% 21.40% 16.00% 22.80%
Income tax provision included discrete tax benefit due to share-based payment transactions $ 11,373 $ 210 $ 14,048 $ 3,227
Provisional discrete tax (benefit) expense       4,866
Total unrecognized tax benefits 443 $ 858 $ 443 $ 858
Increase in unrecognized tax benefits $ 5,664      
v3.20.2
Accumulated Other Comprehensive Loss - Summary of Accumulated Other Comprehensive Loss (Detail) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Jul. 31, 2020
Apr. 30, 2020
Jan. 31, 2020
Jul. 31, 2019
Apr. 30, 2019
Jan. 31, 2019
Jul. 31, 2020
Jul. 31, 2019
Accumulated Other Comprehensive Income Loss [Line Items]                
Accumulated other comprehensive income (loss), Beginning balance     $ (231,881)       $ (231,881)  
Amortization of prior service costs and net actuarial losses, net of tax of $(3,026) $ 2,621     $ 2,378     9,748 $ 5,328
Foreign currency translation adjustments 28,943 $ (21,227) 2,793 $ (7,172) $ (9,064) $ 16,463 10,509 $ 227
Accumulated other comprehensive loss, Ending balance (211,624)           (211,624)  
Cumulative Translation Adjustments [Member]                
Accumulated Other Comprehensive Income Loss [Line Items]                
Accumulated other comprehensive income (loss), Beginning balance     (53,332)       (53,332)  
Foreign currency translation adjustments             10,509  
Accumulated other comprehensive loss, Ending balance (42,823)           (42,823)  
Pension And Postretirement Benefit Plan Adjustments [Member]                
Accumulated Other Comprehensive Income Loss [Line Items]                
Accumulated other comprehensive income (loss), Beginning balance     $ (178,549)       (178,549)  
Amortization of prior service costs and net actuarial losses, net of tax of $(3,026)             9,748  
Accumulated other comprehensive loss, Ending balance $ (168,801)           $ (168,801)  
v3.20.2
Accumulated Other Comprehensive Loss - Summary of Accumulated Other Comprehensive Loss (Parenthetical) (Detail)
$ in Thousands
9 Months Ended
Jul. 31, 2020
USD ($)
Accumulated Other Comprehensive Income Loss Net Of Tax [Abstract]  
Amortization of prior service costs and net actuarial losses, tax $ 3,026
v3.20.2
Stock-Based Compensation - Additional Information (Detail) - USD ($)
$ / shares in Units, $ in Thousands
3 Months Ended 9 Months Ended
Jul. 31, 2020
Jul. 31, 2019
Jul. 31, 2020
Jul. 31, 2019
Jul. 31, 2018
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]          
Maximum number of common shares available for grant 4,525   4,525    
Executive officers and other highly compensated employees salary and annual cash incentive compensation deferrals percentage, maximum     100.00%    
Executive officers share-based long-term incentive compensation deferrals percentage, maximum     90.00%    
Stock Options [Member]          
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]          
Maximum rate of stock option, description     not exceeding 25 percent per year    
Option expiring period     10 years    
Compensation expense recognized $ 2,385 $ 2,525 $ 7,648 $ 7,583  
Options exercisable beginning period     1 year    
Normal retirement age     65 years    
Period for options considered to be forfeited for retirees     12 months    
Termination period on death or disability of option holder     12 months    
Options grants in period vesting period     Dec. 28, 2017    
Unrecognized compensation cost related to unvested stock option 13,963   $ 13,963    
Weighted average period expected to be amortized, non vested shares     1 year 8 months 12 days    
Weighted-average expected volatility used     25.40% 24.30%  
Weighted average grant date fair value of stock options granted     $ 38.57 $ 31.74  
Total intrinsic value of options exercised 39,811 2,449 $ 58,758 $ 21,770  
Cash received from the exercise of stock options     $ 46,304 17,275  
Stock Options [Member] | Maximum [Member]          
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]          
Maximum rate of stock option     25.00%    
Restricted Shares and Restricted Share Units [Member] | Maximum [Member]          
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]          
Grant restricted shares transferred period     3 years    
Restricted Shares and Restricted Share Units [Member] | Minimum [Member]          
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]          
Grant restricted shares transferred period     1 year    
Restricted Stock [Member]          
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]          
Normal retirement age     65 years    
Weighted average period expected to be amortized, non vested shares     2 years    
Period for restricted shares and share units considered to be forfeited for retirees     12 months    
Restricted shares termination period for disability or death     12 months    
Restriction period for restricted shares granted     Dec. 28, 2017    
Unrecognized compensation cost related to nonvested restricted stock 5,053   $ 5,053    
Expense related to nonvested common shares 734 898 2,995 2,762  
Common share dividends amount included in compensation cost 21 22 $ 64 58  
Restricted Stock Unit [Member]          
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]          
Weighted average period expected to be amortized, non vested shares     3 months 18 days    
Period for pro-rata vesting of shares or units for non-employee directors     1 year    
Unrecognized compensation cost related to nonvested restricted stock 295   $ 295    
Expense related to nonvested common shares 299 263 883 789  
Performance Share Incentive Awards [Member]          
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]          
Compensation expense   15   $ 1,611  
Compensation credited to expense 552   2,834    
Cumulative amount recorded in shareholders' equity related to Long-Term Incentive Plan 1,455   $ 1,455    
Periods of performance considered for calculating compensation expense     3 years    
Performance Share Incentive Awards [Member] | November 25, 2019 [Member]          
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]          
Weighted average grant date fair value     $ 160.02    
Performance Share Incentive Awards [Member] | March 30, 2020 [Member]          
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]          
Weighted average grant date fair value     133.01    
Performance Share Incentive Awards [Member] | November 26, 2018 [Member]          
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]          
Weighted average grant date fair value       $ 120.12  
Performance Share Incentive Awards [Member] | July 6. 2020 [Member]          
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]          
Weighted average grant date fair value     $ 184.04    
Performance Share Incentive Awards [Member] | August 1, 2019 [Member]          
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]          
Weighted average grant date fair value       $ 138.53 $ 138.53
Performance Share Incentive Awards [Member] | November 20, 2017 [Member]          
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]          
Weighted average grant date fair value         $ 123.45
Deferred Compensation [Member]          
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]          
Common share dividends amount included in compensation cost 83 74 $ 247 $ 219  
Executive officers and other highly compensated employees salary and annual cash incentive compensation deferrals percentage, maximum     100.00%    
Executive officers share-based long-term incentive compensation deferrals percentage, maximum     90.00%    
Deferred Compensation [Member] | Directors [Member]          
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]          
Expense related to director deferred compensation $ 44 $ 38 $ 130 $ 113  
v3.20.2
Stock-Based Compensation - Summarized Activity Related to Stock Options (Detail) - Stock Options [Member]
$ / shares in Units, shares in Thousands, $ in Thousands
9 Months Ended
Jul. 31, 2020
USD ($)
$ / shares
shares
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]  
Number of Options, Outstanding, Beginning balance | shares 1,787
Number of Options, Granted | shares 391
Number of Options, Exercised | shares (587)
Number of Options, Forfeited or expired | shares (39)
Number of Options, Outstanding, Ending balance | shares 1,552
Number of Options, Expected to vest | shares 853
Number of Options, Exercisable | shares 689
Weighted-Average Exercise Price Per Share, Outstanding, Beginning balance | $ / shares $ 97.74
Weighted-Average Exercise Price Per Share, Granted | $ / shares 166.38
Weighted-Average Exercise Price Per Share, Exercised | $ / shares 78.87
Weighted-Average Exercise Price Per Share, Forfeited or expired | $ / shares 144.70
Weighted-Average Exercise Price Per Share, Outstanding, Ending balance | $ / shares 121.00
Weighted-Average Exercise Price Per Share, Expected to vest | $ / shares 141.34
Weighted-Average Exercise Price Per Share, Exercisable | $ / shares $ 95.33
Aggregate Intrinsic Value, Outstanding | $ $ 112,752
Aggregate Intrinsic Value, Expected to vest | $ 44,597
Aggregate Intrinsic Value, Exercisable | $ $ 67,769
Weighted Average Remaining Term, Outstanding 7 years 2 months 12 days
Weighted Average Remaining Term, Expected to vest 8 years 4 months 24 days
Weighted Average Remaining Term, Exercisable 5 years 8 months 12 days
v3.20.2
Stock-Based Compensation - Fair Value Assumptions of Stock Options (Detail) - Stock Options [Member]
9 Months Ended
Jul. 31, 2020
Jul. 31, 2019
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Expected volatility, Minimum 24.50% 24.10%
Expected volatility, Maximum 30.50% 24.50%
Expected dividend yield   1.04%
Risk-free interest rate, Minimum 0.44% 2.84%
Risk-free interest rate, Maximum 1.69% 2.95%
Minimum [Member]    
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Expected dividend yield 0.87%  
Expected life of the option (in years) 5 years 3 months 18 days 5 years 3 months 18 days
Maximum [Member]    
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Expected dividend yield 1.16%  
Expected life of the option (in years) 6 years 3 months 18 days 6 years 2 months 12 days
v3.20.2
Stock-Based Compensation - Summarized Activity Related to Restricted Stock (Detail) - Restricted Stock [Member]
shares in Thousands
9 Months Ended
Jul. 31, 2020
$ / shares
shares
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]  
Number of Restricted Shares/Units, Beginning balance | shares 66
Number of Restricted Shares, Granted | shares 25
Number of Restricted Shares, Forfeited | shares (6)
Number of Restricted Shares, Vested | shares (26)
Number of Restricted Shares/Units, Ending balance | shares 59
Weighted-Average Grant Date Fair Value, Restricted Shares, Beginning balance | $ / shares $ 126.83
Weighted-Average Grant Date Fair Value, Granted | $ / shares 169.62
Weighted-Average Grant Date Fair Value, Forfeited | $ / shares 131.06
Weighted-Average Grant Date Fair Value, Vested | $ / shares 120.23
Weighted-Average Grant Date Fair Value, Restricted Shares, Ending balance | $ / shares $ 147.17
v3.20.2
Stock-Based Compensation - Summarized Activity Related to Restricted Stock Units (Detail) - Restricted Stock Unit [Member]
shares in Thousands
9 Months Ended
Jul. 31, 2020
$ / shares
shares
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]  
Number of Restricted Share Units, Granted | shares 7
Number of Restricted Shares/Units, Ending balance | shares 7
Weighted-Average Grant Date Fair Value, Granted | $ / shares $ 160.68
Weighted-Average Grant Date Fair Value, Restricted Shares, Ending balance | $ / shares $ 160.68
v3.20.2
Stock-Based Compensation - Summarized Activity Related to Director Deferred Compensation Shares (Detail) - Directors [Member] - Deferred Compensation Share Equivalent Units [Member]
shares in Thousands
9 Months Ended
Jul. 31, 2020
$ / shares
shares
Deferred Compensation Arrangement With Individual Share Based Payments [Line Items]  
Number of Shares, Outstanding, Beginning balance | shares 114
Number of Shares, Dividend equivalents | shares 1
Number of Shares, Outstanding, Ending balance | shares 115
Weighted-Average Grant Date Fair Value, Beginning balance | $ / shares $ 55.52
Weighted-Average Grant Date Fair Value, Dividend equivalents | $ / shares 164.44
Weighted-Average Grant Date Fair Value, Ending balance | $ / shares $ 56.27
v3.20.2
Warranties - Additional Information (Detail)
9 Months Ended
Jul. 31, 2020
Guarantees [Abstract]  
Product warranty period 1 year
v3.20.2
Warranties - Reconciliation of Product Warranty Liability (Detail) - USD ($)
$ in Thousands
9 Months Ended
Jul. 31, 2020
Jul. 31, 2019
Guarantees [Abstract]    
Beginning balance at October 31 $ 11,006 $ 12,195
Accruals for warranties 8,219 7,628
Warranty payments (8,180) (7,837)
Currency effect 221 (78)
Ending balance $ 11,266 $ 11,908
v3.20.2
Operating Segments - Additional Information (Detail)
9 Months Ended
Jul. 31, 2020
Segment
Segment Reporting [Abstract]  
Number of operating segments 2
v3.20.2
Operating Segments - Segments (Detail) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Jul. 31, 2020
Jul. 31, 2019
Jul. 31, 2020
Jul. 31, 2019
Segment Reporting Information [Line Items]        
Net external sales $ 538,181 $ 559,746 $ 1,562,575 $ 1,608,775
Operating profit (loss) 112,055 130,276 312,177 343,453
Operating Segments [Member]        
Segment Reporting Information [Line Items]        
Net external sales 538,181 559,746 1,562,575 1,608,775
Operating profit (loss) 112,055 130,276 312,177 343,453
Operating Segments [Member] | Industrial Precision Solutions [Member]        
Segment Reporting Information [Line Items]        
Net external sales 288,965 306,648 835,038 871,925
Operating profit (loss) 74,744 88,811 207,603 229,702
Operating Segments [Member] | Advanced Technology Solutions [Member]        
Segment Reporting Information [Line Items]        
Net external sales 249,216 253,098 727,537 736,850
Operating profit (loss) 49,952 53,562 140,928 150,882
Corporate [Member]        
Segment Reporting Information [Line Items]        
Operating profit (loss) $ (12,641) $ (12,097) $ (36,354) $ (37,131)
v3.20.2
Operating Segments - Reconciliation of Segment Operating Income to Consolidated Income Before Income Taxes (Detail) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Jul. 31, 2020
Jul. 31, 2019
Jul. 31, 2020
Jul. 31, 2019
Segment Reporting [Abstract]        
Total profit for reportable segments $ 112,055 $ 130,276 $ 312,177 $ 343,453
Interest expense (7,314) (11,500) (25,348) (36,238)
Interest and investment income 434 511 1,301 1,153
Other - net (9,668) 210 (12,943) (4,546)
Income before income taxes $ 95,507 $ 119,497 $ 275,187 $ 303,822
v3.20.2
Operating Segments - Sales Information by Geographic Regions (Detail) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Jul. 31, 2020
Jul. 31, 2019
Jul. 31, 2020
Jul. 31, 2019
Net external sales        
Net external sales $ 538,181 $ 559,746 $ 1,562,575 $ 1,608,775
United States [Member]        
Net external sales        
Net external sales 183,508 190,460 560,941 551,510
Americas [Member]        
Net external sales        
Net external sales 38,265 47,040 106,021 123,159
Europe [Member]        
Net external sales        
Net external sales 132,107 143,449 394,554 425,650
Japan [Member]        
Net external sales        
Net external sales 31,226 30,488 90,353 89,566
Asia Pacific [Member]        
Net external sales        
Net external sales $ 153,075 $ 148,309 $ 410,706 $ 418,890
v3.20.2
Fair Value Measurements - Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) - Recurring [Member] - USD ($)
$ in Thousands
Jul. 31, 2020
Oct. 31, 2019
Assets:    
Foreign currency forward contracts [1] $ 22,241 $ 5,042
Total assets at fair value 22,241 5,042
Liabilities:    
Deferred compensation plans [2] 12,030 11,850
Foreign currency forward contracts [1] 6,484 2,381
Total liabilities at fair value 18,514 14,231
Level 2 [Member]    
Assets:    
Foreign currency forward contracts [1] 22,241 5,042
Total assets at fair value 22,241 5,042
Liabilities:    
Deferred compensation plans [2] 12,030 11,850
Foreign currency forward contracts [1] 6,484 2,381
Total liabilities at fair value $ 18,514 $ 14,231
[1] We enter into foreign currency forward contracts to reduce the risk of foreign currency exposures resulting from receivables, payables, intercompany receivables, intercompany payables and loans denominated in foreign currencies. Foreign exchange contracts are valued using market exchange rates. These foreign exchange contracts are not designated as hedges.
[2] Executive officers and other highly compensated employees may defer up to 100 percent of their salary and annual cash incentive compensation and for executive officers, up to 90 percent of their long-term incentive compensation, into various non-qualified deferred compensation plans. Deferrals can be allocated to various market performance measurement funds. Changes in the value of compensation deferred under these plans are recognized each period based on the fair value of the underlying measurement funds.
v3.20.2
Fair Value Measurements - Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis (Parenthetical) (Detail)
9 Months Ended
Jul. 31, 2020
Fair Value Disclosures [Abstract]  
Executive officers and other highly compensated employees salary and annual cash incentive compensation deferrals percentage, maximum 100.00%
Executive officers share-based long-term incentive compensation deferrals percentage, maximum 90.00%
v3.20.2
Fair Value Measurements - Carrying Amounts and Fair Values of Financial Instruments, Other than Cash and Cash Equivalents, Receivables and Accounts Payable (Detail)
$ in Thousands
Jul. 31, 2020
USD ($)
Schedule Of Carrying Amounts And Fair Values Of Financial Instruments [Abstract]  
Long-term debt (including current portion), excluding unamortized debt issuance costs, Carrying Amount $ 1,264,680
Long-term debt (including current portion), excluding unamortized debt issuance costs, Fair Value $ 1,330,739
v3.20.2
Derivative Financial Instruments - Additional Information (Detail) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Jul. 31, 2020
Jul. 31, 2019
Jul. 31, 2020
Jul. 31, 2019
Derivative Instruments And Hedging Activities Disclosure [Abstract]        
Maturity of foreign currency forward contracts     90 days  
Gains (losses) on foreign currency forward contracts $ 17,255 $ 975 $ 13,096 $ 769
Gains (losses) in fair value of balance sheet positions denominated in foreign currencies $ (20,809) $ 407 $ (13,658) $ 267
v3.20.2
Derivative Financial Instruments - Outstanding Currency, Forward Exchange Contracts (Detail) - Foreign Currency Forward Contracts [Member] - USD ($)
$ in Thousands
Jul. 31, 2020
Jul. 31, 2019
Sell [Member]    
Derivative [Line Items]    
Notional Amounts of foreign currency derivative contracts $ 205,754 $ 278,813
Buy [Member]    
Derivative [Line Items]    
Notional Amounts of foreign currency derivative contracts 457,903 408,006
Euro [Member] | Sell [Member]    
Derivative [Line Items]    
Notional Amounts of foreign currency derivative contracts 108,856 219,910
Euro [Member] | Buy [Member]    
Derivative [Line Items]    
Notional Amounts of foreign currency derivative contracts 207,198 90,043
British Pound [Member] | Sell [Member]    
Derivative [Line Items]    
Notional Amounts of foreign currency derivative contracts 18,861 20,542
British Pound [Member] | Buy [Member]    
Derivative [Line Items]    
Notional Amounts of foreign currency derivative contracts 60,397 45,955
Japanese Yen [Member] | Sell [Member]    
Derivative [Line Items]    
Notional Amounts of foreign currency derivative contracts 15,815 32,560
Japanese Yen [Member] | Buy [Member]    
Derivative [Line Items]    
Notional Amounts of foreign currency derivative contracts 32,009 48,670
Australian Dollar [Member] | Sell [Member]    
Derivative [Line Items]    
Notional Amounts of foreign currency derivative contracts 174 350
Australian Dollar [Member] | Buy [Member]    
Derivative [Line Items]    
Notional Amounts of foreign currency derivative contracts 7,682 7,683
Hong Kong Dollar [Member] | Sell [Member]    
Derivative [Line Items]    
Notional Amounts of foreign currency derivative contracts 56,279 1,209
Hong Kong Dollar [Member] | Buy [Member]    
Derivative [Line Items]    
Notional Amounts of foreign currency derivative contracts 74,714 136,818
Singapore Dollar [Member] | Sell [Member]    
Derivative [Line Items]    
Notional Amounts of foreign currency derivative contracts 1,357 782
Singapore Dollar [Member] | Buy [Member]    
Derivative [Line Items]    
Notional Amounts of foreign currency derivative contracts 15,982 15,449
Others [Member] | Sell [Member]    
Derivative [Line Items]    
Notional Amounts of foreign currency derivative contracts 4,412 3,460
Others [Member] | Buy [Member]    
Derivative [Line Items]    
Notional Amounts of foreign currency derivative contracts $ 59,921 $ 63,388
v3.20.2
Leases - Schedule of Additional Lease Information Under Finance and Operating Leases (Detail) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Jul. 31, 2020
Jul. 31, 2020
Leases [Abstract]    
Amortization of right of use assets $ 1,779 $ 5,293
Interest 93 266
Lease Cost [1] 1,872 5,559
Short-term and variable lease cost [1] 200 1,023
Total lease cost 2,072 6,582
Lease Cost [1] 5,406 16,073
Short-term and variable lease cost [1] 617 1,917
Total lease cost $ 6,023 $ 18,000
[1] Lease costs are recorded in both Cost of sales and Selling and administrative expenses on the Consolidated Statements of Income
v3.20.2
Leases - Schedule of Supplemental Cash Flow Information Related to Leases (Detail) - USD ($)
$ in Thousands
9 Months Ended
Jul. 31, 2020
Jul. 31, 2019
Finance Leases    
Cash outflows for leases $ 5,814 $ 4,442
Weighted average remaining lease term (years) 4 years 8 months 19 days  
Weighted average discount rate 2.51%  
Operating Leases    
Cash outflows for leases $ 15,935  
Weighted average remaining lease term (years) 10 years 5 months 23 days  
Weighted average discount rate 1.69%  
v3.20.2
Leases - Schedule of Reconciliation of Undiscounted Cash Flows for Operating and Finance Lease Liabilities (Detail)
$ in Thousands
Jul. 31, 2020
USD ($)
Finance Lease [Abstract]  
2020 $ 6,479
2021 4,445
2022 2,735
2023 1,130
2024 669
Later years 3,210
Total minimum lease payments 18,668
Amounts representing interest 1,462
Present value of minimum lease payments 17,206
Operating Lease [Abstract]  
2020 20,709
2021 19,056
2022 16,106
2023 14,163
2024 12,160
Later years 68,085
Total minimum lease payments 150,279
Amounts representing interest 14,034
Present value of minimum lease payments $ 136,245
v3.20.2
Long-Term Debt - Long-Term Debt (Detail) - USD ($)
$ in Thousands
Jul. 31, 2020
Oct. 31, 2019
Debt Instrument [Line Items]    
Private shelf facility, due 2020 $ 5,556 $ 30,556
Development loans, due 2020-2026   951
Long-term Debt 1,268,192 1,248,383
Less current maturities 43,598 168,738
Less unamortized debt issuance costs 3,512 4,241
Long-term maturities 1,221,082 1,075,404
Senior Notes, Due 2020-2025 [Member]    
Debt Instrument [Line Items]    
Senior notes 109,900 140,800
Senior Notes, Due 2020-2027 [Member]    
Debt Instrument [Line Items]    
Senior notes 85,714 92,857
Senior Notes, Due 2023-2030 [Member]    
Debt Instrument [Line Items]    
Senior notes 350,000 350,000
Term Loan, Due 2022-2024 [Member]    
Debt Instrument [Line Items]    
Term loan 405,000 505,000
Euro Loan, Due 2023 [Member]    
Debt Instrument [Line Items]    
Euro loan $ 312,022 $ 128,219
v3.20.2
Long-term Debt - Additional Information (Detail)
€ in Thousands
1 Months Ended 9 Months Ended 12 Months Ended
Oct. 31, 2011
USD ($)
Mar. 31, 2020
EUR (€)
Apr. 30, 2019
USD ($)
Jun. 30, 2018
USD ($)
Jul. 31, 2015
USD ($)
Jul. 31, 2020
USD ($)
Oct. 31, 2016
USD ($)
Oct. 31, 2015
USD ($)
Oct. 31, 2012
USD ($)
Jul. 31, 2020
EUR (€)
Oct. 31, 2019
USD ($)
Debt Instrument [Line Items]                      
Outstanding balance           $ 5,556,000         $ 30,556,000
Revolving Credit Agreement [Member]                      
Debt Instrument [Line Items]                      
Term loan expiration     2024-04                
Debt instrument, covenant compliance description           We were in compliance with all covenants at July 31, 2020, and the amount we could borrow under the facility would not have been limited by any debt covenants.          
Revolving credit facility     $ 850,000,000                
Credit facility, term     5 years                
Outstanding balance           $ 0         0
Revolving Credit Agreement [Member] | Swing Line Loans [Member]                      
Debt Instrument [Line Items]                      
Revolving credit facility     $ 75,000,000                
Syndicated Revolving Credit Agreement [Member]                      
Debt Instrument [Line Items]                      
Revolving credit facility expiration     2020-02                
Three-year Note Purchase and Private Shelf Agreement [Member]                      
Debt Instrument [Line Items]                      
Term loan expiration 2020-09                    
Debt instrument, covenant compliance description           We were in compliance with all covenants at July 31, 2020.          
Debt instrument, face amount $ 150,000,000                    
Debt instrument, fixed interest rates 2.21%                    
Period of agreement           3 years          
Maximum credit facility             $ 200,000,000 $ 180,000,000      
Outstanding balance           $ 5,556,000         30,556,000
Tranche One Euro Loan, Due in March 2023 [Member] | Bank of America [Member]                      
Debt Instrument [Line Items]                      
Term loan | €   € 115,000                  
Term loan expiration   2023-03                  
Tranche Two Euro Loan, Due in March 2023 [Member] | Bank of America [Member]                      
Debt Instrument [Line Items]                      
Term loan | €   € 150,000                  
Term loan expiration   2023-03                  
Euro Loan, Due 2023 [Member]                      
Debt Instrument [Line Items]                      
Euro loan           $ 312,022,000         128,219,000
Euro Loan, Due 2023 [Member] | Bank of America [Member]                      
Debt Instrument [Line Items]                      
Weighted average interest rate for borrowings           0.71%       0.71%  
Euro loan           $ 312,022,000       € 265,000  
Debt instrument, covenant compliance description           We were in compliance with all covenants at July 31, 2020.          
Term Loan Facility [Member] | Group of Banks [Member]                      
Debt Instrument [Line Items]                      
Term loan     $ 605,000,000     $ 405,000,000          
Weighted average interest rate for borrowings           0.82%       0.82%  
Debt instrument, covenant compliance description           We were in compliance with all covenants at July 31, 2020.          
Term Loan Due in September 2022 [Member] | Group of Banks [Member]                      
Debt Instrument [Line Items]                      
Term loan           $ 200,000,000          
Term Loan Due in March 2024 [Member] | Group of Banks [Member]                      
Debt Instrument [Line Items]                      
Term loan           $ 205,000,000          
Senior Notes, Due 2023-2030 [Member]                      
Debt Instrument [Line Items]                      
Debt instrument, covenant compliance description           We were in compliance with all covenants at July 31, 2020.          
Debt instrument, face amount       $ 350,000,000              
Outstanding balance           $ 350,000,000         350,000,000
Senior Notes, Due 2023-2030 [Member] | Minimum [Member]                      
Debt Instrument [Line Items]                      
Term loan expiration       2023-06              
Debt instrument, fixed interest rates       3.71%              
Senior Notes, Due 2023-2030 [Member] | Maximum [Member]                      
Debt Instrument [Line Items]                      
Term loan expiration       2030-06              
Debt instrument, fixed interest rates       4.17%              
Senior Notes, Due 2020-2027 [Member]                      
Debt Instrument [Line Items]                      
Outstanding balance           $ 85,714,000         92,857,000
Senior Notes, Due 2020-2027 [Member] | Senior Unsecured Notes [Member]                      
Debt Instrument [Line Items]                      
Debt instrument, covenant compliance description           We were in compliance with all covenants at July 31, 2020.          
Debt instrument, face amount         $ 100,000,000            
Outstanding balance           $ 85,714,000         92,857,000
Senior Notes, Due 2020-2027 [Member] | Senior Unsecured Notes [Member] | Minimum [Member]                      
Debt Instrument [Line Items]                      
Term loan expiration         2021-07            
Debt instrument, fixed interest rates         2.89%            
Senior Notes, Due 2020-2027 [Member] | Senior Unsecured Notes [Member] | Maximum [Member]                      
Debt Instrument [Line Items]                      
Term loan expiration         2027-07            
Debt instrument, fixed interest rates         3.19%            
Senior Notes, Due 2020-2025 [Member]                      
Debt Instrument [Line Items]                      
Outstanding balance           $ 109,900,000         140,800,000
Senior Notes, Due 2020-2025 [Member] | Senior Unsecured Notes [Member]                      
Debt Instrument [Line Items]                      
Debt instrument, covenant compliance description           We were in compliance with all covenants at July 31, 2020.          
Debt instrument, face amount                 $ 200,000,000    
Outstanding balance           $ 109,900,000         $ 140,800,000
Senior Notes, Due 2020-2025 [Member] | Senior Unsecured Notes [Member] | Minimum [Member]                      
Debt Instrument [Line Items]                      
Term loan expiration                 2021-07    
Debt instrument, fixed interest rates                 2.62%    
Senior Notes, Due 2020-2025 [Member] | Senior Unsecured Notes [Member] | Maximum [Member]                      
Debt Instrument [Line Items]                      
Term loan expiration                 2025-07    
Debt instrument, fixed interest rates                 3.13%    
v3.20.2
Contingencies - Additional Information (Details) - USD ($)
$ in Thousands
Jul. 31, 2020
Oct. 31, 2019
Commitments And Contingencies Disclosure [Abstract]    
Accrual for environmental liability $ 360 $ 401