Reports $1.56 Earnings Per Share from Continuing Operations for the
Third Quarter 2015, a 19% Increase Over the Prior Year
CHARLOTTE, N.C.--(BUSINESS WIRE)--
Carlisle Companies Incorporated (NYSE:CSL) reported net sales from
continuing operations of $973.1 million for the quarter ended September
30, 2015, a 7.6% increase from $904.1 million in the third quarter 2014.
Net sales from the acquisition of the Finishing Brands business, which
now constitutes the Carlisle Fluid Technologies (CFT) segment,
contributed 7.5% to net sales in the third quarter. Net sales from the
acquisition of LHi Technology (LHi), reported in the Carlisle
Interconnect Technologies (CIT) segment, contributed 2.9% to net sales.
Organic net sales (defined as net sales excluding sales from
acquisitions within the last twelve months, as well as the impact of
changes in foreign exchange rates versus the U.S. Dollar) declined by
1.0%. Fluctuations from foreign exchange had a negative impact to net
sales of 1.8%.
Income from continuing operations in the third quarter 2015 increased
20% to a record $103.6 million, compared with $86.3 million in the third
quarter 2014, reflecting lower raw material costs, savings from the
Carlisle Operating System and contribution from acquisitions. These
positive impacts were partially offset by lower selling price and
foreign exchange fluctuations. On a per share basis, income from
continuing operations in the third quarter 2015 increased 19% to $1.56
per diluted share, from $1.31 per diluted share in the prior year.
All financial and percentage comparisons in our third quarter reporting
are made to the same quarter of the previous year, unless otherwise
stated. On April 1, 2015, the Company completed the acquisition of the
Finishing Brands business. Beginning in the second quarter 2015, the
Company added a reportable segment, Carlisle Fluid Technologies, to
reflect the acquisition of Finishing Brands. This press release also
includes a comparison of three and nine months ended September 30, 2015
to 2014 selected financial results on a pro forma basis for Carlisle and
the CFT segment, which assumes the acquisition of Finishing Brands had
occurred on January 1, 2014. For selected pro forma information and
reconciliation to the reported GAAP amounts, refer to the financial
exhibits.
Comment
David A. Roberts, Chairman and Chief Executive Officer, said, “We
achieved record performance in the third quarter for EBIT (earnings
before interest and income taxes), EBIT margin and net earnings. In
addition, performance improved significantly from the second quarter at
our two most recent acquisitions, Carlisle Fluid Technologies and LHi.
Our organic net sales decreased 1.0% for the quarter. Despite slightly
lower organic net sales, we achieved 21% growth in EBIT and our EBIT
margin increased 180 basis points to a record high of 16.6%.
“At Carlisle Construction Materials (CCM), we remained resolute in
maintaining selling price in the commercial roofing market. Partly as a
result, CCM net sales in the third quarter were lower organically by
1.2%. Despite the lower sales, CCM’s EBIT performance was excellent in
the third quarter. EBIT grew 19% and EBIT margin expanded 380 basis
points to a record high 20.3%, reflecting lower raw material costs,
savings from the Carlisle Operating System and the non-recurrence of
plant startup costs. While our net sales results were lower in the third
quarter than previously expected, we remain positive about the strength
and outlook for the commercial roofing market. For the full year, we
expect low-to-mid single digit net sales growth and record EBIT and EBIT
margin at CCM.
“Carlisle Interconnect Technologies’ (CIT) net sales grew 23% during the
quarter, reflecting 16% growth from the acquisition of LHi and organic
net sales growth of 7.4%. CIT continued its excellent track record in
the aerospace market as net sales grew 8% despite contractual selling
price reductions. CIT’s EBIT margin of 20.4% was outstanding. Also
impressive was the EBIT margin contribution from the LHi medical
acquisition of 13.1%, a 480 basis point increase from its margin
contribution in the second quarter. We continue to expect record
performance from CIT for the full year.
“Net sales at Carlisle Fluid Technologies (CFT) were $67.9 million in
the third quarter. Sequentially, CFT’s sales reflect a 10% increase over
net sales in the second quarter of 2015. CFT achieved an impressive EBIT
margin of 14.9% in the third quarter which includes approximately 630
basis points of acquisition related amortization expense. The quarter’s
strong performance is evidence of the significant potential of this
segment. As previously announced, Barry Holt was appointed President of
CFT. Barry brings with him the leadership and industry experience to
solidify CFT as another strong growth platform for Carlisle.
“At Carlisle Brake & Friction (CBF), we continue to experience new lows
in our key markets due to the continued global economic slowdown. Net
sales at CBF declined 21% in the third quarter, consisting of a 16%
decline in volume and a 4.8% decline due to foreign exchange. CBF’s EBIT
was only marginally positive in the third quarter due to the significant
sales decline as well as $1.1 million in severance charges. We believe
we have seen the bottom of this cycle but do not see signs of recovery
in the near term. As recently announced, Ted Messmer was appointed
President of CBF, bringing with him extensive leadership experience.
“Carlisle FoodService Products’ (CFS) results were slightly higher in
the third quarter in both net sales and EBIT reflecting growth in our
foodservice and janitorial/sanitation markets. EBIT margin for the
quarter was 12.4%, a 30 basis point improvement over the prior year.
“We generated $189 million in free cash flow in the third quarter and
ended the quarter with $354 million cash on hand. Year-to-date we’ve
returned $111 million in capital to shareholders through dividends and
share repurchases.”
Roberts concluded by stating, “We continue to expect 2015 to be an
outstanding year for Carlisle with the establishment of the CFT segment
and record results at CCM and CIT. We now expect organic net sales
growth to be in the low-to-mid single digit percent range. We expect
EBIT and EBIT margin improvement primarily from continued favorable raw
material conditions, savings from the Carlisle Operating System, and
sales growth leverage. Capital expenditures are expected to be between
$70 million and $80 million in 2015. We remain favorably positioned with
our liquidity and strong balance sheet to continue to pursue growth
opportunities both organically and through acquisitions, while returning
value to shareholders.”
Segment Results for Third Quarter 2015
Carlisle Construction Materials (CCM): Net sales in the third
quarter 2015 declined 3.2% to $570.1 million, reflecting a 2.0% negative
impact due to foreign exchange fluctuations and a decline in organic net
sales of 1.2%. CCM’s organic net sales decline reflected slightly lower
selling price and flat volume. CCM’s EBIT margin rose 380 basis points
to 20.3%, primarily reflecting lower raw material costs, savings from
the Carlisle Operating System and the non-recurrence of plant startup
expenses of $2.0 million in the prior year. These positive impacts were
partially offset by lower selling price, unfavorable changes in mix and
the negative impact from foreign exchange fluctuations.
Carlisle Interconnect Technologies (CIT): Net sales in the third
quarter 2015 grew 23% to $202.3 million, reflecting acquisition growth
of 16% and organic growth of 7.4%. Net sales in CIT’s aerospace market
were up 8%. Net sales to the military market were up 10%. Net sales into
the test and measurement market were flat reflecting timing of orders
from larger customers. Net sales to the industrial market were down 20%.
The acquisition of LHi in the medical market contributed $25.9 million
in net sales and $3.4 million in EBIT. CIT’s EBIT margin of 20.4%
remained relatively level with the prior year, despite the impact of
lower selling price from contractual reductions and the dilutive impact
of LHi on EBIT margin. These negative impacts were offset by higher
organic net sales volume, savings from the Carlisle Operating System and
favorable changes in mix.
Carlisle Fluid Technologies (CFT): Net sales in the third quarter
2015 were $67.9 million. On a pro forma basis, net sales in the third
quarter grew 2.6% versus pro forma net sales in the prior year,
primarily reflecting 9.7% organic net sales growth partially offset by a
7.1% negative impact due to foreign currency fluctuations. On a pro
forma basis, CFT’s EBIT margin for the third quarter of 2015 increased
250 basis points to 14.9% from the prior period due primarily to higher
selling price, net sales volume growth and favorable changes in mix.
Included in CFT’s EBIT for the third quarter 2015 was $0.4 million in
severance expense.
Carlisle Brake & Friction (CBF): Net sales in the third
quarter of 2015 declined 21% to $70.7 million, comprised of 16% lower
organic net sales and a 4.8% negative impact on net sales from foreign
exchange rate fluctuations. Net sales in the construction market
declined by 29%. Net sales in the agriculture and mining markets
declined by 16% and 24%, respectively. CBF’s EBIT margin during the
third quarter decreased 610 basis points to 0.7%, primarily due to lower
sales volume and the negative impact of foreign exchange. Included in
CBF’s EBIT in the third quarter was $1.1 million in severance related
expense.
Carlisle FoodService Products (CFS): Net sales in the third
quarter 2015 grew 1.3% to $62.1 million. Net sales in the foodservice
and janitorial/sanitation markets grew by 2% and 5%, respectively. Net
sales in the healthcare market declined by 2%. CFS’ EBIT margin during
the quarter grew 30 basis points to 12.4% on lower raw material costs
and operating efficiencies, partially offset by lower selling price
related to incentives.
Corporate Expense
The $2.8 million increase in Corporate expense in the third quarter 2015
included increased spending on incentive payouts related to the Carlisle
Operating System.
Cash Flow
Cash flow provided from operations of $352.9 million for the nine months
ended September 30, 2015 was $188.2 million higher than cash provided of
$164.7 million for the prior year period primarily due to higher net
earnings and lower usage of cash for working capital in 2015 versus the
prior period. For the first nine months of 2015, average working capital
(defined as the average of the quarter-end balances, excluding current
year acquisitions, of receivables, plus inventory less accounts payable)
as a percentage of annualized sales (defined as year-to-date net sales
from continuing operations, excluding current year acquisitions,
calculated on an annualized basis) increased to 18.3%, as compared to
17.7% for the prior year.
Free cash flow (defined as cash provided by operating activities less
capital expenditures, and comprised of continuing and discontinued
operations) was $304.2 million for the first nine months of 2015, an
increase of $232.6 million versus the prior year. The increase in free
cash flow was primarily attributable to increased cash provided from
operations and lower capital expenditures in the first nine months of
2015 versus the prior year.
Net cash used in investing activities of $647.5 million for the nine
months ended September 30, 2015 included $598.9 million used for the
acquisition of Finishing Brands, net of cash acquired. Total cash used
for the acquisition of Finishing Brands includes a final working capital
adjustment of $21.1 million that was paid to the seller in the third
quarter of 2015.
During the first nine months of 2015, the Company repurchased 591,062
shares under our share repurchase program. The Company increased its
dividend by 20% during the third quarter 2015, reflecting the 39th
year of consecutive dividend increases.
Conference Call and Webcast
The Company will discuss third quarter 2015 results on a conference call
at 8:00 a.m. ET today. The call may be accessed live by going to the
Investor Relations section of the Carlisle website (http://www.carlisle.com/investor-relations/events-and-webcasts/default.aspx),
or the taped call may be listened to shortly following the live call at
the same website location. A PowerPoint presentation will accompany the
call and can be found on the Carlisle website as well.
Forward-Looking Statements
This press release contains forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking
statements generally use words such as “expect,” “foresee,”
“anticipate,” “believe,” “project,” “should,” “estimate,” “will,”
“plans,” “forecast,” and similar expressions, and reflect our
expectations concerning the future. It is possible that our
future performance may differ materially from current expectations
expressed in these forward-looking statements, due to a variety of
factors such as: increasing price and product/service competition by
foreign and domestic competitors, including new entrants; technological
developments and changes; the ability to continue to introduce
competitive new products and services on a timely, cost-effective basis;
our mix of products/services; increases in raw material costs which
cannot be recovered in product pricing; domestic and foreign
governmental and public policy changes including environmental and
industry regulations; threats associated with and efforts to combat
terrorism; protection and validity of patent and other intellectual
property rights; the successful integration and identification of our
strategic acquisitions; the cyclical nature of our businesses; and the
outcome of pending and future litigation and governmental proceedings.
In addition, such statements could be affected by general industry and
market conditions and growth rates, the condition of the financial and
credit markets, and general domestic and international economic
conditions including interest rate and currency exchange rate
fluctuations. Further, any conflict in the international arena
may adversely affect general market conditions and our future
performance. We refer you to the documents we file from time to
time with the Securities and Exchange Commission, such as our reports on
Form 10-K, Form 10-Q and Form 8-K, for a discussion of these and other
risks and uncertainties that could cause our actual results to differ
materially from our current expectations and from the forward-looking
statements contained in this press release. We undertake no
obligation to update any forward-looking statement.
About Carlisle Companies Incorporated
Carlisle Companies Incorporated is a global diversified company that
designs, manufactures and markets a wide range of products that serve a
broad range of niche markets including commercial roofing, energy,
agriculture, mining, construction, aerospace and defense electronics,
medical technology, foodservice, healthcare, sanitary maintenance,
transportation, general industrial, protective coating, wood, specialty
and auto refinishing. Through our group of decentralized operating
companies led by entrepreneurial management teams, we bring innovative
product solutions to solve the challenges facing our customers. Our
worldwide team of employees, who generated $3.2 billion in net sales in
2014, is focused on continuously improving the value of the Carlisle
brand by developing the best products, ensuring the highest quality and
providing unequaled customer service in the many industries we serve.
Learn more about Carlisle at www.carlisle.com.
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Carlisle Companies Incorporated
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Unaudited Condensed Consolidated Statements of Earnings
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Three Months Ended September 30,
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Nine Months Ended September 30,
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(in millions except share and per share amounts)
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2015
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2014
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2015
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2014
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Net Sales
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$
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973.1
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$
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904.1
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$
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2,667.0
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$
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2,414.0
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Cost and expenses:
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Cost of goods sold
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677.6
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667.0
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1,913.1
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1,790.2
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Selling and administrative expenses
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121.7
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94.4
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345.4
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282.0
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Research and development expenses
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11.3
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8.6
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31.0
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25.0
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Other expense (income), net
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0.7
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0.1
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1.3
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(2.5)
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Earnings before interest and income taxes
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161.8
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134.0
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376.2
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319.3
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Interest expense, net
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8.7
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7.7
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25.6
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23.8
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Earnings before income taxes from continuing operations
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153.1
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|
126.3
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|
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350.6
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295.5
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Income tax expense
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49.5
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40.0
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112.7
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|
97.1
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Income from continuing operations
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103.6
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86.3
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237.9
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198.4
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Discontinued operations
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Loss before income taxes
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-
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(0.6)
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-
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(1.7)
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Income tax benefit
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-
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(1.6)
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-
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(1.7)
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Income from discontinued operations
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-
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1.0
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-
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-
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Net income
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$
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103.6
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$
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87.3
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$
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237.9
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$
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198.4
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Basic earnings per share attributable to common shares(1)
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Income from continuing operations
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$
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1.59
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$
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1.34
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$
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3.64
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$
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3.07
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Income from discontinued operations
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-
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0.01
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-
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-
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Basic earnings per share
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$
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1.59
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$
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1.35
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$
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3.64
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$
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3.07
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Diluted earnings per share attributable to common shares(1)
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Income from continuing operations
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$
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1.56
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$
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1.31
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$
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3.58
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$
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3.01
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Income from discontinued operations
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-
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0.01
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-
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-
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Diluted earnings per share
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$
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1.56
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$
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1.32
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$
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3.58
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$
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3.01
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Average shares outstanding - in thousands
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Basic
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64,970
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64,149
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64,952
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64,043
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Diluted
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65,987
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65,447
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66,052
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65,315
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Dividends declared and paid
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$
|
19.6
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$
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16.2
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$
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52.7
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$
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45.0
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Dividends declared and paid per share
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$
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0.30
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$
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0.25
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$
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0.80
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$
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0.69
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(1) Numerator for basic and diluted EPS calculated based
on "two-class" method of computing earnings per share:
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Income from continuing operations
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$
|
103.1
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$
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85.7
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$
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236.3
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$
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196.8
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Net income
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$
|
103.1
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$
|
86.7
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$
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236.3
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$
|
196.8
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|
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Carlisle Companies Incorporated
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Unaudited Segment Information
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Three Months Ended
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Increase
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Nine Months Ended
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Increase
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September 30,
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(Decrease)
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September 30,
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(Decrease)
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(in millions, except percentages)
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2015
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2014
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Amount
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Percent
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2015
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2014
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Amount
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Percent
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Net Sales
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Carlisle Construction Materials
|
|
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$
|
|
570.1
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$
|
589.1
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$
|
(19.0)
|
|
(3.2)
|
%
|
$
|
1,519.0
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$
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1,472.2
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$
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46.8
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3.2
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%
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Carlisle Interconnect Technologies
|
|
|
|
|
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202.3
|
|
|
164.4
|
|
|
37.9
|
|
23.1
|
|
|
|
595.0
|
|
|
477.5
|
|
|
117.5
|
|
24.6
|
|
|
|
Carlisle Fluid Technologies
|
|
|
|
|
|
67.9
|
|
|
-
|
|
|
67.9
|
|
-
|
|
|
|
129.6
|
|
|
-
|
|
|
129.6
|
|
-
|
|
|
|
Carlisle Brake & Friction
|
|
|
|
|
|
70.7
|
|
|
89.3
|
|
|
(18.6)
|
|
(20.8)
|
|
|
|
242.1
|
|
|
279.1
|
|
|
(37.0)
|
|
(13.3)
|
|
|
|
Carlisle FoodService Products
|
|
|
|
|
|
62.1
|
|
|
61.3
|
|
|
0.8
|
|
1.3
|
|
|
|
181.3
|
|
|
185.2
|
|
|
(3.9)
|
|
(2.1)
|
|
|
|
Total
|
|
|
|
$
|
|
973.1
|
|
$
|
904.1
|
|
$
|
69.0
|
|
7.6
|
%
|
$
|
2,667.0
|
|
$
|
2,414.0
|
|
$
|
253.0
|
|
10.5
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings Before Interest and Income Taxes
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Carlisle Construction Materials
|
|
|
|
$
|
|
115.5
|
|
$
|
97.0
|
|
$
|
18.5
|
|
19.1
|
%
|
$
|
264.3
|
|
$
|
210.0
|
|
$
|
54.3
|
|
25.9
|
%
|
|
|
Carlisle Interconnect Technologies
|
|
|
|
|
|
41.2
|
|
|
33.9
|
|
|
7.3
|
|
21.5
|
|
|
|
111.8
|
|
|
98.7
|
|
|
13.1
|
|
13.3
|
|
|
|
Carlisle Fluid Technologies
|
|
|
|
|
|
10.1
|
|
|
-
|
|
|
10.1
|
|
-
|
|
|
|
9.1
|
|
|
-
|
|
|
9.1
|
|
-
|
|
|
|
Carlisle Brake & Friction
|
|
|
|
|
|
0.5
|
|
|
6.1
|
|
|
(5.6)
|
|
(91.8)
|
|
|
|
16.8
|
|
|
26.1
|
|
|
(9.3)
|
|
(35.6)
|
|
|
|
Carlisle FoodService Products
|
|
|
|
|
|
7.7
|
|
|
7.4
|
|
|
0.3
|
|
4.1
|
|
|
|
20.3
|
|
|
22.9
|
|
|
(2.6)
|
|
(11.4)
|
|
|
|
Corporate
|
|
|
|
|
|
(13.2)
|
|
|
(10.4)
|
|
|
(2.8)
|
|
(26.9)
|
|
|
|
(46.1)
|
|
|
(38.4)
|
|
|
(7.7)
|
|
(20.1)
|
|
|
|
Total
|
|
|
|
$
|
|
161.8
|
|
$
|
134.0
|
|
$
|
27.8
|
|
20.7
|
%
|
$
|
376.2
|
|
$
|
319.3
|
|
$
|
56.9
|
|
17.8
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
EBIT Margins
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Carlisle Construction Materials
|
|
|
|
|
|
20.3
|
|
%
|
16.5
|
|
%
|
|
|
|
|
|
|
17.4
|
|
%
|
14.3
|
%
|
|
|
|
|
|
|
Carlisle Interconnect Technologies
|
|
|
|
|
|
20.4
|
|
|
20.6
|
|
|
|
|
|
|
|
|
18.8
|
|
|
20.7
|
|
|
|
|
|
|
|
|
Carlisle Fluid Technologies
|
|
|
|
|
|
14.9
|
|
|
-
|
|
|
|
|
|
|
|
|
7.0
|
|
|
-
|
|
|
|
|
|
|
|
|
Carlisle Brake & Friction
|
|
|
|
|
|
0.7
|
|
|
6.8
|
|
|
|
|
|
|
|
|
6.9
|
|
|
9.4
|
|
|
|
|
|
|
|
|
Carlisle FoodService Products
|
|
|
|
|
|
12.4
|
|
|
12.1
|
|
|
|
|
|
|
|
|
11.2
|
|
|
12.4
|
|
|
|
|
|
|
|
|
Corporate
|
|
|
|
|
|
(1.4)
|
|
|
(1.2)
|
|
|
|
|
|
|
|
|
(1.7)
|
|
|
(1.6)
|
|
|
|
|
|
|
|
|
Total
|
|
|
|
|
|
16.6
|
|
%
|
14.8
|
|
%
|
|
|
|
|
|
|
14.1
|
|
%
|
13.2
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Carlisle Companies Incorporated
|
Unaudited Pro Forma Segment Information1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
Increase
|
|
|
Nine Months Ended
|
|
|
Increase
|
|
|
|
|
|
|
September 30,
|
|
(Decrease)
|
|
|
September 30,
|
|
|
(Decrease)
|
|
|
|
|
|
|
2015
|
|
|
2014
|
|
|
Amount
|
|
Percent
|
|
|
|
2015
|
|
|
2014
|
|
|
Amount
|
|
Percent
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Sales
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Carlisle Construction Materials
|
|
|
|
$
|
570.1
|
$
|
|
589.1
|
$
|
|
(19.0)
|
|
|
(3.2)
|
%
|
$
|
|
1,519.0
|
$
|
|
1,472.2
|
$
|
|
46.8
|
|
|
3.2
|
%
|
Carlisle Interconnect Technologies
|
|
|
|
|
202.3
|
|
|
164.4
|
|
|
37.9
|
|
|
23.1
|
|
|
|
|
595.0
|
|
|
477.5
|
|
|
117.5
|
|
|
24.6
|
|
Carlisle Fluid Technologies
|
|
|
|
|
67.9
|
|
|
66.2
|
|
|
1.7
|
|
|
2.6
|
|
|
|
|
190.8
|
|
|
200.9
|
|
|
(10.1)
|
|
|
(5.0)
|
|
Carlisle Brake & Friction
|
|
|
|
|
70.7
|
|
|
89.3
|
|
|
(18.6)
|
|
|
(20.8)
|
|
|
|
|
242.1
|
|
|
279.1
|
|
|
(37.0)
|
|
|
(13.3)
|
|
Carlisle FoodService Products
|
|
|
|
|
62.1
|
|
|
61.3
|
|
|
0.8
|
|
|
1.3
|
|
|
|
|
181.3
|
|
|
185.2
|
|
|
(3.9)
|
|
|
(2.1)
|
|
Total
|
|
|
|
$
|
973.1
|
$
|
|
970.3
|
$
|
|
2.8
|
|
|
0.3
|
%
|
$
|
|
2,728.2
|
$
|
|
2,614.9
|
$
|
|
113.3
|
|
|
4.3
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings Before Interest and Income Taxes
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Carlisle Construction Materials
|
|
|
|
$
|
115.5
|
$
|
|
97.0
|
$
|
|
18.5
|
|
|
19.1
|
%
|
$
|
|
264.3
|
$
|
|
210.0
|
$
|
|
54.3
|
|
|
25.9
|
%
|
Carlisle Interconnect Technologies
|
|
|
|
|
41.2
|
|
|
33.9
|
|
|
7.3
|
|
|
21.5
|
|
|
|
|
111.8
|
|
|
98.7
|
|
|
13.1
|
|
|
13.3
|
|
Carlisle Fluid Technologies
|
|
|
|
|
10.1
|
|
|
8.2
|
|
|
1.9
|
|
|
23.2
|
|
|
|
|
26.4
|
|
|
16.6
|
|
|
9.8
|
|
|
59.0
|
|
Carlisle Brake & Friction
|
|
|
|
|
0.5
|
|
|
6.1
|
|
|
(5.6)
|
|
|
(91.8)
|
|
|
|
|
16.8
|
|
|
26.1
|
|
|
(9.3)
|
|
|
(35.6)
|
|
Carlisle FoodService Products
|
|
|
|
|
7.7
|
|
|
7.4
|
|
|
0.3
|
|
|
4.1
|
|
|
|
|
20.3
|
|
|
22.9
|
|
|
(2.6)
|
|
|
(11.4)
|
|
Corporate
|
|
|
|
|
(13.2)
|
|
|
(10.4)
|
|
|
(2.8)
|
|
|
(26.9)
|
|
|
|
|
(44.8)
|
|
|
(39.8)
|
|
|
(5.0)
|
|
|
(12.6)
|
|
Total
|
|
|
|
$
|
161.8
|
$
|
|
142.2
|
$
|
|
19.6
|
|
|
13.8
|
%
|
$
|
|
394.8
|
$
|
|
334.5
|
$
|
|
60.3
|
|
|
18.0
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
EBIT Margins
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Carlisle Construction Materials
|
|
|
|
|
20.3
|
%
|
|
16.5
|
%
|
|
|
|
|
|
|
|
|
|
17.4
|
%
|
|
14.3
|
%
|
|
|
|
|
|
|
Carlisle Interconnect Technologies
|
|
20.4
|
|
|
20.6
|
|
|
|
|
|
|
|
|
|
|
18.8
|
|
|
20.7
|
|
|
|
|
|
|
|
Carlisle Fluid Technologies
|
|
|
|
|
14.9
|
|
|
12.4
|
|
|
|
|
|
|
|
|
|
|
13.8
|
|
|
8.3
|
|
|
|
|
|
|
|
Carlisle Brake & Friction
|
|
|
|
|
0.7
|
|
|
6.8
|
|
|
|
|
|
|
|
|
|
|
6.9
|
|
|
9.4
|
|
|
|
|
|
|
|
Carlisle FoodService Products
|
|
|
|
|
12.4
|
|
|
12.1
|
|
|
|
|
|
|
|
|
|
|
11.2
|
|
|
12.4
|
|
|
|
|
|
|
|
Corporate
|
|
|
|
|
(1.4)
|
|
|
(1.1)
|
|
|
|
|
|
|
|
|
|
|
(1.6)
|
|
|
(1.5)
|
|
|
|
|
|
|
|
Total
|
|
|
|
|
16.6
|
%
|
|
14.7
|
%
|
|
|
|
|
|
|
|
|
|
14.5
|
%
|
|
12.8
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 See the last page of the financial exhibits for a
reconciliation of the pro forma net sales and EBIT reported above.
|
|
|
Carlisle Companies Incorporated
|
Condensed Consolidated Balance Sheets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
September 30,
|
|
December 31,
|
|
(in millions except share and per share amounts)
|
|
|
2015
|
|
|
2014
|
|
|
|
|
|
|
(Unaudited)
|
|
|
|
|
|
Assets
|
|
|
|
|
|
|
|
|
|
Current assets:
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
|
$
|
354.4
|
|
|
$
|
730.8
|
|
|
Receivables, net of allowance of $5.0 in 2015 and $4.8 in 2014
|
|
|
|
600.8
|
|
|
|
439.2
|
|
|
Inventories
|
|
|
|
383.8
|
|
|
|
339.1
|
|
|
Deferred income taxes
|
|
|
|
35.2
|
|
|
|
35.4
|
|
|
Prepaid expenses and other current assets
|
|
|
|
52.2
|
|
|
|
67.0
|
|
|
|
Total current assets
|
|
|
|
1,426.4
|
|
|
|
1,611.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property, plant, and equipment, net of accumulated depreciation
|
|
|
|
580.0
|
|
|
|
547.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other assets:
|
|
|
|
|
|
|
|
|
|
|
Goodwill, net
|
|
|
|
1,137.2
|
|
|
|
964.5
|
|
|
Other intangible assets, net
|
|
|
|
906.1
|
|
|
|
611.7
|
|
|
Other long-term assets
|
|
|
|
25.9
|
|
|
|
23.7
|
|
|
|
Total other assets
|
|
|
|
2,069.2
|
|
|
|
1,599.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
TOTAL ASSETS
|
|
|
$
|
4,075.6
|
|
|
$
|
3,758.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities and Shareholders' Equity
|
|
|
|
|
|
|
|
|
|
Current liabilities:
|
|
|
|
|
|
|
|
|
|
|
Short-term debt, including current maturities
|
|
|
$
|
149.9
|
|
|
$
|
-
|
|
|
Accounts payable
|
|
|
|
267.5
|
|
|
|
198.0
|
|
|
Accrued expenses
|
|
|
|
216.9
|
|
|
|
176.3
|
|
|
Deferred revenue
|
|
|
|
27.3
|
|
|
|
17.9
|
|
|
|
Total current liabilities
|
|
|
|
661.6
|
|
|
|
392.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Long-term liabilities:
|
|
|
|
|
|
|
|
|
|
|
Long-term debt
|
|
|
|
598.7
|
|
|
|
749.8
|
|
|
Deferred revenue
|
|
|
|
155.9
|
|
|
|
151.1
|
|
|
Other long-term liabilities
|
|
|
|
295.3
|
|
|
|
260.6
|
|
|
|
Total long-term liabilities
|
|
|
|
1,049.9
|
|
|
|
1,161.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shareholders' equity:
|
|
|
|
|
|
|
|
|
|
|
Preferred stock, $1 par value per share. Authorized and unissued
5,000,000 shares
|
|
|
|
-
|
|
|
|
-
|
|
|
Common stock, $1 par value per share. Authorized 200,000,000 shares;
|
|
|
|
|
|
|
|
|
|
|
|
78,661,248 shares issued; 64,855,456 outstanding in 2015 and
64,691,059
|
|
|
|
|
|
|
|
|
|
|
|
outstanding in 2014
|
|
|
|
78.7
|
|
|
|
78.7
|
|
|
Additional paid-in capital
|
|
|
|
284.9
|
|
|
|
247.8
|
|
|
Deferred compensation equity
|
|
|
|
8.4
|
|
|
|
6.0
|
|
|
Cost of shares in treasury - 13,578,670 shares in 2015 and 13,723,201
|
|
|
|
|
|
|
|
|
|
|
|
shares in 2014
|
|
|
|
(250.1)
|
|
|
|
(200.1)
|
|
|
Accumulated other comprehensive loss
|
|
|
|
(77.4)
|
|
|
|
(61.8)
|
|
|
Retained earnings
|
|
|
|
2,319.6
|
|
|
|
2,134.4
|
|
|
|
Total shareholders' equity
|
|
|
|
2,364.1
|
|
|
|
2,205.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY
|
|
|
$
|
4,075.6
|
|
|
$
|
3,758.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Carlisle Companies Incorporated
|
Unaudited Condensed Consolidated Statements of Cash Flows
|
|
|
|
|
|
|
Nine Months Ended September 30,
|
|
(in millions)
|
|
2015
|
|
2014
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating activities
|
|
|
|
|
|
|
|
|
Net income
|
|
$
|
237.9
|
|
$
|
198.4
|
|
|
Reconciliation of net income to cash flows provided by operating
activities:
|
|
|
|
|
|
|
|
|
|
Depreciation
|
|
|
54.6
|
|
|
47.4
|
|
|
|
Amortization
|
|
|
40.8
|
|
|
28.4
|
|
|
|
Non-cash compensation, net of tax benefit
|
|
|
1.0
|
|
|
10.3
|
|
|
|
(Gain) loss on sale of property and equipment, net
|
|
|
0.4
|
|
|
(1.9)
|
|
|
|
Deferred taxes
|
|
|
2.3
|
|
|
(0.7)
|
|
|
|
Foreign exchange (gain) loss
|
|
|
0.2
|
|
|
(0.3)
|
|
|
|
Changes in assets and liabilities, excluding effects of acquisitions
and divestitures:
|
|
|
|
|
|
|
|
|
Receivables
|
|
|
(108.3)
|
|
|
(152.5)
|
|
|
|
|
Inventories
|
|
|
(6.5)
|
|
|
(38.1)
|
|
|
|
|
Prepaid expenses and other assets
|
|
|
0.6
|
|
|
(2.4)
|
|
|
|
|
Accounts payable
|
|
|
49.4
|
|
|
57.8
|
|
|
|
|
Accrued expenses and deferred revenues
|
|
|
77.4
|
|
|
16.0
|
|
|
|
|
Long-term liabilities
|
|
|
1.9
|
|
|
3.1
|
|
|
|
Other operating activities
|
|
|
1.2
|
|
|
(0.8)
|
|
|
|
Net cash provided by operating activities
|
|
|
352.9
|
|
|
164.7
|
|
|
|
|
|
|
|
|
|
|
|
|
Investing activities
|
|
|
|
|
|
|
|
|
Capital expenditures
|
|
|
(48.7)
|
|
|
(93.1)
|
|
|
Acquisitions, net of cash
|
|
|
(598.9)
|
|
|
-
|
|
|
Proceeds from sale of property and equipment
|
|
|
0.1
|
|
|
2.7
|
|
|
Proceeds from sale of business
|
|
|
-
|
|
|
9.7
|
|
|
|
Net cash used in investing activities
|
|
|
(647.5)
|
|
|
(80.7)
|
|
|
|
|
|
|
|
|
|
|
|
|
Financing activities
|
|
|
|
|
|
|
|
|
Repayments of long-term debt
|
|
|
(1.5)
|
|
|
-
|
|
|
Dividends
|
|
|
(52.7)
|
|
|
(45.0)
|
|
|
Proceeds from issuance of treasury shares and stock options
|
|
|
35.2
|
|
|
12.7
|
|
|
Repurchases of common stock
|
|
|
(57.9)
|
|
|
-
|
|
|
|
Net cash used in financing activities
|
|
|
(78.3)
|
|
|
(32.3)
|
|
|
|
|
|
|
|
|
|
|
|
|
Effect of foreign currency exchange rate changes on cash and cash
equivalents
|
|
|
(3.5)
|
|
|
(1.1)
|
|
Change in cash and cash equivalents
|
|
|
(376.4)
|
|
|
50.6
|
|
Cash and cash equivalents
|
|
|
|
|
|
|
|
|
Beginning of period
|
|
|
730.8
|
|
|
754.5
|
|
|
End of period
|
|
$
|
354.4
|
|
$
|
805.1
|
|
|
|
|
|
|
|
|
|
|
Carlisle Companies Incorporated
|
Unaudited Reconciliation of Reported Amounts to Pro Forma Amounts
|
|
The pro forma net sales, EBIT, and EBIT margin of (1) Carlisle
Companies and Finishing Brands combined and (2) the CFT segment
inclusive of Finishing Brands are provided in this earnings release
because management of the Company believes that the pro forma
financial information provides investors with additional information
regarding trends in the financial performance of the Finishing
Brands business in the periods presented in the earnings release,
particularly those related to changes in net sales attributable to
foreign exchange fluctuations and changes in prices, and its impact
on the EBIT results of the Company as well as the CFT segment.
|
|
|
|
|
|
|
|
|
|
|
|
|
The information provided in the Unaudited Pro Forma Segment
Information reflects the net sales, EBIT, and EBIT margin of (1)
Carlisle Companies and Finishing Brands Combined and (2) the CFT
Segment on a pro forma basis under the requirements of US GAAP in
ASC 805. The Company will also disclose the Company's and Finishing
Brands' combined pro forma financial information in its US GAAP
financial statement footnotes under Item 1 of the third quarter 2015
Form 10Q.
|
|
|
|
|
|
|
|
|
|
|
|
|
The pro forma financial information presented below, as required
under ASC 805, assumes the acquisition of Finishing Brands was
consummated on January 1, 2014 and therefore net sales and EBIT of
Finishing Brands have been combined with those of the Company in the
periods prior to April 1, 2015, the date of the acquisition, and
have been adjusted under the ASC 805 requirements.
|
|
|
|
|
|
|
|
|
|
|
|
|
Accordingly, certain non-recurring costs related to the valuation of
inventory at fair value and other costs associated with the
acquisition, primarily professional fees, have been removed from the
results of the first nine months of 2015 and included in those of
the first nine months of 2014. Also, the periods from January 1,
2014 to March 31, 2015 include incremental amortization and
depreciation related to the measurement of intangible assets and
property, plant and equipment at fair value. The pro forma financial
information may not necessarily be indicative of future results.
|
|
|
|
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
Carlisle Companies and Finishing Brands Combined Pro Forma Results
|
|
September 30,
|
|
September 30,
|
|
|
|
|
|
2015
|
|
2014
|
|
2015
|
|
2014
|
|
|
|
|
|
|
|
|
|
|
|
|
Reported Carlisle Companies Net Sales
|
|
$ 973.1
|
|
$ 904.1
|
|
$ 2,667.0
|
|
$ 2,414.0
|
Historical Net Sales of Finishing Brands not included in CSL
historical Net Sales
|
|
-
|
|
66.2
|
|
61.2
|
|
200.9
|
Carlisle Companies and Finishing Brands Combined Pro Forma Net
Sales
|
|
$ 973.1
|
|
$ 970.3
|
|
$ 2,728.2
|
|
$ 2,614.9
|
|
|
|
|
|
|
|
|
|
|
|
|
Reported Carlisle Companies EBIT
|
|
$ 161.8
|
|
$ 134.0
|
|
$ 376.2
|
|
$ 319.3
|
Historical EBIT of Finishing Brands not included in CSL historical
EBIT
|
|
-
|
|
12.4
|
|
10.0
|
|
38.6
|
Increase in amortization expense related to technology-based
intangibles
|
|
-
|
|
(1.3)
|
|
(1.3)
|
|
(4.0)
|
Decrease in depreciation expense related to property, plant and
equipment
|
|
-
|
|
0.2
|
|
0.2
|
|
0.6
|
Increase in amortization expense related to customer-based
intangibles
|
|
-
|
|
(3.1)
|
|
(3.1)
|
|
(9.3)
|
Decrease/(increase) in product cost related acquired inventory
|
|
-
|
|
-
|
|
8.6
|
|
(8.6)
|
Decrease/(increase) in acquisition-related costs
|
|
-
|
|
-
|
|
4.2
|
|
(2.1)
|
Carlisle Companies and Finishing Brands Combined Pro Forma EBIT
|
|
$ 161.8
|
|
$ 142.2
|
|
$ 394.8
|
|
$ 334.5
|
|
|
|
|
|
|
|
|
|
|
|
|
Reported Carlisle Companies EBIT Margin
|
|
16.6%
|
|
14.8%
|
|
14.1%
|
|
13.2%
|
Carlisle Companies and Finishing Brands Combined Pro Forma EBIT
Margin
|
|
16.6%
|
|
14.7%
|
|
14.5%
|
|
12.8%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
CFT Segment Pro Forma Results
|
|
September 30,
|
|
September 30,
|
|
|
|
|
|
2015
|
|
2014
|
|
2015
|
|
2014
|
|
|
|
|
|
|
|
|
|
|
|
|
Reported Segment Net Sales
|
|
$ 67.9
|
|
$ -
|
|
$ 129.6
|
|
$ -
|
Historical Net Sales of Finishing Brands not included in CSL
historical Net Sales
|
|
-
|
|
66.2
|
|
61.2
|
|
200.9
|
CFT Pro Forma Net Sales
|
|
|
$ 67.9
|
|
$ 66.2
|
|
$ 190.8
|
|
$ 200.9
|
|
|
|
|
|
|
|
|
|
|
|
|
Reported Segment EBIT
|
|
|
$ 10.1
|
|
$ -
|
|
$ 9.1
|
|
$ -
|
Historical EBIT of Finishing Brands not included in CSL historical
EBIT
|
|
-
|
|
12.4
|
|
10.0
|
|
38.6
|
Increase in amortization expense related to technology-based
intangibles
|
|
-
|
|
(1.3)
|
|
(1.3)
|
|
(4.0)
|
Decrease in depreciation expense related to property, plant and
equipment
|
|
-
|
|
0.2
|
|
0.2
|
|
0.6
|
Increase in amortization expense related to customer-based
intangibles
|
|
-
|
|
(3.1)
|
|
(3.1)
|
|
(9.3)
|
Decrease/(increase) in product cost related acquired inventory
|
|
-
|
|
-
|
|
8.6
|
|
(8.6)
|
Decrease/(increase) in acquisition-related costs
|
|
-
|
|
-
|
|
2.9
|
|
(0.7)
|
CFT Segment Pro Forma EBIT
|
|
$ 10.1
|
|
$ 8.2
|
|
$ 26.4
|
|
$ 16.6
|
|
|
|
|
|
|
|
|
|
|
|
|
Reported CFT Segment EBIT Margin
|
|
14.9%
|
|
-
|
|
7.0%
|
|
-
|
CFT Segment Pro Forma EBIT Margin
|
|
14.9%
|
|
12.4%
|
|
13.8%
|
|
8.3%
|
|
|
|
|
|
|
|
|
|
View source version on businesswire.com: http://www.businesswire.com/news/home/20151021005300/en/
Source: Carlisle Companies Incorporated