itw10q3q11.htm

 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_______________________________________________________

FORM 10-Q

(Mark One)
 
    [X]
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
 
SECURITIES EXCHANGE ACT OF 1934
   
 
For the quarterly period ended September 30, 2011
   
 
                                                                 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: 1-4797

ILLINOIS TOOL WORKS INC.
(Exact name of registrant as specified in its charter)

Delaware
 
36-1258310
(State or other jurisdiction of incorporation or organization)
 
(I.R.S. Employer Identification Number)
     
3600 West Lake Avenue, Glenview, IL
 
60026-1215
(Address of principal executive offices)
 
(Zip Code)

(Registrant’s telephone number, including area code) 847-724-7500

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 (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes [X]                        No [   ]

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
Yes [X]                        No [   ]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer X        Accelerated filer  ___
Non-accelerated filer  ___ (Do not check if a smaller reporting company)Smaller reporting company  ___

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

The number of shares of registrant’s common stock, $0.01 par value, outstanding at September 30, 2011: 483,193,299.

 
 

 

Part I – Financial Information

Item 1 – Financial Statements

ILLINOIS TOOL WORKS INC. and SUBSIDIARIES
STATEMENT OF INCOME (UNAUDITED)

(In thousands except for per share amounts)
 
Three Months Ended
September 30
 
Nine Months Ended
September 30
 
   
2011
 
2010
 
2011
 
2010
 
Operating Revenues
 
$
4,580,516
 
$
3,941,124
 
$
13,467,275
 
$
11,501,944
 
Cost of revenues
   
2,961,497
   
2,548,451
   
8,719,520
   
7,390,536
 
Selling, administrative, and research
                         
and development expenses
   
836,433
   
720,776
   
2,477,578
   
2,184,267
 
Amortization of intangible assets
   
68,302
   
51,166
   
186,251
   
154,700
 
Impairment of goodwill and other
                         
intangible assets
   
   
1,006
   
   
1,006
 
Operating Income
   
714,284
   
619,725
   
2,083,926
   
1,771,435
 
Interest expense
   
(48,583
)
 
(43,490
)
 
(137,961
)
 
(131,054
)
Other income (expense)
   
24,682
   
961
   
45,934
   
7,046
 
Income from Continuing Operations
                         
Before Income Taxes
   
690,383
   
577,196
   
1,991,899
   
1,647,427
 
Income Taxes
   
200,250
   
174,142
   
412,000
   
523,285
 
Income from Continuing Operations
   
490,133
   
403,054
   
1,579,899
   
1,124,142
 
Income from Discontinued Operations
   
17,484
   
18,974
   
49,288
   
43,147
 
Net Income
 
$
507,617
 
$
422,028
 
$
1,629,187
 
$
1,167,289
 
                           
Income Per Share from Continuing
                         
Operations:
                         
Basic
   
$1.01
   
$0.80
   
$3.20
   
$2.24
 
Diluted
   
$1.00
   
$0.80
   
$3.17
   
$2.23
 
Income Per Share from Discontinued
                         
Operations:
                         
Basic
   
$0.04
   
$0.04
   
$0.10
   
$0.09
 
Diluted
   
$0.04
   
$0.04
   
$0.10
   
$0.09
 
Net Income Per Share:
                         
Basic
   
$1.04
   
$0.84
   
$3.30
   
$2.32
 
Diluted
   
$1.04
   
$0.84
   
$3.27
   
$2.31
 
Cash Dividends Per Share:
                         
    Paid
   
$0.34
   
$0.31
   
$1.02
   
$0.93
 
    Declared
   
$0.36
   
$0.34
   
$1.04
   
$0.96
 
Shares of Common Stock Outstanding
                         
During the Period:
                         
Average
   
486,253
   
500,751
   
494,159
   
502,141
 
Average assuming dilution
   
488,776
   
503,149
   
497,904
   
504,690
 

The Notes to Financial Statements are an integral part of these statements.

 
 

 

ILLINOIS TOOL WORKS INC. and SUBSIDIARIES
STATEMENT OF FINANCIAL POSITION (UNAUDITED)

(In thousands)
   
September 30, 2011
   
December 31, 2010
 
ASSETS
             
Current Assets:
             
Cash and equivalents
 
$
1,318,885
 
$
1,186,367
 
Trade receivables
   
2,985,354
   
2,581,592
 
Inventories
   
1,794,327
   
1,634,856
 
Deferred income taxes
   
326,228
   
301,486
 
Prepaid expenses and other current assets
   
498,110
   
266,187
 
Assets held for sale
   
411,515
   
 
Total current assets
   
7,334,419
   
5,970,488
 
               
Plant and Equipment:
             
Land
   
250,901
   
264,875
 
Buildings and improvements
   
1,568,988
   
1,574,593
 
Machinery and equipment
   
3,975,602
   
3,930,502
 
Equipment leased to others
   
187,425
   
187,284
 
Construction in progress
   
113,975
   
104,440
 
Gross plant and equipment
   
6,096,891
   
6,061,694
 
Accumulated depreciation
   
(4,058,957
)
 
(3,995,538
)
Net plant and equipment
   
2,037,934
   
2,066,156
 
               
Investments
   
424,441
   
440,760
 
Goodwill
   
5,123,433
   
4,971,818
 
Intangible Assets
   
2,308,264
   
1,731,016
 
Deferred Income Taxes
   
519,103
   
615,326
 
Other Assets
   
615,671
   
616,747
 
   
$
18,363,265
 
$
16,412,311
 
LIABILITIES AND STOCKHOLDERS’ EQUITY
             
Current Liabilities:
             
Short-term debt
 
$
1,040,806
 
$
326,236
 
Accounts payable
   
770,386
   
749,489
 
Accrued expenses
   
1,483,243
   
1,391,396
 
Cash dividends payable
   
173,950
   
169,233
 
Income taxes payable
   
65,736
   
386,498
 
Deferred income taxes
   
4,686
   
 
Liabilities held for sale
   
97,091
   
 
Total current liabilities
   
3,635,898
   
3,022,852
 
Noncurrent Liabilities:
             
Long-term debt
   
3,522,123
   
2,542,087
 
Deferred income taxes
   
122,566
   
194,590
 
Other liabilities
   
1,230,669
   
1,080,783
 
Total noncurrent liabilities
   
4,875,358
   
3,817,460
 
               
Stockholders’ Equity:
             
Common stock
   
5,421
   
5,385
 
Additional paid-in-capital
   
656,710
   
460,806
 
Income reinvested in the business
   
11,526,086
   
10,407,946
 
Common stock held in treasury
   
(2,691,978
)
 
(1,740,682
)
Accumulated other comprehensive income
   
341,207
   
427,155
 
Noncontrolling interest
   
14,563
   
11,389
 
Total stockholders’ equity
   
9,852,009
   
9,571,999
 
   
$
18,363,265
 
$
16,412,311
 

The Notes to Financial Statements are an integral part of these statements.

 
 

 

ILLINOIS TOOL WORKS INC. and SUBSIDIARIES
STATEMENT OF CASH FLOWS (UNAUDITED)
(In thousands)
   
Nine Months Ended
September 30
 
     
2011
   
2010
 
Cash Provided by (Used for) Operating Activities:
             
Net income
 
$
1,629,187
 
$
1,167,289
 
Adjustments to reconcile net income to cash provided by operating activities:
             
Depreciation
   
253,014
   
249,461
 
Amortization and impairment of goodwill and other intangible assets
   
188,427
   
159,760
 
Change in deferred income taxes
   
(44,459
)
 
(18,071
)
Provision for uncollectible accounts
   
5,280
   
11,430
 
Gain on sale of plant and equipment
   
(3,148
)
 
(1,283
)
Income from investments
   
(17,574
)
 
(13,406
)
Gain on sale of operations and affiliates
   
(2,152
)
 
(17,763
)
Stock compensation expense
   
42,351
   
42,319
 
Other non-cash items, net
   
(4,869
)
 
(967
)
Change in assets and liabilities:
             
(Increase) decrease in--
             
Trade receivables
   
(467,391
)
 
(359,013
)
Inventories
   
(128,688
)
 
(213,347
)
Prepaid expenses and other assets
   
(11,085
)
 
(52,962)
 
Increase (decrease) in--
             
Accounts payable
   
19,566
   
75,031
 
Accrued expenses and other liabilities
   
98,324
   
155,874
 
Income taxes
   
(327,479
)
 
(52,231
)
Other, net
   
15,041
   
18
 
Net cash provided by operating activities
   
1,244,345
   
1,132,139
 
Cash Provided by (Used for) Investing Activities:
             
Acquisition of businesses (excluding cash and equivalents)
   
(1,198,694
)
 
(301,485
)
Additions to plant and equipment
   
(258,914
)
 
(199,615
)
Purchases of investments
   
(1,959
)
 
(1,561
)
Proceeds from investments
   
23,417
   
17,550
 
Proceeds from sale of plant and equipment
   
13,623
   
13,294
 
Proceeds from sale of operations and affiliates
   
1,782
   
62,154
 
Other, net
   
11,642
   
22,726
 
Net cash used for investing activities
   
(1,409,103
)
 
(386,937
)
Cash Provided by (Used for) Financing Activities:
             
Cash dividends paid
   
(506,331
)
 
(467,583
)
Issuance of common stock
   
140,283
   
58,661
 
Repurchases of common stock
   
(950,000
)
 
(350,000
)
Net proceeds of debt with original maturities of three months or less
   
709,150
   
399,043
 
Proceeds from debt with original maturities of more than three months
   
989,223
   
2,919
 
Repayments of debt with original maturities of more than three months
   
(7,287
)
 
(62,159
)
Excess tax benefits from share-based compensation
   
7,545
   
3,465
 
Net cash provided by (used for) financing activities
   
382,583
   
(415,654
)
Effect of Exchange Rate Changes on Cash and Equivalents
   
(85,307
)
 
49,625
 
Cash and Equivalents:
             
Increase during the period
   
132,518
   
379,173
 
Beginning of period
   
1,186,367
   
1,346,166
 
End of period
 
$
1,318,885
 
$
1,725,339
 
Cash Paid During the Period for Interest
 
$
67,948
 
$
64,576
 
Cash Paid During the Period for Income Taxes
 
$
775,392
 
$
609,260
 
Liabilities Assumed from Acquisitions
 
$
178,103
 
$
120,162
 

The Notes to Financial Statements are an integral part of these statements.

 
 

 

ILLINOIS TOOL WORKS INC. and SUBSIDIARIES
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)

(1)           FINANCIAL STATEMENTS

The unaudited financial statements included herein have been prepared by Illinois Tool Works Inc. and Subsidiaries (the “Company”). In the opinion of management, the interim financial statements reflect all adjustments of a normal recurring nature necessary for a fair statement of the results for interim periods. It is suggested that these financial statements be read in conjunction with the financial statements and notes to financial statements included in the Company’s 2010 Annual Report on Form 10-K. Certain reclassifications of prior year data have been made to conform with current year reporting.

Prior to 2011, the Company’s international operations outside of North America had a fiscal reporting period that began on December 1 and ended on November 30. Effective January 1, 2011, the Company eliminated the one month lag for the reporting of its international operations outside of North America. As a result, the Company is now reporting both North American and international results on a calendar year basis. The Company determined that the elimination of the one month reporting lag was preferable because the same period-end reporting date improves overall financial reporting as the impact of current events, economic conditions and global trends are consistently reflected in the financial statements of the North American and international business units.

The Company has applied this change in accounting principle retrospectively to all prior financial statement periods presented. The elimination of the one month reporting lag for international operations outside of North America resulted in an increase to operating revenues from continuing operations of $35,141,000, to income from continuing operations of $2,644,000 or $0.01 per diluted share, and to net income of $2,752,000 or $0.01 per diluted share, for the three months ended September 30, 2010; an increase to operating revenues from continuing operations of $128,504,000, to income from continuing operations of $29,605,000 or $0.06 per diluted share, and to net income of $32,890,000 or $0.06 per diluted share, for the nine months ended September 30, 2010; and an increase to income reinvested in the business of $8,722,000 as of December 31, 2010.

(2)           COMPREHENSIVE INCOME

The components of comprehensive income in the periods presented were:

(In thousands)
 
Three Months Ended
September 30
   
Nine Months Ended
September 30
 
   
2011
   
2010
   
2011
   
2010
 
Net income
  $ 507,617     $ 422,028     $ 1,629,187     $ 1,167,289  
Other comprehensive income:
                               
Foreign currency translation adjustments
    (537,834 )     473,687       (111,061 )     105,166  
Pension and other postretirement benefit adjustments, net of tax
    8,160       5,957       25,113       17,945  
Comprehensive income (loss)
  $ (22,057 )   $ 901,672     $ 1,543,239     $ 1,290,400  

(3)           DISCONTINUED OPERATIONS

In April 2011, the Company entered into a definitive agreement to sell its finishing group of businesses to Graco Inc. in a $650,000,000 cash transaction. The sale is not expected to be completed prior to the end of the fourth quarter of 2011, to accommodate regulatory reviews. The finishing businesses, which were included within the All Other segment, had revenues of approximately $305,000,000 for the year ended December 31, 2010. Additionally, in the second quarter of 2011, the Company’s Board of Directors approved plans to divest a consumer packaging business in the All Other segment and an electronics components business in the Power Systems & Electronics segment, which had combined 2010 revenues of approximately $100,000,000. The Company expects to dispose of both businesses within one year. These businesses have been classified as held for sale since the second quarter of 2011.

The held for sale finishing, consumer packaging, and electronics components businesses discussed above, along with a flooring business in the Decorative Surfaces segment that was exited in early 2011 and a security printing business in the All Other segment that was sold in the third quarter of 2010, are reported as discontinued operations in the statement of income. All related prior period income statement information has been restated to conform to the current year reporting of these businesses.

 
 

 

Results of the discontinued operations for the third quarter and year-to-date periods of 2011 and 2010 were as follows:

(In thousands)
 
Three Months Ended
September 30
   
Nine Months Ended
September 30
 
   
2011
   
2010
   
2011
   
2010
 
Operating revenues
  $ 129,192     $ 116,188     $ 366,817     $ 334,370  
                                 
Income before income taxes
  $ 27,663     $ 39,833     $ 73,824     $ 73,861  
Income taxes
    (10,179 )     (20,859 )     (24,536 )     (30,714 )
Income from discontinued operations
  $ 17,484     $ 18,974     $ 49,288     $ 43,147  

Income before income taxes for the three and nine months ended September 30, 2010 includes a pre-tax gain of $19,752,000, or $4,704,326 after-tax, on the sale of the security printing business in the third quarter of 2010.

As of September 30, 2011, the assets and liabilities of the held for sale finishing, consumer packaging, and electronics components businesses discussed above were included in assets and liabilities held for sale in the statement of financial position, as follows:

(In thousands)
   
September 30, 2011
   
Trade receivables
 
$
81,838
   
Inventories
   
56,508
   
Net plant and equipment
   
48,434
   
Goodwill and intangible assets
   
210,482
   
Other
   
14,253
   
  Total assets held for sale
 
$
411,515
   
           
Accounts payable
 
$
23,400
   
Accrued expenses
   
46,865
   
Other
   
26,826
   
  Total liabilities held for sale
 
$
97,091
   

(4)           INCOME TAXES

The Company has been litigating its dispute with the Australian Tax Office over the tax treatment of an intercompany financing transaction between the U.S. and Australia. The case was heard before the Federal Court of Australia, Victoria, in September 2010. The proceedings resulted from the Company’s appeal of a decision by the Australian Tax Commissioner to disallow income tax deductions for the income tax years 2002 through 2005 and the assessment of withholding taxes for income tax year 2003. The Company also contested the Commissioner’s similar determination for income tax years 2006 and 2007; however, the parties agreed to follow the Court’s decision made on the earlier years. On February 4, 2011, the Federal Court of Australia, Victoria, decided in the Company’s favor with respect to a significant portion of the income tax deductions. The Court issued the final orders on February 18, 2011. Based on this decision, the Company decreased its unrecognized tax benefits related to this matter by approximately $197,000,000 and recorded a favorable discrete non-cash tax benefit to reduce tax expense by $165,927,000 in the first quarter of 2011. The Australian Tax Office has appealed the timing of certain of the deductions, the outcome of which is not expected to be material.

During the first quarter of 2011, the Company resolved an issue with the Internal Revenue Service in the United States related to a deduction for foreign exchange losses on an intercompany loan that resulted in a decrease in unrecognized tax benefits of approximately $179,000,000.

In March 2010, the Patient Protection and Affordable Care Act and Health Care and Education Reconciliation Act were signed into law. As a result, future tax deductions for retiree prescription drug coverage will be reduced by the amount of subsidies received starting in 2013. In the first quarter of 2010, the Company recorded a discrete tax charge of $21,881,000 for the impact of the health care reform legislation.

 
 

 


The components of the effective tax rate for the nine month periods ended September 30, 2011 and 2010 were as follows:

 
September 30, 2011
   
September 30, 2010
 
Estimated annual effective tax rate
29.0
%
 
30.4
%
Discrete tax adjustments
(8.3
)
 
1.4
 
Effective tax rate
20.7
%
 
31.8
%

The Company and its subsidiaries file tax returns in the U.S. and various state, local and foreign jurisdictions. These tax returns are routinely audited by the tax authorities in these jurisdictions and a number of these audits are currently ongoing.

(5)           INVENTORIES

Inventories at September 30, 2011 and December 31, 2010 were as follows:

(In thousands)
   
September 30, 2011
 
December 31, 2010
 
Raw material
 
$
613,546
 
$
552,996
 
Work-in-process
   
176,139
   
165,298
 
Finished goods
   
1,004,642
   
916,562
 
   
$
1,794,327
 
$
1,634,856
 

(6) GOODWILL AND INTANGIBLE ASSETS

Goodwill represents the excess cost over fair value of the net assets of purchased businesses. The Company does not amortize goodwill and intangible assets that have indefinite lives. The Company performs an annual impairment assessment of goodwill and intangible assets with indefinite lives based on the estimated fair value of the related reporting unit or intangible asset.

When performing its annual impairment assessment, the Company evaluates the goodwill assigned to each of its 52 reporting units for potential impairment by comparing the estimated fair value of the relevant reporting unit to the carrying value. The Company uses various valuation techniques to determine the fair value of its reporting units, including discounting estimated future cash flows based on a detailed cash flow forecast prepared by the relevant reporting unit, market multiples from similar transactions and quoted market prices of relevant public companies. If the fair value of a reporting unit is less than its carrying value, an impairment loss, if any, is recorded for the difference between the implied fair value and the carrying value of the reporting unit’s goodwill.

The Company’s indefinite-lived intangible assets consist of trademarks and brands. The estimated fair values of these intangible assets are determined based on a relief-of-royalty income approach derived from internally forecasted revenues of the related products. If the fair value of the trademark or brand is less than its carrying value, an impairment loss is recorded for the difference between the estimated fair value and carrying value of the intangible asset.

The Company performed its annual impairment assessment of goodwill and indefinite-lived intangible assets in the third quarter of 2011 and the third quarter of 2010, which resulted in no impairment charges in 2011 and intangible asset impairment charges of $1,006,000 in 2010.

 
 

 


(7)RETIREMENT PLANS AND POSTRETIREMENT BENEFITS

Pension and other postretirement benefit costs related to both continuing and discontinued operations for the three and nine month periods ended September 30, 2011 and 2010 were as follows:

(In thousands)
 
Three Months Ended
September 30
 
Nine Months Ended
September 30
 
   
Pension
 
Other Postretirement Benefits
 
Pension
 
Other Postretirement Benefits
 
   
2011
 
2010
 
2011
 
2010
 
2011
 
2010
 
2011
 
2010
 
Components of net periodic
                                                 
  benefit cost:
                                                 
Service cost
 
$
23,226
 
$
23,362
 
$
3,357
 
$
3,485
 
$
70,998
 
$
70,001
 
$
10,072
 
$
10,455
 
Interest cost
   
28,357
   
27,420
   
7,383
   
7,498
   
87,958
   
82,123
   
22,149
   
22,495
 
Expected return on plan assets
   
(38,594
)
 
(37,318
)
 
(5,141)
   
(4,545
)
 
(119,134
)
 
(111,696
)
 
(15,423
)
 
(13,636
)
Amortization of actuarial loss
   
9,716
 
 
6,501
   
104
   
10
   
29,768
   
19,469
   
312
   
30
 
Amortization of prior service
                                                 
  cost
   
195
   
184
   
1,612
   
1,611
   
600
   
551
   
4,836
   
4,834
 
Amortization of net transition
                                                 
  amount
   
-
   
8
   
-
   
-
   
-
   
23
   
-
   
-
 
Net periodic benefit cost
 
$
22,900
 
$
20,157
 
$
7,315
 
$
8,059
 
$
70,190
 
$
60,471
 
$
21,946
 
$
24,178
 
Amounts were included in the statement of income as follows:
                                                 
Income from continuing
                                                 
  operations
 
$
22,040
 
$
19,356
 
$
7,229
 
$
7,959
 
$
67,564
 
$
58,063
 
$
21,688
 
$
23,878
 
Income from discontinued
                                                 
  operations
   
860
   
801
   
86
   
100
   
2,626
   
2,408
   
258
   
300
 
Total
 
$
22,900
 
$
20,157
 
$
7,315
 
$
8,059
 
$
70,190
 
$
60,471
 
$
21,946
 
$
24,178
 

The Company expects to contribute approximately $129,100,000 to its pension plans and $39,500,000 to its other postretirement plans in 2011. As of September 30, 2011, contributions of $122,400,000 to pension plans and $24,300,000 to other postretirement plans have been made.

(8)           SHORT-TERM DEBT

The Company had outstanding commercial paper of $711,983,000 at September 30, 2011 and no outstanding commercial paper at December 31, 2010. Commercial paper is stated at cost, which approximates fair value.

 
 

 
(9)           LONG-TERM DEBT

Based on rates for comparable instruments, the approximate fair value and related carrying value of the Company’s long-term debt, including current maturities, were as follows:

(In thousands)
     
September 30, 2011
 
December 31, 2010
 
Fair value
 
$
4,246,322
 
$
3,105,228
 
Carrying value
   
3,779,839
   
2,794,303
 

In June 2010, the Company entered into a $1,000,000,000 Line of Credit Agreement with a termination date of June 10, 2011. This line of credit was replaced on June 10, 2011 by a $1,000,000,000 Line of Credit Agreement with a termination date of June 10, 2016. No amounts were outstanding under this facility at September 30, 2011.

In August 2011, the Company issued $350,000,000 of 3.375% notes due September 15, 2021 at 99.552% of face value and $650,000,000 of 4.875% notes due September 15, 2041 at 98.539% of face value. The effective interest rates of the notes are 3.4% and 4.9%, respectively. These notes are senior unsecured obligations, ranking equal in right of payment with all other senior unsecured indebtedness of the Company.

(10)           SEGMENT INFORMATION

See Management’s Discussion and Analysis for information regarding operating revenues and operating income for the Company’s segments.

 
 

 


Item 2 - Management’s Discussion and Analysis

INTERNATIONAL REPORTING CHANGE

Prior to 2011, the Company’s international operations outside of North America had a fiscal reporting period that began on December 1 and ended on November 30. Effective January 1, 2011, the Company eliminated the one month lag for the reporting of its international operations outside of North America. As a result, the Company is now reporting both North American and international results on a calendar year basis. The Company has applied this change in accounting principle retrospectively to all prior financial statement periods presented.

DISCONTINUED OPERATIONS

In April 2011, the Company entered into a definitive agreement to sell its finishing group of businesses to Graco Inc. in a $650 million cash transaction. The sale is not expected to be completed prior to the end of the fourth quarter of 2011, to accommodate regulatory reviews. The finishing businesses, which were included within the All Other segment, had revenues of approximately $305 million for the year ended December 31, 2010. Additionally, in the second quarter of 2011, the Company’s Board of Directors approved plans to divest a consumer packaging business in the All Other segment and an electronics components business in the Power Systems & Electronics segment, which had combined 2010 revenues of approximately $100 million. The Company expects to dispose of both businesses within one year. These businesses have been classified as held for sale since the second quarter of 2011.

The held for sale finishing, consumer packaging, and electronics components businesses discussed above, along with a flooring business in the Decorative Surfaces segment that was exited in early 2011 and a security printing business in the All Other segment that was sold in the third quarter of 2010, are reported as discontinued operations in the statement of income. All related prior period income statement information has been restated to conform to the current year reporting of these businesses. See the Discontinued Operations Note in Item 1 – Financial Statements for further details regarding the Company’s discontinued operations.

CONSOLIDATED RESULTS OF OPERATIONS

The Company’s consolidated results of operations for the third quarter and year-to-date periods of 2011 and 2010 were as follows:

(Dollars in thousands)
Three Months Ended
September 30
 
Nine Months Ended
September 30
 
 
2011
 
2010
 
2011
 
2010
 
Operating revenues
  $ 4,580,516     $ 3,941,124     $ 13,467,275     $ 11,501,944  
Operating income
    714,284       619,725       2,083,926       1,771,435  
Margin %
    15.6 %     15.7 %     15.5 %     15.4 %


 
 

 
In the third quarter and year-to-date periods of 2011, the changes in revenues, operating income and operating margins over the prior year were primarily due to the following factors:

   
Three Months Ended
September 30
   
Nine Months Ended
September 30
 
   
% Increase (Decrease)
   
% Increase (Decrease)
   
% Point Increase (Decrease)
   
% Increase (Decrease)
   
% Increase (Decrease)
   
% Point Increase (Decrease)
 
   
Operating Revenues
   
Operating Income
   
Operating Margins
   
Operating Revenues
   
Operating Income
   
Operating Margins
 
Base business:
                                   
Revenue change/Operating leverage
    6.2 %     16.2 %     1.5 %     8.0 %     21.6 %     1.9 %
Changes in variable margins & overhead costs
          (7.8 )     (1.2 )           (10.3 )     (1.5 )
Total
    6.2       8.4       0.3       8.0       11.3       0.4  
                                                 
Acquisitions and divestitures
    5.3       3.1       (0.3 )     4.8       1.9       (0.4 )
Restructuring costs
          (1.3 )     (0.2 )           (0.1 )      
Impairment of goodwill & intangibles
          0.2                   0.1        
Translation
    4.7       4.9       0.1       4.3       4.5       0.1  
Other
                            (0.1 )      
Total
    16.2 %     15.3 %     (0.1 )%     17.1 %     17.6 %     0.1 %

Operating Revenues
Revenues increased 16.2% and 17.1% for the third quarter and year-to-date periods of 2011, respectively, versus 2010 primarily due to higher base revenues, revenues from acquisitions and the favorable effect of currency translation. Base revenues increased 6.2% and 8.0% in the third quarter and year-to-date periods of 2011, respectively, versus 2010 amid economic conditions that have shown some moderation from early in the year but continued to provide growth opportunities. North American base revenues increased 7.8% and 9.1% in the third quarter and year-to-date periods, respectively, while international base revenues increased 4.2% and 6.7% in the same periods. In Europe and China, base revenues increased by 3.8% and 16.2%, respectively, in the third quarter of 2011. End markets associated with the welding, automotive, and test and measurement businesses showed strength in the third quarter and year-to-date periods.

Operating Income
Operating income increased 15.3% and 17.6% in the third quarter and year-to-date periods of 2011, respectively, versus 2010 primarily due to the increase in base revenues, the favorable effect of currency translation and income from acquisitions. Base margins increased 30 basis points and 40 basis points in the third quarter and year-to-date periods of 2011, respectively, primarily due to the positive leverage effect of the increase in base revenues, partially offset by the negative impact of selling price versus material cost comparisons. Acquisitions and divestitures diluted operating margins by 30 and 40 basis points in the third quarter and year-to-date periods, respectively. Acquisitions were dilutive to margins primarily due to amortization expense related to intangible assets.

Certain reclassifications of prior year segment data have been made to conform to current year reporting. The reconciliation of segment operating revenues to total operating revenues is as follows:

(In thousands)
 
Three Months Ended
September 30
   
Nine Months Ended
September 30
 
   
2011
   
2010
   
2011
   
2010
 
Transportation
  $ 790,595     $ 628,387     $ 2,350,946     $ 1,895,766  
Industrial Packaging
    664,272       575,145       1,993,159       1,694,585  
Power Systems & Electronics
    750,498       619,310       2,157,849       1,793,158  
Food Equipment
    511,456       487,457       1,475,233       1,368,414  
Construction Products
    513,765       455,801       1,496,920       1,306,830  
Polymers & Fluids
    362,386       277,732       1,047,326       822,406  
Decorative Surfaces
    283,180       251,361       835,032       746,650  
All Other
    725,719       669,054       2,178,082       1,941,114  
Intersegment revenues
    (21,355 )     (23,123 )     (67,272 )     (66,979 )
Total operating revenues
  $ 4,580,516     $ 3,941,124     $ 13,467,275     $ 11,501,944  
 
 

 
TRANSPORTATION

Businesses in this segment produce components, fasteners, fluids and polymers, as well as truck remanufacturing and related parts and service.

In the Transportation segment, products and services include:
metal and plastic components, fasteners and assemblies for automobiles and light trucks;
fluids, polymers and other supplies for auto aftermarket maintenance and appearance;
fillers and putties for auto body repair;
polyester coatings and patch and repair products for the marine industry; and
truck remanufacturing and related parts and service.

This segment primarily serves the automotive original equipment manufacturers and tiers, and the automotive aftermarket.

The results of operations for the Transportation segment for the third quarter and year-to-date periods of 2011 and 2010 were as follows:

(Dollars in thousands)
Three Months Ended
September 30
 
Nine Months Ended
September 30
 
 
2011
 
2010
 
2011
 
2010
 
Operating revenues
  $ 790,595     $ 628,387     $ 2,350,946     $ 1,895,766  
Operating income
    120,852       92,020       360,874       288,309  
Margin %
    15.3 %     14.6 %     15.4 %     15.2 %

In the third quarter and year-to-date periods of 2011, the changes in revenues, operating income and operating margins over the prior year were primarily due to the following factors:

   
Three Months Ended
September 30
   
Nine Months Ended
September 30
 
   
% Increase (Decrease)
   
% Increase (Decrease)
   
% Point Increase (Decrease)
   
% Increase (Decrease)
   
% Increase (Decrease)
   
% Point Increase (Decrease)
 
   
Operating Revenues
   
Operating Income
   
Operating Margins
   
Operating Revenues
   
Operating Income
   
Operating Margins
 
Base business:
                                   
Revenue change/Operating leverage
    9.5 %     23.7 %     1.9 %     10.6 %     25.6 %     2.1 %
Changes in variable margins & overhead costs
          (9.9 )     (1.3 )           (9.5 )     (1.3 )
Total
    9.5       13.8       0.6       10.6       16.1       0.8  
                                                 
Acquisitions
    12.2       11.6       (0.1 )     9.8       4.3       (0.8 )
Restructuring costs
          0.5       0.1             0.1        
Translation
    4.1       5.5       0.2       3.7       4.7       0.1  
Other
          (0.1 )     (0.1 )     (0.1 )           0.1  
Total
    25.8 %     31.3 %     0.7 %     24.0 %     25.2 %     0.2 %

Operating Revenues
Revenues increased 25.8% and 24.0% in the third quarter and year-to-date periods of 2011, respectively, versus 2010 primarily due to revenues from acquisitions, the increase in base revenues, and the favorable effect of currency translation. The increase in acquisition revenue is primarily due to the purchase of two North American automotive aftermarket businesses, one in the second quarter of 2010, and one in the first quarter of 2011, and an international automotive aftermarket business in the third quarter of 2011. North American automotive base revenues increased 6.9% and 10.4% in the third quarter and year-to-date periods, respectively, due to an increase in North American auto builds of 5.7% and 7.6% in the third quarter and year-to-date periods, respectively, and increased product penetration. International automotive base revenues increased 11.3% and 11.0% in the third quarter and year-to-date periods, respectively, due to an increase in European auto builds of 5.2% and 7.8% for the respective periods, increased product penetration and gains in emerging markets. The automotive aftermarket base business increased 5.4% and 4.1% and the truck remanufacturing and related parts and service business increased 17.7% and 19.7% for the third quarter and year-to-date periods of 2011, respectively, primarily due to increased demand in North America.
 
 

 

Operating Income
Operating income increased 31.3% and 25.2% in the third quarter and year-to-date periods of 2011, respectively, versus 2010 primarily due to the increase in base revenues, income from acquisitions and the favorable effect of currency translation. Base margins increased 60 and 80 basis points for the third quarter and year-to-date periods, respectively, primarily as a result of positive leverage from the increase in base revenues partially offset by the negative impact of selling price versus material cost comparisons and higher operating costs. Acquisitions diluted operating margins by 10 and 80 basis points in the third quarter and year-to-date periods, respectively.

INDUSTRIAL PACKAGING

Businesses in this segment produce steel, plastic and paper products and equipment used for bundling, shipping and protecting goods in transit.

In the Industrial Packaging segment, products include:
steel and plastic strapping and related tools and equipment;
plastic stretch film and related equipment;
paper and plastic products that protect goods in transit; and
metal jacketing and other insulation products.

This segment primarily serves the general industrial, primary metals, food and beverage, and construction markets.

The results of operations for the Industrial Packaging segment for the third quarter and year-to-date periods of 2011 and 2010 were as follows:

(Dollars in thousands)
Three Months Ended
September 30
 
Nine Months Ended
September 30
 
 
2011
 
2010
 
2011
 
2010
 
Operating revenues
  $ 664,272     $ 575,145     $ 1,993,159     $ 1,694,585  
Operating income
    70,386       63,445       212,284       182,935  
Margin %
    10.6 %     11.0 %     10.7 %     10.8 %

In the third quarter and year-to-date periods of 2011, the changes in revenues, operating income and operating margins over the prior year were primarily due to the following factors:

   
Three Months Ended
September 30
   
Nine Months Ended
September 30
 
   
% Increase (Decrease)
   
% Increase (Decrease)
   
% Point Increase (Decrease)
   
% Increase (Decrease)
   
% Increase (Decrease)
   
% Point Increase (Decrease)
 
   
Operating Revenues
   
Operating Income
   
Operating Margins
   
Operating Revenues
   
Operating Income
   
Operating Margins
 
Base business:
                                   
Revenue change/Operating leverage
    6.3 %     21.7 %     1.6 %     9.9 %     35.8 %     2.5 %
Changes in variable margins & overhead costs
          (18.9 )     (2.0 )           (27.3 )     (2.7 )
Total
    6.3       2.8       (0.4 )     9.9       8.5       (0.2 )
                                                 
Acquisitions
    3.6       3.5             2.5       2.3        
Restructuring costs
          (1.3 )     (0.1 )           (1.2 )     (0.1 )
Translation
    5.5       6.0       0.1       5.2       6.5       0.1  
Other
    0.1       (0.1 )                 (0.1 )     0.1  
Total
    15.5 %     10.9 %     (0.4 )%     17.6 %     16.0 %     (0.1 )%


 
 

 


Operating Revenues
Operating revenues increased 15.5% and 17.6% in the third quarter and year-to-date periods of 2011, respectively, versus 2010 primarily due to the increase in base revenues, the favorable effect of currency translation and revenues from acquisitions. The increase in acquisition revenue is primarily due to the purchase of a protective packaging business in the second quarter of 2011. Base revenues increased 12.0% and 12.8% for the North American strapping and equipment businesses in the third quarter and year-to-date periods, respectively, primarily due to higher steel and plastic strapping prices and higher equipment sales. Base revenues for the international strapping and equipment businesses increased 3.7% and 8.5% in the third quarter and year-to-date periods, respectively, primarily due to an increase in strapping prices. Worldwide protective packaging base revenues increased 4.7% and 7.5% in the third quarter and year-to-date periods, respectively, while worldwide stretch packaging base revenues increased 10.3% and 14.5% in the same periods.

Operating Income
Operating income increased 10.9% and 16.0% in the third quarter and year-to-date periods of 2011, respectively, versus 2010 primarily due to the favorable effect of the increase in base revenues, the favorable effect of currency translation and income from acquisitions. Base operating margins decreased 40 and 20 basis points in the third quarter and year-to-date periods of 2011, respectively, primarily due to the negative impact of selling price versus material cost comparisons and increased operating expenses, partially offset by the positive leverage effect of the increase in base revenues.

POWER SYSTEMS & ELECTRONICS

Businesses in this segment produce equipment and consumables associated with specialty power conversion, metallurgy and electronics.

In the Power Systems & Electronics segment, products include:
arc welding equipment;
metal arc welding consumables and related accessories;
metal solder materials for PC board fabrication;
equipment and services for microelectronics assembly;
electronic components and component packaging;
static and contamination control equipment;
airport ground support equipment; and
pressure sensitive adhesives and components for telecommunications, electronics, medical and transportation applications.

This segment primarily serves the general industrial, electronics and construction markets.

The results of operations for the Power Systems & Electronics segment for the third quarter and year-to-date periods of 2011 and 2010 were as follows:

(Dollars in thousands)
Three Months Ended
September 30
 
Nine Months Ended
September 30
 
 
2011
 
2010
 
2011
 
2010
 
Operating revenues
  $ 750,498     $ 619,310     $ 2,157,849     $ 1,793,158  
Operating income
    147,813       127,974       441,446       361,039  
Margin %
    19.7 %     20.7 %     20.5 %     20.1 %


 
 

 

In the third quarter and year-to-date periods of 2011, the changes in operating revenues, operating income and operating margins over the prior year were primarily due to the following factors:

   
Three Months Ended
September 30
   
Nine Months Ended
September 30
 
   
% Increase (Decrease)
   
% Increase (Decrease)
   
% Point Increase (Decrease)
   
% Increase (Decrease)
   
% Increase (Decrease)
   
% Point Increase (Decrease)
 
   
Operating Revenues
   
Operating Income
   
Operating Margins
   
Operating Revenues
   
Operating Income
   
Operating Margins
 
Base business:
                                   
Revenue change/Operating leverage
    11.7 %     23.0 %     2.1 %     13.3 %     27.1 %     2.5 %
Changes in variable margins & overhead costs
          (8.8 )     (1.6 )           (7.7 )     (1.4 )
Total
    11.7       14.2       0.5       13.3       19.4       1.1  
                                                 
Acquisitions
    6.1       (0.7 )     (1.2 )     3.8       0.4       (0.6 )
Restructuring costs
          (1.0 )     (0.2 )           (0.3 )     (0.1 )
Translation
    3.3       2.9             3.2       2.8       (0.1 )
Other
    0.1       0.1       (0.1 )                 0.1  
Total
    21.2 %     15.5 %     (1.0 )%     20.3 %     22.3 %     0.4 %

Operating Revenues
Revenues increased 21.2% and 20.3% in the third quarter and year-to-date periods of 2011, respectively, versus 2010 primarily due to growth in base business, revenues from acquisitions and the favorable effect of currency translation. The acquisition revenue was primarily due to the purchase of an ionization control and monitoring systems business in the second quarter of 2010, an automated welding systems business in the fourth quarter of 2010, and a thermal processing and environmental equipment manufacturer in the third quarter of 2011. North American welding base business revenues increased 26.1% and 24.4% in the third quarter and year-to-date periods, respectively, as a number of industrial-based end markets continued to have strong demand. In particular, increased sales in oil and gas end markets as well as sales to heavy equipment OEM’s and other manufacturers helped drive base revenues. Base business revenues for the international welding businesses increased 6.3% and 11.0% in the same periods, primarily due to growth in the Asian oil and gas end markets. Base revenues for the electronics businesses increased 1.7% and 4.7% for the third quarter and year-to-date periods mainly due to growth in the PC board fabrication businesses, offset by declines in other electronics businesses.

Operating Income
Operating income increased 15.5% and 22.3% in the third quarter and year-to-date periods of 2011, respectively, versus 2010 mainly due to the increase in base revenues and the favorable effect of currency translation. Base margins increased 50 and 110 basis points in the third quarter and year-to-date periods, respectively, primarily due to the positive leverage effect of the growth in base business revenues, partially offset by the negative impact of selling price versus material cost comparisons and higher overhead expenses. Acquisitions diluted operating margins by 120 and 60 basis points in the third quarter and year-to-date periods, respectively.

FOOD EQUIPMENT

Businesses in this segment produce commercial food equipment and related service.

In the Food Equipment segment, products and services include:
warewashing equipment;
cooking equipment, including ovens, ranges and broilers;
refrigeration equipment, including refrigerators, freezers and prep tables;
food processing equipment, including slicers, mixers and scales;
kitchen exhaust, ventilation and pollution control systems; and
food equipment service, maintenance and repair.

This segment primarily serves the food institutional/restaurant, service and food retail markets.

 
 

 

The results of operations for the Food Equipment segment for the third quarter and year-to-date periods of 2011 and 2010 were as follows:

(Dollars in thousands)
Three Months Ended
September 30
 
Nine Months Ended
September 30
 
 
2011
 
2010
 
2011
 
2010
 
Operating revenues
  $ 511,456     $ 487,457     $ 1,475,233     $ 1,368,414  
Operating income
    83,123       86,244       217,253       204,523  
Margin %
    16.3 %     17.7 %     14.7 %     14.9 %

In the third quarter and year-to-date periods of 2011, the changes in revenues, operating income and operating margins over the prior year were primarily due to the following factors:

   
Three Months Ended
September 30
   
Nine Months Ended
September 30
 
   
% Increase (Decrease)
   
% Increase (Decrease)
   
% Point Increase (Decrease)
   
% Increase (Decrease)
   
% Increase (Decrease)
   
% Point Increase (Decrease)
 
   
Operating Revenues
   
Operating Income
   
Operating Margins
   
Operating Revenues
   
Operating Income
   
Operating Margins
 
Base business:
                                   
Revenue change/Operating leverage
    (0.5 )%     (1.2 )%     (0.1 )%     2.5 %     7.1 %     0.7 %
Changes in variable margins & overhead costs
          (6.1 )     (1.1 )           1.3       0.2  
Total
    (0.5 )     (7.3 )     (1.2 )     2.5       8.4       0.9  
                                                 
Acquisitions
    1.2       0.1       (0.2 )     1.6       (0.5 )     (0.3 )
Restructuring costs
          (0.4 )     (0.1 )           (5.5 )     (0.8 )
Translation
    4.2       4.0       0.1       3.7       3.9        
Other
                            (0.1 )      
Total
    4.9 %     (3.6 )%     (1.4 )%     7.8 %     6.2 %     (0.2 )%

Operating Revenues
Revenues increased 4.9% and 7.8% in the third quarter and year-to-date periods of 2011, respectively, versus 2010 due to the favorable effect of currency translation and revenues from acquisitions. Acquisition revenue is attributable to a European food equipment business purchased in the third quarter of 2010. North American base revenues decreased 0.8% in the third quarter and increased 3.1% for the year-to-date period as equipment revenues decreased 3.2% in the third quarter and increased 3.6% for the year-to-date period, and service revenues increased 3.3% and 2.3%, respectively. The decline in third quarter North American base equipment revenues was primarily driven by weakness in institutional end markets. International base revenues decreased 0.2% in the third quarter as equipment revenues decreased 1.9%, partially offset by an increase in service revenues of 4.0%. International equipment sales were negatively impacted by lower equipment sales in Europe, partially offset by stronger sales in Latin America and Asia. For the year-to-date period, international base revenues increased 1.7% as equipment revenues increased 1.2% and service revenues increased 3.0%.

Operating Income
Operating income decreased 3.6% in the third quarter and increased 6.2% in the year-to-date period of 2011 versus 2010. The third quarter decline was primarily due to unfavorable product mix and the negative leverage effect of lower base revenues, partially offset by the positive effect of currency translation. Base margins decreased 120 basis points in the third quarter primarily due to unfavorable product mix. Base margins increased 90 basis points in the year-to-date period primarily due to the favorable leverage effect of the increase in base revenues and adjustments related to a European business in 2010, partially offset by the negative impact of selling price versus material cost comparisons. Higher restructuring expenses diluted operating margins by 80 basis points in the year-to-date period and acquisitions diluted margins by 20 and 30 basis points in the third quarter and year-to-date periods, respectively.

 
 

 
CONSTRUCTION PRODUCTS

Businesses in this segment produce tools, fasteners and other products for construction applications.

In the Construction Products segment, products include:
fasteners and related fastening tools for wood and metal applications;
anchors, fasteners and related tools for concrete applications;
metal plate truss components and related equipment and software; and
packaged hardware, fasteners, anchors and other products for retail.

This segment primarily serves the residential construction, commercial construction and renovation construction markets.

The results of operations for the Construction Products segment for the third quarter and year-to-date periods of 2011 and 2010 were as follows:

(Dollars in thousands)
Three Months Ended
September 30
 
Nine Months Ended
September 30
 
 
2011
 
2010
 
2011
 
2010
 
Operating revenues
  $ 513,765     $ 455,801     $ 1,496,920     $ 1,306,830  
Operating income
    63,735       52,721       173,712       152,671  
Margin %
    12.4 %     11.6 %     11.6 %     11.7 %

In the third quarter and year-to-date periods of 2011, the changes in revenues, operating income and operating margins over the prior year were primarily due to the following factors:

   
Three Months Ended
September 30
   
Nine Months Ended
September 30
 
   
% Increase (Decrease)
   
% Increase (Decrease)
   
% Point Increase (Decrease)
   
% Increase (Decrease)
   
% Increase (Decrease)
   
% Point Increase (Decrease)
 
   
Operating Revenues
   
Operating Income
   
Operating Margins
   
Operating Revenues
   
Operating Income
   
Operating Margins
 
Base business:
                                   
Revenue change/Operating leverage
    2.9 %     10.4 %     0.8 %     2.7 %     10.2 %     0.9 %
Changes in variable margins & overhead costs
          (1.2 )     (0.1 )           (15.6 )     (1.8 )
Total
    2.9       9.2       0.7       2.7       (5.4 )     (0.9 )
                                                 
Acquisitions
    1.2       0.9       (0.1 )     3.9       0.8       (0.3 )
Restructuring costs
          (1.9 )     (0.2 )           6.7       0.8  
Translation
    8.6       12.7       0.4       7.9       11.8       0.4  
Other
                            (0.1 )     (0.1 )
Total
    12.7 %     20.9 %     0.8 %     14.5 %     13.8 %     (0.1 )%

Operating Revenues
Revenues increased 12.7% and 14.5% in the third quarter and year-to-date periods of 2011, respectively, versus 2010 primarily due to the favorable effect of currency translation, revenues from acquisitions and an increase in base revenue. Acquisition revenue was primarily due to the acquisition of a Canadian fastener business in the second quarter of 2011and a European retail distribution business in the second quarter of 2010. International base revenues increased 1.0% and 3.6% in the third quarter and year-to-date periods, respectively, primarily driven by a 3.3% and 8.4% increase in European base revenues in the third quarter and year-to-date periods, respectively, versus 2010. While European base revenues grew year-over-year, the rate of growth moderated in the third quarter of 2011 from that experienced earlier in the year. Base revenues for the Asia Pacific region decreased 1.7% and 1.6% for the same periods primarily due to pricing pressure in the Australian/New Zealand market and weakness in the Australian residential housing market. North American base revenues increased 7.4% and 0.4% in the third quarter and year-to-date periods, respectively. In the third quarter, North American base revenues benefited from price increases implemented to offset higher steel prices. Year-to-date North American base revenue comparisons were negatively impacted by a one-time licensing agreement settlement that positively impacted revenues in the second quarter of 2010.
 
 

 


Operating Income
Operating income increased 20.9% and 13.8% in the third quarter and year-to-date periods of 2011, respectively, versus 2010 primarily due to the positive leverage from the increase in base revenues described above, the favorable effect of currency translation and income from acquisitions. Additionally, operating income increased in the year-to-date period due to lower restructuring expenses. Base margins increased 70 basis points in the third quarter of 2011 as the positive leverage from the increase in base revenues was partially offset by the negative impact of selling price versus material cost comparisons. Base margins declined 90 basis points in the year-to-date period primarily due to the one-time licensing agreement settlement in 2010 and the negative impact of selling price versus material cost comparisons in 2011.

POLYMERS & FLUIDS

Businesses in this segment produce adhesives, sealants, lubrication and cutting fluids, and hygiene products.

In the Polymers & Fluids segment, products include:
adhesives for industrial, construction and consumer purposes;
chemical fluids which clean or add lubrication to machines;
epoxy and resin-based coating products for industrial applications; and
hand wipes and cleaners for industrial applications.

This segment primarily serves the general industrial, construction, maintenance, repair and operations, and automotive aftermarket markets.

The results of operations for the Polymers & Fluids segment for the third quarter and year-to-date periods of 2011 and 2010 were as follows:

(Dollars in thousands)
Three Months Ended
September 30
 
Nine Months Ended
September 30
 
 
2011
 
2010
 
2011
 
2010
 
Operating revenues
  $ 362,386     $ 277,732     $ 1,047,326     $ 822,406  
Operating income (loss)
    61,837       49,893       170,472       150,693  
Margin %
    17.1 %     18.0 %     16.3 %     18.3 %

In the third quarter and year-to-date periods of 2011, the changes in revenues, operating income and operating margins over the prior year were primarily due to the following factors:

   
Three Months Ended
September 30
   
Nine Months Ended
September 30
 
   
% Increase (Decrease)
   
% Increase (Decrease)
   
% Point Increase (Decrease)
   
% Increase (Decrease)
   
% Increase (Decrease)
   
% Point Increase (Decrease)
 
   
Operating Revenues
   
Operating Income
   
Operating Margins
   
Operating Revenues
   
Operating Income
   
Operating Margins
 
Base business:
                                   
Revenue change/Operating leverage
    8.2 %     19.8 %     1.9 %     4.9 %     11.9 %     1.2 %
Changes in variable margins & overhead costs
          1.6       0.3             (8.1 )     (1.4 )
Total
    8.2       21.4       2.2       4.9       3.8       (0.2 )
                                                 
Acquisitions
    16.4       6.5       (1.5 )     16.9       8.5       (1.1 )
Restructuring costs
          (9.9 )     (1.7 )           (4.4 )     (0.8 )
Translation
    5.9       6.0       0.1       5.6       5.3       0.1  
Other
          (0.1 )           (0.1 )     (0.1 )      
Total
    30.5 %     23.9 %     (0.9 )%     27.3 %     13.1 %     (2.0 )%


 
 

 


Operating Revenues
Revenues increased 30.5% and 27.3% in the third quarter and year-to-date periods of 2011, respectively, versus 2010 primarily due to revenues from acquisitions, the favorable effect of currency translation and the increase in base revenues. Acquisition revenue was primarily the result of the purchase of an international polymers business and a Latin American fluids business in the fourth quarter of 2010, as well as a Latin American solvent business in the second quarter of 2011. Worldwide base revenues for the polymers businesses increased 9.0% and 4.7% in the third quarter and year-to-date periods, respectively. Worldwide base revenues for the fluids businesses increased 5.7% and 5.2% in the third quarter and year-to-date periods, respectively. Growth in emerging markets, including Brazil and China, continued to outperform other markets.

Operating Income
Operating income increased 23.9% and 13.1% in the third quarter and year-to-date periods of 2011, respectively, versus 2010 primarily due to the increase in base revenues, income from acquisitions and the favorable effect of currency translation, partially offset by higher restructuring expenses. Base margins increased 220 basis points in the third quarter due to the positive leverage effect of the increase in base revenues and operational efficiencies. Base margins decreased 20 basis points for the year-to-date period due to the negative impact of selling price versus material cost comparisons and increased overhead costs resulting from higher investment in new product development and other growth initiatives, partially offset by the positive leverage effect of the increase in base revenues. Acquisitions diluted margins by 150 and 110 basis points in the third quarter and year-to-date periods, respectively.

DECORATIVE SURFACES

Businesses in this segment produce decorative surfacing materials for furniture, office and retail space, countertops, and other applications.

In the Decorative Surfaces segment, products include:
decorative high-pressure laminate for furniture, office and retail space and countertops; and
high-pressure laminate worktops.

This segment serves the commercial construction, renovation construction and residential construction markets.

The results of operations for the Decorative Surfaces segment for the third quarter and year-to-date periods of 2011 and 2010 were as follows:

(Dollars in thousands)
Three Months Ended
September 30
 
Nine Months Ended
September 30
 
 
2011
 
2010
 
2011
 
2010
 
Operating revenues
  $ 283,180     $ 251,361     $ 835,032     $ 746,650  
Operating income
    34,228       31,529       103,607       95,538  
Margin %
    12.1 %     12.5 %     12.4 %     12.8 %


 
 

 
In the third quarter and year-to-date periods of 2011, the changes in revenues, operating income and operating margins over the prior year were primarily due to the following factors:

   
Three Months Ended
September 30
   
Nine Months Ended
September 30
 
   
% Increase (Decrease)
   
% Increase (Decrease)
   
% Point Increase (Decrease)
   
% Increase (Decrease)
   
% Increase (Decrease)
   
% Point Increase (Decrease)
 
   
Operating Revenues
   
Operating Income
   
Operating Margins
   
Operating Revenues
   
Operating Income
   
Operating Margins
 
Base business:
                                   
Revenue change/Operating leverage
    8.7 %     27.9 %     2.2 %     8.4 %     27.1 %     2.2 %
Changes in variable margins & overhead costs
          (22.7 )     (2.6 )           (27.0 )     (3.2 )
Total
    8.7       5.2       (0.4 )     8.4       0.1       (1.0 )
                                                 
Acquisitions
                                   
Restructuring costs
          0.2                   5.8       0.7  
Translation
    4.0       3.2             3.4       2.5       (0.1 )
Total
    12.7 %     8.6 %     (0.4 )%     11.8 %     8.4 %     (0.4 )%

Operating Revenues
Revenues increased 12.7% and 11.8% in the third quarter and year-to-date periods of 2011, respectively, versus 2010 due to an increase in base business and the favorable effect of currency translation. Base revenues increased 7.0% and 6.8% for the North American laminate businesses in the third quarter and year-to-date periods, respectively, primarily due to new product introductions and increased product demand in the office furniture market. International base revenues increased 10.5% and 10.4% in the third quarter and year-to-date periods, respectively, primarily due to increased demand for products in China and Europe.

Operating Income
Operating income increased 8.6% and 8.4% in the third quarter and year-to-date periods of 2011, respectively, versus 2010 primarily due to the increase in base revenues, lower restructuring expenses and the favorable effect of currency translation, partially offset by higher operating costs. Base margins declined 40 and 100 basis points in the third quarter and year-to-date periods, respectively, as the positive leverage effect of the increase in base revenues was more than offset by the negative impact of selling price versus material cost comparisons and higher operating costs.

ALL OTHER

This segment contains all other operating segments.

In the All Other segment, products include:
equipment and related software for testing and measuring of materials and structures;
plastic reclosable packaging for consumer food storage;
plastic consumables that multi-pack cans and bottles and related equipment;
plastic fasteners and components for appliances, furniture and industrial uses;
metal fasteners and components for appliances and industrial applications;
foil, film and related equipment used to decorate consumer products;
product coding and marking equipment and related consumables; and
line integration, conveyor systems and line automation for the food and beverage industries.

This segment primarily serves the general industrial, food and beverage, and consumer durables.

The results of operations for the All Other segment for the third quarter and year-to-date periods of 2011 and 2010 were as follows:

(Dollars in thousands)
Three Months Ended
September 30
 
Nine Months Ended
September 30
 
 
2011
 
2010
 
2011
 
2010
 
Operating revenues
  $ 725,719     $ 669,054     $ 2,178,082     $ 1,941,114  
Operating income