Operator
Operator
Good morning. My name is Kim, and I'll be your conference operator today. At this time, I would like to welcome everyone to the Pentair Q3 2015 Earnings Conference Call. All lines have been placed on mute to prevent any background noise. After the speakers' remarks, there will be a question-and-answer session. Thank you. Jim Lucas, Vice President, Investor Relations and Strategic Planning, you may begin your conference, sir. Jim Lucas - Vice President-Investor Relations & Strategic Planning: Thanks, Kim, and welcome to Pentair's third quarter 2015 earnings conference call. We're glad you could join us. I'm Jim Lucas, Vice President of Investor Relations and Strategic Planning. And joining me today is Randy Hogan, our Chairman and Chief Executive Officer; and John Stauch, our Chief Financial Officer. On today's call, we will provide details on our third quarter 2015 performance as well as our fourth quarter and full year 2015 outlook as outlined in this morning's release. Before we begin, let me remind you that any statements made about the company's anticipated financial results are forward-looking statements subject to future risks and uncertainties, such as the risks outlined in Pentair's most recent 10-K and today's release. Forward-looking statements included herein are made as of today, and the company undertakes no obligation to update publicly such statements to reflect subsequent events or circumstances. Actual results could differ materially from anticipated results. Today's webcast is accompanied by a presentation, which can be found in the Investors section of Pentair's website. We will reference these slides throughout our prepared remarks. Any references to non-GAAP financials are reconciled in the appendix of the presentation. We will be sure to reserve time for questions and answers after our prepared remarks. I would like to request that you limit your questions to one and a follow-up and get back in the queue for further questions in order to ensure everyone an opportunity to ask their questions. I will now turn the call over to Randy. Randall J. Hogan - Chairman & Chief Executive Officer: Thanks, Jim. And good morning, everyone. As you saw in this morning's release, Pentair achieved earnings at the high end of the range, driven by core growth in two of our segments, plus solid margin expansion in three of our four segments: Flow & Filtration Solutions, Water Quality Systems, and Technical Solutions. We achieved this despite the energy market challenges we expected and a weakening in industrial short cycle sales towards the end of the quarter. So while our Energy and now Industrial verticals are presenting challenges, we have seen both Food & Beverage and Residential & Commercial sales growth buoy up results throughout the year. Our efforts to right-size the cost structure in Valves & Controls are well underway and we expect to execute all of our planned actions by the end of the year. These initiatives are expected to drive $135 million in gross cost savings in 2016. We'll provide more details on these actions later in the call. During the quarter, we closed on our acquisition of ERICO. As a reminder, ERICO's a leading manufacturer of highly-engineered electrical and fastening products that complement the equipment protection business within our Technical Solutions segment. ERICO has an annual revenue of approximately $600 million in very healthy margins. Our integration efforts are accelerating. We remain committed to our previously communicated synergies target of $10 million in 2016 and still expect the deal to be accretive to adjusted earnings by $0.40 in 2016. We're tightening our full year 2015 adjusted EPS guidance to a range of $3.84 to $3.86 from a range of $3.80 to $3.90. while John will give more details on our fourth quarter and full year guidance later in the call, the updated guidance reflects a more cautious outlook on our short cycle Industrial and Energy businesses in the fourth quarter. This is primarily because we're not expecting to see the normal levels of maintenance and year-end budget spending that typically occur in most fourth quarters, given how September looked. We expect about $0.05 of accretion from ERICO in the fourth quarter, which is expected to offset any softness in these fourth quarter short cycle sales as we continue to focus on delivering the midpoint of our guidance or better. We expect to deliver cash flow of about 100% of adjusted net income for the full year. Now, let's turn to slide five for a discussion of our third quarter results. Third quarter core sales declined 5%, which follows a core sales decline of 2% in the second quarter and a 4% core sales decline in the first quarter. Valves & Controls had an acceleration in the rate of decline in its core sales, which was consistent with our outlook for the business entering the second half of the year. Both Water Quality Systems and Technical Solutions delivered core sales growth, while Flow & Filtration Solutions have stabilization in the top line, with core sales declining only 1%. Overall, FX remained a significant headwind in the quarter. Adjusted operating income, which adds back intangible amortization, was down 16%, and adjusted operating margins were down 70 basis points to 16.1%. The income decline and margin contraction came solely from our Valves & Control segment as the other three segments delivered healthy margin expansion. Free cash flow has been impacted this year by working capital timing due to the top line softness we've experienced, but we expect to deliver free cash flow approximating 100% of adjusted net income. Now, let's turn to slide six for a more detailed look at the third quarter with our standard sales and income walks. During the quarter, we saw a growth in two verticals: Residential & Commercial and Food & Beverage, while both Energy and Industrial declined. As a reminder, we include process industries such as chemicals in our Industrial vertical. Infrastructure was down 5%. This was a mixed as we saw a turn to growth in the Flow & Filtration Solutions businesses serving Infrastructure, while Technical Solutions saw a slowdown in its telecom sales. As you can see on the right-hand side of this page, our adjusted operating income adds back intangible amortization, which we believe more accurately reflects the operating performance of our overall business. Productivity and price once again more than offset inflation, but this was not nearly enough to offset the top line contraction being experienced by our Valves & Controls business. Our cost-out actions are gaining traction in Valves & Controls, which we expect to benefit the segment's results in 2016. We've also adjusted the cost structure in our Flow & Filtration Solutions and Technical Solutions segments, with benefits expected starting in the fourth quarter of this year. Now, let's turn to slide seven for a view of our largest segment, Valves & Controls. In the third quarter, Valves & Controls' core sales declined 18%, which showed further deterioration from the 11% decline in the second quarter. FX remained a considerable headwind at 10%. Backlog was down 3% sequentially, which includes the negative FX translation. Core orders declined 12%, the same rate of decline experienced last quarter. Core sales in all four Valves & Controls sub-verticals were down double digits with the steepest declines in mining. We also saw weakness in our short cycle business, which is further evidence that customers will not only cut capital expenditures this year but are also deferring some maintenance turnarounds and operational expenses. We do not believe these deferrals can last long and expect to see some stabilization or return to some growth in the short cycle business next year. We continue to see customers' delayed shipments, but order cancellations have been rare. The right half of the page shows third quarter Valves & Controls segment income and margins. We continue to drive productivity, and price was flat in the quarter. The abrupt and sharp volumes declines experienced this year, coupled with the time delay it takes for cost structure adjustments to read out, has contributed a higher than average margin contraction. While we are seeing pricing pressures on project orders, we're encouraged as standard pricing remain stable for now. Now, let's turn to slide eight for a look at the backlog and orders for Valves & Controls. As you can see on slide eight, Valves & Controls backlog is broken down in four key sub-verticals; three of which fall into our Energy vertical: oil & gas, power, and mining; and one on our Industrial vertical which is the process industries. Orders were down in three of the four sub-verticals, with power being an exception for the second consecutive quarter, with power orders growing 6%. While we continue to see activity in LNG and received a few orders in the quarter, it was not nearly enough to offset the lower orders across the rest of the oil & gas value chain. As mentioned earlier, in addition to weaker project sales, we've also seen lower MRO sales this year. Given that we have some products such as pressure relief valves that are using critical applications and are highly-serviced, we believe this is an indicator that deferral of maintenance is occurring more broadly this year. While the overall rate of order decline was consistent for the second consecutive quarter, it's too early to call a bottom. We continue to expect ongoing weakness in the longer cycle project business, but we do expect to see the short cycle business return to growth in 2016. We continue to believe in the long-term prospects for Valves & Controls. Now let's move to slide nine to review the actions we're taking to right-size our Valves & Controls segment. Last quarter, we discussed the acceleration of more dramatic cost-out actions within Valves & Controls. I asked John Stauch to lean in and drive the actions needed to right-size the cost structure of the business, given the ongoing industry challenges. I'm pleased to report that the team has rallied with a great sense of urgency and has stepped up to the challenge. As a reminder, we've targeted $130 million in gross cost-out actions. That is $115 million of permanent cost structure adjustment and $20 million of accelerated sourcing savings to help offset anticipated project pricing challenges next year. Of the $135 million identified so far, we've executed actions targeting 2016 savings of $125 million, and expect to execute the remainder during the fourth quarter. While we're not in a position to provide 2016 guidance yet, it's worth noting that we expect there to be incremental costs do return next year. Pricing on larger projects has seen continued pressure, and we do not expect this to moderate next year. We'll have virtually no incentive pay in 2015, and we want to build a plan to earn those back next year. In addition, we expect additional cost-out actions and there will likely be incremental spending that target savings in 2017. Further, the project push-outs that we have experienced this year are expected to continue. So, these $130 million worth of actions should be seen as gross savings. And they will be key to putting the Valves & Controls segment in a position to grow income in 2006 despite the ongoing top-line uncertainty. Now, let's move to slide 12 (sic) [10] (10:51) for a look at our Flow & Filtration Solutions segment. Flow & Filtration Solutions had an 8% top-line decline with core sales down 1% and FX translation a 7% headwind. This is a solid showing for Flow & Filtration Solutions as the core business showed further signs of stabilization and we believe it is on track to return to growth in the coming quarters. Food & Beverage was up 11% in the quarter, led by growth in our global beer and dairy businesses. Our agriculture-related businesses were down modestly, which is encouraging given the industry as a whole is down double-digit. Residential & Commercial was down 5%. It would have been up modestly if we exclude our previously communicated big box exit. Industrial was down once again as we saw a delay in some of our pump and filtration sales serving OEMs and tough year-over-year comps in our industrial fire business. Encouragingly, our Infrastructure business grew 6%. This was one quarter earlier than we expected to see growth in this vertical. Both the municipal flood control pumps and water reuse projects contributed to the infrastructure growth. Segment income was flat, and margins expanded a healthy 100 basis points to 14.6%. Productivity was especially strong this quarter, and the decision to exit low margin products also helped the profitability of the segment. The focus for the segment in 2015 has been to stabilize the business and drive margin expansion. And the third-quarter performance was validation that the business continues to move in the right direction. I also want to mention that we had a leadership change in Flow & Filtration Solutions at the end of the quarter. We recently hired Beth Wozniak to lead the business. Beth joins us after a long and successful career at Honeywell, where most recently she was President of its Environment and Combustion Controls business. Beth brings a strong track record of growth, and we're excited to have her join the Pentair team. Now, let's move to slide 11 for a look at Water Quality Systems. Water Quality Systems once again had a solid quarter with 3% core sales growth, though lower than the 6% core growth last quarter. During the quarter, our water purification and food service businesses both saw destocking in China as the correction there led to numerous customers being more cautious. We're monitoring the situation closely since we still expect growing demand for our water filtration products in China. Further, our aquatics business saw some timing impact in shipments due to flooding in Texas during the second quarter that delayed a number of installations, and dealers as a result managed their inventory levels very closely in the quarter. Despite the China inventory destocking and channel purchasing delays, Water Quality Systems' Residential & Commercial core sales grew 4%, while Food & Beverage was flat. Segment income grew 8% and margin expanded 150 basis points to 18.8%. Price offset inflation, and productivity was strong. In addition, mix was favorable. Segment continued to invest both in new products and in selling and marketing. We continue to expect good growth and margin expansion for the full year. Let's now turn to slide 12 for a look at Technical Solutions results. Technical Solutions reported a 1% decline in sales, comprised of a 2% core sales growth, a three-point contribution from ERICO and an FX headwind offset of 6%. Industrial sales were down 1% as our enclosures business saw continued softness in the short cycle Industrial business and further destocking in some of its distribution channels. Energy grew 9% as our thermal management business continued to ship two projects. Residential & commercial grew 9% as demand for our thermal building solutions products was strong. Infrastructure was the one negative in the quarter with a 17% decline, as our electronics business faced tough comps and overall sales to telecoms softened. Segment income was flat and margins expanded 30 basis points to a strong 23.4%. Mix has been negative this year as more of the thermal growth has come from lower margin large projects than higher margin MRO product sales, which have been soft. Price and productivity offset inflation for the quarter. Given the near-term headwinds in the short cycle Industrial business, we're addressing the cost structure accordingly. The fourth quarter will have a full quarter of contribution from ERICO which we expect to help offset Industrial softness and the continued tougher comparisons on the Energy side of the business. Now let's turn to slide 13 for a view of how we're closing out 2015. Before I turn the call over to John to discuss our fourth quarter and full year outlook in more detail, I want to discuss how we feel our portfolio's positioned entering the fourth quarter and as we exit 2015. We'll provide more color on our long-term strategy in our November 6 Investor Day Meeting in New York, and we'll provide our initial outlook for 2016 in mid-December. With the closing of the ERICO acquisition and the integration efforts well underway, we now expect approximately $0.05 of net accretion in the fourth quarter after accelerated integration costs. This accretion is expected to be partially offset by the expected weaker fourth quarter short cycle sales than we saw a year ago with our Energy and Industrial verticals. The right-sizing of the cost structure for Valves & Controls is on track and underway, and the benefits are expected to readout meaningfully in 2016. Sales into the Residential & Commercial and Food & Beverage verticals remain healthy. Infrastructure, while our smallest vertical, is also positioned to deliver growth primarily within Flow & Filtration Solutions, while Technical Solutions continues to expect to see ongoing weak demand in telecom sales. Cash flow continues to be a focus, and we expect to benefit from year-end working capital improvement especially within Valves & Controls and Flow & Filtration Solutions. Our full-year target of delivering free cash flow of approximately 100% of adjusted net income remains unchanged. With that, I'll turn the call over to John who will provide additional color on our outlook. John? John L. Stauch - Chief Financial Officer & Executive Vice President: Thank you, Randy. Please turn to slide number 14 titled Balance Sheet and Cash Flow. Our balance sheet changed significantly with the closing of the ERICO acquisition as our debt ended the quarter at $5 billion on a net debt basis, inclusive of cash on hand. We were able to successfully complete two bond offerings during the quarter. And while our balance sheet leveraged at 3.75 times, a little higher than our targeted 2.5 times leverage ratio, we have a detailed plan in place to bring that leverage ratio to around 3 times by the end of 2016. Our ROIC ended the quarter at 10.1% as our operating income has come under pressure with the top line challenges experienced with our Valves & Controls segment. Free cash flow did improve once again but as we indicated last quarter, our working capital performance is not where we would like it to be given our top line challenges this year. The fourth quarter is a seasonally strong free cash flow generation quarter and we expect to deliver free cash flow approximating 100% of adjusted net income for the year. Please turn to slide number 15 labeled Improved Cash Generating Capabilities. The left-hand chart shows how dramatically our free cash generating capabilities have changed over the past few years. We have a long successful track record of converting 100% of adjusted net income into free cash flow. Given the working capital opportunities over the next few years, we expect our free cash flow conversion to remain at these higher levels. The right-hand side of the page highlights our capital allocation strategy which has remained consistent in recent years. While our balance sheet leverage has increased with the ERICO acquisition, we remain committed to maintaining an investment-grade rating. We had raised our dividend for 39 consecutive years and our dividend yield remains at over 2%. We have invested in organic growth and expect to see three of our four segments positioned to deliver organic growth entering the new year. Given the increased leverage on the balance sheet, our near-term use of cash will be of paying down debt. Please turn to slide number 16, labeled Q4 2015 Pentair Outlook. For the fourth quarter, we expect core sales to decline 5% and total sales to decline approximately 3%, inclusive of foreign exchange headwinds and the ERICO acquisition. On a core basis, we expect Valves & Controls to be down roughly 16% as we anticipate continued declines in the short cycle business and further customer push outs as we experienced in Q3. Flow & Filtration systems' core sales are expected to be down 5% on slower Industrial sales and lower distributor stocking. Water Quality Systems' core sales are anticipated to increase approximately 8% by continued strength in aquatics and favorable comparables for our water purification business. Finally, Technical Solutions' core sales are expected to decrease 2% as we expect sales from closures to remain sluggish exiting the year. Due to pullbacks and capital spending and distributor year-end stocking, as well as tougher comparisons for our thermal business as two large projects in Canada anniversary. The inclusion of ERICO in Q4 will help both the top line and adjusted operating income, but we are accelerating integration costs into Q4 from 2016 to get a head start on integration activities. We are expecting adjusted operating income to decrease roughly 7% and adjusted operating margins to contract 80 basis points. Below the operating line, our tax rates should remain around 23%. Net interest and others are expected to be around $34 million, including approximately $16 million of new debt from the ERICO acquisition. And the share count should end the year around 183 million. Our fourth quarter adjusted EPS guidance is $1.03 to $1.05 which is a roughly 10% year-over-year decline. We expect free cash flow to end the year strong with continued focus on improving our working capital performance. Please turn to slide number 17 labeled Full Year 2015 Pentair Outlook. We are tightening our full-year adjusted EPS guidance to a range of $3.84 to $3.86. For the full year, we're expecting core sales to decline approximately 4%, and foreign exchange to remain around at 6% headwind. Valves & Controls' core sales are anticipated to be down 14%. We expect Flow & Filtration core sales to decline roughly 4% for the full year. Water Quality Systems' core sales are anticipated to grow approximately 5%, and Technical Solutions' core sales are expected to grow approximately 2% for the full year. We expect adjusted operating income to be down 12% for the year and we anticipate adjusted operating margins to contract 50 basis points to 15.6%. We are working aggressively to right-size the cost structure in Valves & Controls, while we believe our other three segments are positioned to deliver margin expansion. We expect overall corporate costs to be approximately $90 million, net interest and other to be around $91 million, our full-year tax rate to be around 23%, and the share count for the full year to be around 183 million shares. Adjusted EPS is expected to be down 9% at the midpoint of the range which remains unchanged. Finally, we expect another strong year of free cash flow into, once again, approximate 100% of adjusted net income. Kim, can you please open the line for questions. Thank you.