FILTRATION SOLUTIONS FOR A GLOBAL MARKETPLACEclarcor.com/media/CLARCORAnnualReport2015.pdf ·...
Transcript of FILTRATION SOLUTIONS FOR A GLOBAL MARKETPLACEclarcor.com/media/CLARCORAnnualReport2015.pdf ·...
2 0 1 5 A N N U A L R E P O R T
F I L T R A T I O N S O L U T I O N S F O R
A G L O B A L M A R K E T P L A C E
Financial Highlights ( D O L L A R S I N T H O U S A N D S , E X C E P T S H A R E D A T A )
Years Ended November 30 2015 2014 % Change
Net sales $1,481,026 $1,512,854 -2.1%
Operating profit 197,947 210,428 -5.9%
Net earnings 134,913 144,183 -6.4%
Percentage of net sales 9.1% 9.5% (0.4) pt
Percentage of beginning shareholders' equity 12.2% 14.0% (1.8) pt
Basic earnings per share 2.70 2.86 -5.6%
Diluted earnings per share 2.67 2.83 -5.7%
Cash dividends per share 0.82 0.71 15.5%
Working capital 461,095 504,527 -8.6%
Total debt (current and long term) 405,156 411,563 -1.6%
Shareholders equity 1,110,465 1,105,103 0.5%
Debt as a percentage of total capital 26.7% 27.1% (0.4) pt
Shares outstanding at year-end 49,110,898 50,204,497 -2.2%
Employees at year-end 6,093 6,015 1.3%
2
S T O C K P R I C E +
D I V I D E N D I N F O R M A T I O N
CLARCOR common stock is traded on the New York Stock Exchange
under the symbol CLC. The tables set forth the high and low market prices
as quoted on the New York Stock Exchange and dividends paid for each
quarter of the last two fiscal years.
S A F E H A R B O R S T A T E M E N T
The Company desires to take advantage of the “Safe Harbor” provision
of the Private Securities Litigation Reform Act of 1995 and is making this
cautionary statement in connection with such safe harbor legislation. Some
of the information provided in this annual report constitutes forward-
looking statements which reflect the Company’s current views with respect
to future events and financial performance, but involve uncertainties that
could significantly impact results. All forecasts and projections are “forward-
looking” statements and are based on management’s current expectations
of the Company’s near-term results. There can be no assurance that actual
results will not differ materially from its expectations. For a more detailed
explanation of the safe harbor statement and the risks, see the Company’s
Form 10-K filed with the SEC.
Market PriceQuarter Ended High Low Dividend
February 28, 2015 $ 68.72 $ 60.52 $ 0.2000
May 30, 2015 67.10 60.95 0.2000
August 29, 2015 64.68 53.17 0.2000
November 28, 2015 56.70 46.05 0.2200
Total Dividends $ 0.8200
Market PriceQuarter Ended High Low Dividend
March 1, 2014 $ 65.08 $ 52.70 $ 0.1700
May 31, 2014 59.15 54.16 0.1700
August 30, 2014 64.11 57.79 0.1700
November 29, 2014 67.60 58.55 0.2000
Total Dividends $ 0.7100
Years Ended November 30 2015 2014 % Change
Net sales $1,481,026 $1,512,854 -2.1%
Operating profit 197,947 210,428 -5.9%
Net earnings 134,913 144,183 -6.4%
Percentage of net sales 9.1% 9.5% (0.4) pt
Percentage of beginning shareholders' equity 12.2% 14.0% (1.8) pt
Basic earnings per share 2.70 2.86 -5.6%
Diluted earnings per share 2.67 2.83 -5.7%
Cash dividends per share 0.82 0.71 15.5%
Working capital 461,095 504,527 -8.6%
Total debt (current and long term) 405,156 411,563 -1.6%
Shareholders equity 1,110,465 1,105,103 0.5%
Debt as a percentage of total capital 26.7% 27.1% (0.4) pt
Shares outstanding at year-end 49,110,898 50,204,497 -2.2%
Employees at year-end 6,093 6,015 1.3%
3
W H O W E A R E Dear Shareholders and Employees:After achieving record sales and earnings in 2014, we found
2015 to be more challenging from a market perspective,
albeit mixed, with some markets holding steady and others
seeing dramatic changes. Many of the U.S. and world
commodity markets saw significant price declines from
2014, reflecting a global industrial slowdown and reduction
of China infrastructure spending. As I write this, oil prices have plummeted
from mid-2014’s price near $100/barrel to January 2016’s price hovering near $30/barrel. Corn
prices have declined over 20% in the U.S., and total agricultural cash receipts have declined by
more than 10% from 2014 levels. Copper prices have dropped almost 40% and iron ore almost
60% from mid-2014, impacting major mining and construction companies, some of whom
are our customers. Several geographic regions we participate in were dealing with economic
pressures as we ended 2015, including Brazil, China, Australia, Russia and the Mideast.
In the U.S., where close to 70% of our business occurs, we fared better. The index for U.S. trucking
tonnage showed that for 2015 truck tonnage hauled was up slightly at 2.6%, a key indicator we
watch for our engine filtration aftermarket business. Housing starts in the U.S. were up over 15%
versus 2014, while consumer prices held relatively steady.
So, how did this economic climate impact CLARCOR in 2015? We finished the year with sales of
$1.48 billion, down 2% from 2014, and diluted earnings per share of $2.67, down 6% from 2014.
Sales in each of our two filtration reporting segments were flat with prior year; however, we
divested our packaging business, J.L. Clark, mid-year 2015 which drove $35 million lower sales in
2015 compared with 2014. As I discussed last year, CLARCOR is in the midst of a transformation
after two larger acquisitions (GE’s Air Filtration business and the Stanadyne Filtration business) in
2014. We are now fully focused on filtration. While we have grown with a decentralized philosophy
CLARCOR is a global provider of filtration
products, systems and services. We have a
worldwide customer base, superb product
quality, leading brands, an extensive distribution
network, the industry’s broadest product range
and its largest sales force.
CLARCOR is the most diverse filter company in the world. Our filters
clean the air you breathe and the water you drink. We clean the liquids
used in engines, from trucks to airplanes to locomotives. We filter the air
and fluids used in manufacturing plants to decrease pollution, remove
odors, reduce energy requirements and improve efficiency. We remove
the water and contaminants from natural gas and oil to help meet the
world’s energy needs.
At CLARCOR, we believe there is tremendous value in consistency – both
in strategy and in execution. These principles guide us today as they have
for more than 100 years.
4
of organizing our businesses to be close and responsive to our
customers, we also recognize a need to leverage the benefits of
scale. We moved key initiatives forward in information technology,
product and technology innovation and continuous improvement.
I’ll discuss these later.
From a shareholder perspective, we returned $112 million of cash
to shareholders in 2015, a 63% increase over 2014. This cash
return came in the form of $71 million of stock repurchases, partly
funded from proceeds from our sale of J.L. Clark, and $41 million in the form of dividends, a
14% increase in dividends paid over 2014. This continued our trend of increasing our dividend
every year since 1983.
Despite the financial challenges that we faced in 2015, we have continued our efforts to move
the company forward with improvement initiatives, innovations, expansion into new markets
and with new customers, and completing major capital expenditures. CLARCOR’s foundation
G R O W T H + A C Q U I S I T I O N
T I M E L I N E
1904 JL Clark founded, Decorative Metal (Packaging)
1972 Clark Filter (Engine/Mobile - Railroad)
1981 Baldwin Filters (Engine/Mobile - Heavy Duty Truck)
1987 CLARCOR created (Holding Company)
1993 Airguard, now CLC Air (Industrial/Environmental - Air)
1995 Hastings (Engine/Mobile - Auto)
1996 Baldwin-Weifang Joint Venture (Engine/Mobile - China)
1997 United Air Specialists (Industrial/Environmental - Dust Collection Equipment - Air)
1999 Purolator Air, now CLC Air; Purolator-Facet; Facet (Industrial/Environmental – Air; Process; Aviation Process)
2001 Total Filtration Services (Industrial/Environmental – Air; Process)
2004 Purolator Engineered Filtration Products (PEFP), (Industrial/ Environmental - Process)
2005 MKI (Industrial/Environmental – Process)
2007 Perry Equipment, now PECOFacet (Industrial/Environmental - Air, Process, Vessels)
2008 Keddeg (Industrial/Environmental - Aviation Air)
2009 Pujiang Joint Venture (Industrial/Environmental -Process)
2010 TransWeb (Industrial/Environmental – Media)
2012 Modular Engineering (Industrial/Environmental – Process, Vessels)
2013 Bekaert Advanced Filtration (Industrial/Environmental – Process)
GE’s Air Filtration, now CLARCOR Industrial Air (Industrial/Environmental – Air, Capital)
2014 Stanadyne’s OE Engine Filter Division, now CLARCOR Engine Mobile Solutions (Engine/Mobile)
Filter Resources Inc. (Industrial/Environmental)
2015 Divestiture of JL Clark (Packaging Business)
“DESPITE THE FINANCIAL CHALLENGES
THAT WE FACED IN 2015, WE HAVE
CONTINUED OUR EFFORTS TO MOVE THE
COMPANY FORWARD WITH IMPROVEMENT
INITIATIVES, INNOVATIONS, EXPANSION INTO
NEW MARKETS AND WITH NEW
CUSTOMERS, AND COMPLETING MAJOR
CAPITAL EXPENDITURES.”
5
for future success was laid with the introduction of the CLARCOR
Management System, the building of the CLARCOR Innovation Center
and the planning and development work leading to a CLARCOR
Global IT system. Each of these initiatives is a pillar of capability aimed
at strengthening our core capabilities to continuously improve, to
advance innovation and technology and to enable our employees
to have the latest tools and information to perform their jobs better.
We introduced the CLARCOR Management System, our initiative to
standardize the way we approach improvement and run the company,
and trained over 1,000 employees in the principles of LEAN this past
year. We also conducted over 50 operational audits that led to improved
safety and organization of our workplaces. The introduction of this
business system also emphasizes the understanding of the values we
hold most important within CLARCOR: Continuous Improvement,
Customer Focus, Integrity and Recognition. These form the bedrock
for how we plan to continue to run the company and how we expect
to conduct ourselves as employees in service to our customers, both
internal and external.
Construction of CLARCOR’s Innovation Center in Columbia, Tennessee
is now complete. We have state-of-the-art equipment aimed at
supporting our operating companies and helping accelerate new
technologies and products to grow the business. This innovation
center will complement R&D capabilities within our businesses, with
a focus on filter media, advanced manufacturing technologies and
specialized analytic and development equipment to benefit all of our
operating businesses.
On the information technology front, we now have the former Stanadyne
Filtration business converted to a new IT system, and off of the system
shared with the prior owners. We are also in process of finalizing the
implementation of a new financial reporting and consolidation system,
replacing an antiquated system that was inefficient and cumbersome.
These two initiatives form the “tip of the iceberg” from an overall
global IT perspective, as we begin a multi-year journey to build a new
IT environment for CLARCOR, focusing on design of a common ERP
system to be used across all operating companies.
These are some of the key foundation pieces that were laid in 2015.
Other key accomplishments across the company in 2015 included:
• STARTING UP THE NEW DISTRIBUTION CENTER FOR THE
ENGINE-MOBILE GROUP IN KEARNEY, NE
• SUCCESSFULLY BRINGING ONLINE A NEW MAJOR ENGINE
FILTRATION CUSTOMER IN THE RETAIL VERTICAL MARKET
• ESTABLISHING A NEW OE TECHNICAL CENTER FOR THE
ENGINE-MOBILE GROUP IN EAST HARTFORD, CT
• ESTABLISHING CLARCOR INDIA AND QUALIFYING A FUEL
FILTRATION PRODUCTION LINE THERE
• SECURING A TIER IV LOCOMOTIVE FIRST-FIT PRODUCT
QUALIFICATION
• INTEGRATING THE FILTER RESOURCES ACQUISITION INTO
PECOFACET AND CLARCOR
• GROWING SALES OF HVAC FILTERS TO SUPPORT LARGE
POULTRY FARMS
• PUTTING IN PLACE A NEW LEAN FACTORY LAYOUT AND NEW
PAINT SYSTEM IN OUR UAS PLANT IN CINCINNATI
• SECURING OUR LARGEST SINGLE BAG FILTER ORDER FROM
A MIDWEST U.S. UTILITY COMPANY
S H A R E H O L D E R S L E T T E R , C O N T I N U E D
6
Continuous ImprovementCLARCOR realizes the importance of continuous improvement
and the power and synergy that result from aligning purpose,
people and values.
CLARCOR’s Continuous Improvement program is a systematic
methodology that provides employees tools to help evaluate and improve
existing programs and processes, such that we can remain focused on the
removal of all identified waste streams.
IntegrityAt CLARCOR we demonstrate integrity in all areas of our
business, including dealings with fellow employees, customers
and suppliers. We pride ourselves on having an honest, safe and
ethical workplace, with a heavy focus on doing the right thing.
RecognitionOne of the keys to our success is a commitment to the creation
of, and maintenance of a culture of employee appreciation
and motivation. Our employees are our greatest asset. We
strive to empower our people to continue the success of
CLARCOR, and in doing this we provide recognition programs to reward efforts
contributing to company, and customer, success.
Customer FocusWe are focused on satisfying our customer needs and driving
deep and long-term relationships. We act globally with a local
touch, enabling us to be flexible and responsive to their needs.
Recognizing that we have external and internal customers,
we pride ourselves on creating urgency to add value and overcome obstacles.
7
O U R V A L U E S• BEGINNING TO LAMINATE MATERIAL IN CHINA FOR BAG FILTERS
• CONTINUING TO GROW OUR INDUSTRIAL MIST AND DUST COLLECTION SALES IN
CHINA
• ESTABLISHING A MIDEAST WAREHOUSE FOR OIL AND GAS PRODUCT SALES
• CONTINUING OUR SUCCESSFUL PENETRATION OF KEY NATIONAL ACCOUNTS BY TFS
AS A MEANS OF PROVIDING THE BEST FILTRATION SOLUTIONS TO MAJOR INDUSTRIAL
ACCOUNTS
As we ended 2015 and assessed the potential for continuing weak market conditions heading
into 2016, we made the difficult decision to undertake a headcount reduction in an effort to
align our cost structure with lower top-line sales. In addition, we are undertaking other cost
reduction and restructuring initiatives with a focus on sharpening our sales efforts, right-sizing
the business and increasing our focus on development of new products and customers. We
have new leadership in our Engine Mobile Group, as Sam Ferrise retired at the end of the year
after fourteen years of dedicated service and leadership. Jacob Thomas joined us as President
of the Engine Mobile Group and is quickly establishing himself after a career that involved
leadership roles in major OEMs like IDEX, Terex and Navistar.
As we close the book on 2015 and look to 2016, I am excited about what I see—albeit cautious
given the turmoil in various end-markets we serve. We continue to focus on growing CLARCOR
organically and through acquisitions that provide access to new markets, geographies and
technologies. Our transformation of CLARCOR is developing a stronger company with increasing
capability to respond to global customer demands. I want to thank all our shareholders and
our employees for their continued support.
Christopher L. Conway
Chairman, President & Chief Executive Officer
2015 2014 2013 2012 2011 (D) 2010 2009 2008 2007 2006 2005 (D)P E R S H A R EEquity attributable to CLARCOR $ 22.59 $ 21.99 $ 20.78 $ 18.14 $ 16.65 $ 15.03 $ 13.63 $ 12.83 $ 11.29 $ 10.52 $ 9.36 Diluted Net Earnings attributable to CLARCOR 2.67 2.83 2.34 2.42 2.42 1.88 1.40 1.86 1.78 1.59 1.46Dividends 0.8200 0.7100 0.5750 0.4950 0.4350 0.3975 0.3675 0.3300 0.2975 0.2750 0.2588 Price - High 68.72 67.60 61.34 54.22 49.60 42.20 34.64 44.25 44.01 36.72 31.98Price - Low 46.05 52.70 45.02 42.75 39.13 30.41 23.05 25.03 29.57 26.87 24.60
E A R N I N G S D A T A ( $ 0 0 0 )Net Sales $ 1,481,026 $ 1,512,854 $ 1,130,770 $ 1,121,765 $ 1,126,601 $ 1,011,429 $ 907,748 $ 1,059,601 $ 921,191 $ 904,347 $ 873,974 Operating Profit 197,947 210,428 174,616 182,714 181,267 144,649 105,733 151,923 129,814 126,328 118,492 Interest Expense 5,629 3,700 615 527 469 546 2,120 6,532 1,010 814 636 Pretax Income 197,965 211,563 174,300 182,997 181,308 143,423 105,649 145,371 130,509 126,941 117,922 Income Taxes 63,052 67,380 55,950 59,657 56,947 47,072 33,819 49,310 39,675 43,795 40,968 Net Earnings 134,913 144,183 118,350 123,340 124,361 96,351 71,830 96,061 90,834 83,146 76,954 Diluted Average Shares Outstanding 50,429 50,871 50,539 50,882 51,191 51,156 51,120 51,466 50,885 52,177 52,216
E A R N I N G S A N A L Y S I SOperating Margin 13.4% 13.9% 15.4% 16.3% 16.1% 14.3% 11.6% 14.3% 14.1% 14.0% 13.6%Pretax Margin 13.4% 14.0% 15.4% 16.3% 16.1% 14.2% 11.6% 13.7% 14.2% 14.0% 13.5%Effective Tax Rate 31.9% 31.8% 32.1% 32.6% 31.4% 32.8% 32.0% 33.9% 30.4% 34.5% 34.7%Net Margin 9.1% 9.5% 10.5% 11.0% 11.0% 9.5% 7.9% 9.1% 9.9% 9.2% 8.8%Return on Beginning Assets 7.1% 10.0% 9.8% 10.9% 11.9% 9.9% 7.5% 13.0% 12.5% 12.3% 12.3%Return on Beginning Shareholders' Equity 12.2% 14.0% 13.1% 14.8% 16.4% 14.0% 11.0% 17.2% 16.8% 17.2% 17.9%Dividend Payout to Net Earnings 30.4% 24.8% 24.3% 20.3% 17.7% 21.0% 26.1% 17.6% 16.6% 17.2% 17.5%
B A L A N C E S H E E T ( $ 0 0 0 )Cash and Short-Term Investments (B) $ 101,529 $ 94,064 $ 412,325 $ 186,062 $ 157,104 $ 117,730 $ 91,448 $ 47,984 $ 40,943 $ 61,246 $ 28,902 Current Assets 664,795 728,907 892,121 654,594 600,899 526,273 448,528 432,571 371,920 380,340 324,933 Plant Assets, Net 301,019 288,356 208,953 195,101 184,992 181,175 188,091 192,599 169,212 146,529 149,505 Total Assets 1,818,456 1,888,769 1,448,843 1,205,502 1,134,933 1,042,411 973,890 957,882 739,135 727,516 675,272 Current Liabilities 203,700 224,380 207,761 174,891 160,050 163,457 131,942 143,503 114,171 118,428 121,470 Long-Term Debt 397,368 411,330 116,413 16,391 15,981 17,331 52,096 83,822 17,329 15,946 16,009 Redeemable Noncontrolling Interests - 1,587 1,836 1,754 1,557 1,568 1,412 1,179 2,386 (47) 602 Shareholders' Equity 1,110,465 1,105,103 1,032,873 901,830 835,558 757,527 688,475 654,752 557,921 539,212 484,214
B A L A N C E S H E E T A N A L Y S I S ( $ 0 0 0 )Debt to Capitalization (C) 26.7% 27.1% 13.9% 1.8% 2.0% 2.3% 7.0% 11.4% 3.0% 2.9% 3.2%Working Capital $ 461,095 $ 504,527 $ 684,360 $ 479,703 $ 440,849 $ 362,816 $ 316,586 $ 289,068 $ 257,749 $ 261,912 $ 203,463 Current Ratio 3.3 3.2 4.3 3.7 3.8 3.2 3.4 3.0 3.3 3.2 2.7
C A S H F L O W D A T A ( $ 0 0 0 )From Operations $ 153,745 $ 156,346 $ 135,241 $ 135,849 $ 119,549 $ 143,402 $ 113,693 $ 107,136 $ 137,324 $ 63,581 $ 89,346 For Investment (33,241) (664,252) (42,090) (42,128) (33,527) (21,836) (29,899) (108,900) (47,867) (21,342) (51,512)From/(For) Financing (110,557) 188,680 132,582 (64,873) (45,540) (62,526) (69,999) 16,155 (85,522) (33,641) (35,699)Change in Cash & Equivalents 7,465 (317,498) 226,066 29,497 38,977 57,745 18,562 4,656 7,008 10,549 1,082 Capital Expenditures 64,535 69,681 44,651 36,468 22,486 23,371 21,740 34,908 37,024 17,588 24,032 Depreciation & Amortization 56,603 50,427 32,233 31,815 32,435 30,921 30,962 30,388 23,389 23,079 21,087 Dividends Paid 40,972 35,805 28,744 24,912 21,961 20,143 18,682 16,845 15,024 14,203 13,385 Net Interest Expense (Income) 5,186 3,280 (75) (73) (180) 258 1,842 5,159 (609) (913) (292)Income Taxes Paid 70,146 67,534 42,602 43,821 37,959 54,560 32,208 42,346 41,517 44,446 29,483
11-Year Financial Review (A)
(A) The financial information set forth in this table is not necessarily indicative of results of future operations and should be read in conjunction with the company’s form 10-K filed with the SEC. (B) Cash and cash equivalents plus Short-term investments per the Consolidated Balance Sheets.
8
2015 2014 2013 2012 2011 (D) 2010 2009 2008 2007 2006 2005 (D)P E R S H A R EEquity attributable to CLARCOR $ 22.59 $ 21.99 $ 20.78 $ 18.14 $ 16.65 $ 15.03 $ 13.63 $ 12.83 $ 11.29 $ 10.52 $ 9.36 Diluted Net Earnings attributable to CLARCOR 2.67 2.83 2.34 2.42 2.42 1.88 1.40 1.86 1.78 1.59 1.46Dividends 0.8200 0.7100 0.5750 0.4950 0.4350 0.3975 0.3675 0.3300 0.2975 0.2750 0.2588 Price - High 68.72 67.60 61.34 54.22 49.60 42.20 34.64 44.25 44.01 36.72 31.98Price - Low 46.05 52.70 45.02 42.75 39.13 30.41 23.05 25.03 29.57 26.87 24.60
E A R N I N G S D A T A ( $ 0 0 0 )Net Sales $ 1,481,026 $ 1,512,854 $ 1,130,770 $ 1,121,765 $ 1,126,601 $ 1,011,429 $ 907,748 $ 1,059,601 $ 921,191 $ 904,347 $ 873,974 Operating Profit 197,947 210,428 174,616 182,714 181,267 144,649 105,733 151,923 129,814 126,328 118,492 Interest Expense 5,629 3,700 615 527 469 546 2,120 6,532 1,010 814 636 Pretax Income 197,965 211,563 174,300 182,997 181,308 143,423 105,649 145,371 130,509 126,941 117,922 Income Taxes 63,052 67,380 55,950 59,657 56,947 47,072 33,819 49,310 39,675 43,795 40,968 Net Earnings 134,913 144,183 118,350 123,340 124,361 96,351 71,830 96,061 90,834 83,146 76,954 Diluted Average Shares Outstanding 50,429 50,871 50,539 50,882 51,191 51,156 51,120 51,466 50,885 52,177 52,216
E A R N I N G S A N A L Y S I SOperating Margin 13.4% 13.9% 15.4% 16.3% 16.1% 14.3% 11.6% 14.3% 14.1% 14.0% 13.6%Pretax Margin 13.4% 14.0% 15.4% 16.3% 16.1% 14.2% 11.6% 13.7% 14.2% 14.0% 13.5%Effective Tax Rate 31.9% 31.8% 32.1% 32.6% 31.4% 32.8% 32.0% 33.9% 30.4% 34.5% 34.7%Net Margin 9.1% 9.5% 10.5% 11.0% 11.0% 9.5% 7.9% 9.1% 9.9% 9.2% 8.8%Return on Beginning Assets 7.1% 10.0% 9.8% 10.9% 11.9% 9.9% 7.5% 13.0% 12.5% 12.3% 12.3%Return on Beginning Shareholders' Equity 12.2% 14.0% 13.1% 14.8% 16.4% 14.0% 11.0% 17.2% 16.8% 17.2% 17.9%Dividend Payout to Net Earnings 30.4% 24.8% 24.3% 20.3% 17.7% 21.0% 26.1% 17.6% 16.6% 17.2% 17.5%
B A L A N C E S H E E T ( $ 0 0 0 )Cash and Short-Term Investments (B) $ 101,529 $ 94,064 $ 412,325 $ 186,062 $ 157,104 $ 117,730 $ 91,448 $ 47,984 $ 40,943 $ 61,246 $ 28,902 Current Assets 664,795 728,907 892,121 654,594 600,899 526,273 448,528 432,571 371,920 380,340 324,933 Plant Assets, Net 301,019 288,356 208,953 195,101 184,992 181,175 188,091 192,599 169,212 146,529 149,505 Total Assets 1,818,456 1,888,769 1,448,843 1,205,502 1,134,933 1,042,411 973,890 957,882 739,135 727,516 675,272 Current Liabilities 203,700 224,380 207,761 174,891 160,050 163,457 131,942 143,503 114,171 118,428 121,470 Long-Term Debt 397,368 411,330 116,413 16,391 15,981 17,331 52,096 83,822 17,329 15,946 16,009 Redeemable Noncontrolling Interests - 1,587 1,836 1,754 1,557 1,568 1,412 1,179 2,386 (47) 602 Shareholders' Equity 1,110,465 1,105,103 1,032,873 901,830 835,558 757,527 688,475 654,752 557,921 539,212 484,214
B A L A N C E S H E E T A N A L Y S I S ( $ 0 0 0 )Debt to Capitalization (C) 26.7% 27.1% 13.9% 1.8% 2.0% 2.3% 7.0% 11.4% 3.0% 2.9% 3.2%Working Capital $ 461,095 $ 504,527 $ 684,360 $ 479,703 $ 440,849 $ 362,816 $ 316,586 $ 289,068 $ 257,749 $ 261,912 $ 203,463 Current Ratio 3.3 3.2 4.3 3.7 3.8 3.2 3.4 3.0 3.3 3.2 2.7
C A S H F L O W D A T A ( $ 0 0 0 )From Operations $ 153,745 $ 156,346 $ 135,241 $ 135,849 $ 119,549 $ 143,402 $ 113,693 $ 107,136 $ 137,324 $ 63,581 $ 89,346 For Investment (33,241) (664,252) (42,090) (42,128) (33,527) (21,836) (29,899) (108,900) (47,867) (21,342) (51,512)From/(For) Financing (110,557) 188,680 132,582 (64,873) (45,540) (62,526) (69,999) 16,155 (85,522) (33,641) (35,699)Change in Cash & Equivalents 7,465 (317,498) 226,066 29,497 38,977 57,745 18,562 4,656 7,008 10,549 1,082 Capital Expenditures 64,535 69,681 44,651 36,468 22,486 23,371 21,740 34,908 37,024 17,588 24,032 Depreciation & Amortization 56,603 50,427 32,233 31,815 32,435 30,921 30,962 30,388 23,389 23,079 21,087 Dividends Paid 40,972 35,805 28,744 24,912 21,961 20,143 18,682 16,845 15,024 14,203 13,385 Net Interest Expense (Income) 5,186 3,280 (75) (73) (180) 258 1,842 5,159 (609) (913) (292)Income Taxes Paid 70,146 67,534 42,602 43,821 37,959 54,560 32,208 42,346 41,517 44,446 29,483
9
(C) Total Debt (current and long-term) divided by Total Debt plus Shareholders’ Equity. (D) Fiscal years 2011 and 2005 include fifty-three weeks; all other fiscal years presented include fifty-two weeks.
James W. Bradford Jr. Professor for the Practice of Management, Owen Graduate School of Management Vanderbilt University Nashville, Tennessee Age: 68 Director since: 2006
Robert J. Burgstahler Retired Senior Vice President, Business Development & Corporate Services 3M (A diversified manufacturer) St. Paul, Minnesota Age: 71 Director since: 2000
Wesley M. Clark Retired Chief Executive Officer Morton Salt, Inc. Chicago, Illinois Age: 63 Director since: 2013
Christopher L. Conway Chairman, President & Chief Executive Officer CLARCOR Inc. Franklin, Tennessee Age: 60 Director since: 2012
Paul Donovan Retired Executive Vice President & Chief Financial Officer Wisconsin Energy Corporation (A diversified utility and energy holding company) Milwaukee, Wisconsin Age: 68 Director since: 2003
Mark A. Emkes Retired Chairman, Chief Executive Officer & President Bridgestone Americas, Inc. Nashville, Tennessee Age: 62 Director since: 2010
Thomas W. Giacomini Chairman, President & Chief Executive Officer JBT Corporation Chicago, Illinois Age: 50 Director since: 2015
Robert H. Jenkins Retired Chairman & Chief Executive Officer Hamilton Sundstrand Corporation (A diversified manufacturer) Rockford, Illinois Age: 72 Director since: 1999
Phillip R. Lochner, Jr. Retired Corporate Executive Age: 72 Director since: 1999
James L. Packard Retired Chairman REGAL-BELOIT Corporation (A diversified manufacturer) Beloit, Wisconsin Age: 73 Director since: 1998
Christopher L. Conway Chairman, President & Chief Executive Officer Age: 60 9 Years of Service
David J. Fallon Vice President Finance & Chief Financial Officer Age: 46 7 Years of Service
David J. Lindsay Vice President – Administration & Chief Administrative Officer Age: 60 28 Years of Service
Jacob Thomas Group President CLARCOR Engine Mobile Group Age: 48 1 year of service
Keith A. White Group President CLARCOR Industrial Air Age: 44 2 Years of Service
Richard M. Wolfson Vice President – General Counsel & Corporate Secretary Age: 49 10 Years of Service
EXECUTIVE OFFICERS
BOARD OF DIRECTORS
11
CLARCOR INC. 840 Crescent Centre Drive, Suite 600 Franklin, Tennessee 37067
615.771.3100 FAX: 615.771.5616
www.clarcor.com
T R A N S F E R A G E N T + R E G I S T R A R D I V I D E N D R E I N V E S T M E N T P L A N Computershare Investor Services 211 Quality Circle, Suite 210 College Station, Texas 77845
800.622.6757 (in the U.S., Canada & Puerto Rico)
781.575.4735 (outside the U.S., Canada & Puerto Rico)
Or [email protected] Or at www.computershare.com/investor
A U D I T O R S PricewaterhouseCoopers LLP 150 Third Avenue South, Suite 1400 Nashville, Tennessee 37201
A N N U A L M E E T I N G CLARCOR Corporate office 840 Crescent Centre Drive, Suite 600 Franklin, Tennessee 37067 Tuesday, March 29, 2016 9 a.m. Central Daylight Time
S E C F O R M 1 0 - K A copy of the 2015 Form 10-K or any other SEC filings may be obtained from:
CORPORATE SECRETARY CLARCOR Inc. 840 Crescent Centre Drive, Suite 600 Franklin, Tennessee 37067 615.771.3100 or at www.clarcor.com