UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-K
þANNUAL REPORT PURSUANT TO SECTION 13 OR 1515(d) OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE FISCAL YEAR ENDEDDECEMBER 31, 20172021
OR
oTRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM ________TO________ .
Commission file number 1-13179
FLOWSERVE CORPORATION
(Exact name of registrant as specified in its charter)


 
fls-20211231_g1.gif
New York31-0267900
(State or other jurisdiction of
incorporation or organization)
(I.R.S. Employer
Identification No.)
5215 N. O’ConnorO'Connor Boulevard Suite 700,Irving,Texas75039
Suite 2300, Irving, Texas
(Address of principal executive offices)
(Zip Code)
(972)443-6500
(Registrant’s telephone number, including area code)
Registrant’s telephone number, including area code:
(972) 443-6500
Securities registered pursuant to Section 12(b) of the Act:
Title of Each ClassTrading SymbolName of Each Exchange on Which Registered
Common Stock, $1.25 Par ValueFLSNew York Stock Exchange
Securities registered pursuant to Section 12(g) of the Act:
None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.  Yes þ     No o
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.  Yes o     No þ
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 þ     No o
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 (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).  Yes þ     No o
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.  o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer”, “smaller reporting company” and “smaller reporting“emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filerþ
 ☑
Accelerated filer o ☐
Non-accelerated filer o
Smaller Reportingreporting company o
Emerging growth company o
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or
 revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.¨
(Do not check if a smaller reporting company)
Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. Yes       No 
Indicate by check mark whether the registrant is a shell company.company (as defined in Rule 12b-2 of the Exchange Act).  Yes o     No þ
The aggregate market value of the common stock held by non-affiliates of the registrant, computed by reference to the closing price of the registrant’s common stock as reported on June 30, 20172021 (the last business day of the registrant’s most recently completed second fiscal quarter), was approximately $2,637,661,974.$2,545,362,893. For purposes of the foregoing calculation only, all directors, executive officers and known 5% beneficial owners have been deemed affiliates.
Number of the registrant’s common shares outstanding as of February 21, 201817, 2022 was 130,797,826.

130,401,951.
DOCUMENTS INCORPORATED BY REFERENCE
Certain information contained in the definitive proxy statement for the registrant’s 20182022 Annual Meeting of Shareholders scheduled to be held on May 24, 201812, 2022 is incorporated by reference into Part III hereof.




FLOWSERVE CORPORATION
FORM 10-K


TABLE OF CONTENTS
Page
[Reserved]
Item 9B.
Item 16.
 EX-31.1
 EX-31.2
 EX-32.1
 EX-32.2
 EX-101 INSTANCE DOCUMENT
 EX-101 SCHEMA DOCUMENT
 EX-101 CALCULATION LINKBASE DOCUMENT
 EX-101 LABELS LINKBASE DOCUMENT
 EX-101 PRESENTATION LINKBASE DOCUMENT
 EX-101 DEFINITION LINKBASE DOCUMENT



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PART I
ITEM 1.BUSINESS
OVERVIEW
Flowserve Corporation is a world leading manufacturer and aftermarket service provider of comprehensive flow control systems. Flowserve Corporation as it exists today was created in 1997 through the merger of two leading fluid motion and control companies — BW/IP and Durco International. Under the name of a predecessor entity, we were incorporated in the State of New York on May 1, 1912, but some of our heritage product brand names date back to our founding in 1790. Over the years, we have evolved through organic growth and strategic acquisitions, and our over 225-year history of Flowserve heritage brands serves as the foundation for the breadth and depth of our products and services today. ITEM 1.BUSINESS
Unless the context otherwise indicates, references to "Flowserve," "the Company" and such words as "we," "our" and "us" include Flowserve Corporation and its subsidiaries.

OVERVIEW
Flowserve Corporation is a world leading manufacturer and aftermarket service provider of comprehensive flow control systems. We develop and manufacture precision-engineered flow control equipment integral to the movement, control and protection of the flow of materials in our customers’ critical processes. Our product portfolio of pumps, valves, seals, automation and aftermarket services supports global infrastructure industries, including oil and gas, chemical, power generation (including nuclear, fossil and renewable) and water management, as well as certain general industrial markets where our products and services add value. Through our manufacturing platform and global network of Quick Response Centers ("QRCs"), we offer a broad array of aftermarket equipment services, such as installation, advanced diagnostics, repair and retrofitting.
We sell our products and services to more than 10,000 companies, including some of the world’s leading engineering, procurement and construction firms ("EPC"), original equipment manufacturers, distributors and end users. Our products and services are used in several distinct industries having a broad geographic reach. Our bookings mix by industry in 2017 and 2016 consisted of:
 2017 2016
•   oil and gas38% 36%
•   general industries(1)24% 25%
•   chemical21% 21%
•   power generation13% 14%
•   water management4% 4%
(1)General industries include mining and ore processing, pharmaceuticals, pulp and paper, food and beverage and other smaller applications, as well as sales to distributors whose end customers typically operate in the industries we primarily serve.
The breakdown of the geographic regions to which our sales were shipped in 2017 and 2016 were as follows:
 2017 2016
•   North America40% 40%
•   Europe23% 22%
•   Asia Pacific19% 18%
•   Middle East and Africa13% 13%
•   Latin America5% 7%
We have pursued a strategy of industry diversity and geographic breadth to mitigate the impact on our business of normal economic downturns in any one of the industries or in any particular part of the world we serve. For events that may occur and adversely impact our business, financial condition, results of operations and cash flows, refer to "Item 1A. Risk Factors" of this Annual Report on Form 10-K for the year ended December 31, 2017 ("Annual Report"). For information on our sales and long-lived assets by geographic areas, see Note 16 to our consolidated financial statements included in "Item 8. Financial Statements and Supplementary Data" ("Item 8") of this Annual Report.
We conduct our operations through three business segments based on type of product and how we manage the business:
Engineered Product Division ("EPD") for long lead time, custom and other highly-engineered pumps and pump systems, mechanical seals, auxiliary systems and replacement parts and related services;

Industrial Product Division ("IPD") for engineered and pre-configured industrial pumps and pump systems and related products and services; and
Flow Control Division ("FCD") for engineered and industrial valves, control valves, actuators and controls and related services.
Our business segments share a focus on industrial flow control technology and benefit from our global footprint and our economies of scale in reducing administrative and overhead costs to serve customers more cost effectively. EPD and IPD have a high number of common customers and complementary product offerings and technologies that are often combined in applications that provide us a net competitive advantage. All segments share certain resources and functions, including elements of research and development ("R&D"), supply chain, safety, quality assurance and administrative functions that provide efficiencies and an overall lower cost structure.
Our operations leadership reports to our Chief Executive Officer and the segments share leadership for operational support functions such as R&D, marketing and supply chain. We believe this leadership structure positions the Company to leverage operational excellence, cost reduction initiatives and internal synergies across our entire operating platform to drive further growth and increase shareholders' value.
Strategies
Our overarching strategic objectives are to beremain a leader in each of the market segments we serve and become the employer of choice in the flow control industry. Additionally, we seek to be recognized by our customers as the most trusted brand of flow control technology in terms of reliability and quality, which we believe will help maximize shareholder value.
In pursuit of these objectives, we maintain a rolling, five-year strategic plan that takes a balanced approach to integrating both short-term and long-term initiatives in four key areas: People, Process & Technology, Customer and Finance.
People
With the goal of developing and maintaining a people-first culture, that produces the finest talent, we focus on several elements in our strategic efforts to continuously enhance our organizational capability, including: (i) fully committing to providing a safe work environment for all our associates, worldwide, (ii) upholding a high-performance workforce, that is empowered, accountable and flexible, (iii) becoming thean employer of choice by fostering a people-first culture and (iv) recruiting, developing and retaining a global and diverse workforce.
Process and& Technology
With the goal of improving our productivity and delivering a continuous stream of innovatinginnovative solutions to our customers, we focus on select strategies relating to: (i) developing and maintaining an enterprise-first business approach across all operating units and functional organizations, (ii) simplifying our business processes and optimizing corporate structural costs, (iii) significantlycontinually reducing our product cost and rationalizing our product portfolio and (iv) becoming theremaining a technical leader in the flow control industry.
CustomerCustomers
With the goal of achieving the highest level of customer satisfaction amongst our peers, we focus on select strategies related to rigorous and disciplined selection of target markets and customers, while maintaining competitive lead times and emphasizing the highest levels of on-time delivery and quality. We seek to provide an outstanding experience for our customers over the entire product lifecycle by providing unique, integrated flow-control solutions that solve real-world application problems in our customers’ facilities.
Finance
With the goal of growing the value of our enterprise, we focus on select strategies we believe will increase our revenue above the rate of market growth, while optimizing performance in terms of gross margin, selling, general and administrative ("SG&A") expense, operating margin, cash flow and primary working capital.
Competition
Despite consolidation activitiesHistory
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Flowserve Corporation as it exists today was created in past1997 through the merger of two leading fluid motion and control companies — BW/IP and Durco International. Under the name of a predecessor entity, we were incorporated in the State of New York on May 1, 1912, but some of our heritage product brand names date back to our founding in 1790. Over the years, we have evolved through organic growth and strategic acquisitions, and our over 225-year history of Flowserve heritage brands serves as the marketsfoundation for the breadth and depth of our products remain highly competitive, with primary competitive drivers being price, reputation, project management, timelinessand services today.

BUSINESS SEGMENTS AND PRODUCTS

Our Primary Industries
We sell our products and services to more than 10,000 companies, including some of delivery, quality, proximity to service centersthe world’s leading engineering, procurement and construction firms ("EPC"), original equipment manufacturers, distributors and end users. Our products and services are used in several distinct industries having a broad geographic reach. Our total bookings in 2021, 2020 and 2019 were $3.8 billion, $3.4 billion and $4.2 billion, respectively. Our bookings mix by industry in 2021, 2020 and 2019 consisted of:

202120202019
•   oil and gas35 %34 %41 %
•   general industries(1)26 %26 %22 %
•   chemical(2)24 %24 %22 %
•   power generation12 %13 %11 %
•   water management%%%
(1)General industries include mining and technical expertise,ore processing, pulp and paper, food and beverage and other smaller applications, as well as contractual termssales to distributors whose end customers typically operate in the other industries we primarily serve as identified above.
(2)Chemical industry is comprised of chemical-based and previous installation history. In the pursuitpharmaceutical products.

Demand
Demand for most of large capital projects, competitive drivers and competition vary dependingour products depends on the industrylevel of new capital investment as well as planned and unplanned maintenance expenditures by our customers. The level of new capital investment depends, in turn, on capital infrastructure projects driven by the need for products involved. Industries experiencing slow growth generally tend to have a competitive environment more heavily influenced by price due to supply outweighing demand, and price competition tends to be more significant for original equipment orders than aftermarket services. Considering the current forecasts for 2018, pricing for original equipment orders may continue to be a particularly influential competitive factor. The unique competitive environments in each of our three business segments are discussed in more detail under the “Business Segments” heading below.
In the aftermarket portion of our business, we compete against large, well-established national and global competitors and, in some markets, against regional and local companies. In thethat rely on oil and gas, and chemical industries, the primary competitors for aftermarket services tend to be customers’ own in-house capabilities. In the nuclearchemicals, power generation industry, we possess certain competitive advantages due to our "N Stamp" certification, which is a prerequisite to serve customers in that industry,and water resource management, as well as our considerable base of proprietary knowledge. Aftermarket competition for standardized products is aggressive duegeneral economic conditions. These drivers are generally related to the existence of common standards allowing for easier replacement or repairphase of the installed products.business cycle in their respective industries and the expectations of future market behavior, including changes in demand for certain products and processes as a result of evolving industry trends and needs. The levels of maintenance expenditures are additionally driven by the reliability of equipment, planned and unplanned downtime for maintenance and the required capacity utilization of the process.

Sales Channels
Sales to EPC firms and original equipment manufacturers are typically for large project orders and critical applications, as are certain sales to distributors. Project orders are typically procured for customers either directly from us or indirectly through contractors for new construction projects or facility enhancement projects that are longer-cycle projects and can take up to two years.
In contrast to large project orders, the quick turnaround business, which we also refer to as "short-cycle," is defined as orders that are received from the customer (booked) and shipped generally within six months of receipt. These orders are typically for more standardized, general purpose products, parts or services, and are less cyclical than larger capital expenditures driven by project orders. Each of our two business segments generate certain levels of this type of short-cycle business.
In the sale of aftermarket products and services (collectively referred to as "aftermarket"), we benefit from oura large installed base of pumps, valves and seals,our original equipment, which continually requirerequires periodic maintenance, repair and replacement parts dueparts. We use our manufacturing platform and global network of QRCs to the natureoffer a broad array of the productsaftermarket equipment services, such as installation, advanced diagnostics, repair and the conditions under which they operate. Timeliness of delivery, quality and the proximity of service centers are important customer considerations when selecting a provider for aftermarket products and services.retrofitting. In geographic regions where we are locally positioned to provide a quick
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response, we believe customers have traditionally relied on us, rather than our competitors, for aftermarket products relatingdue to our highly-engineeredhighly engineered and customized products. However, the aftermarket for standard products although weis competitive, as the existence of common standards allows for easier replacement of the installed products. As proximity of service centers, timeliness of delivery and quality are seeing increased competition in this area.
Generally, our customers attempt to reduce the number of vendors from which they purchase, thereby reducing the size and diversity of their supply chain. Although vendor reduction programs could adversely affect our business, we have been successful in establishing long-term supply agreements with a number of customers. While the majority of these agreements do not provide us with exclusive rights, they can provide us a "preferred" status with our customers and thereby increase opportunities to win future business. We also utilize our LifeCycle Advantage program to establish fee-based contracts to manage customers’important considerations for all aftermarket requirements. These programs provide an opportunity to manage the customer’s installed base and expand the business relationship with the customer.
Our ability to use our portfolio of products solutions and services, to meet customer needs is a competitive strength. Our market approach is to create value for our customers throughout the life cycle of their investments in flow control management. We continue to explore and develop potential new offerings in conjunction with our customers. In the early phases of project design, we endeavor to create value in optimizing the selection of equipment for the customer’s specific application, as we are capable of providing technical expertise on product and system capabilities even outside the scope of our specific products, solutions and services. After the equipment is constructed and delivered to the customer’s site, we continue to create value throughselectively expand our global QRC capabilities to improve our ability to capture an increasing portion of this important aftermarket capabilities by optimizingbusiness. Each of our two business segments generate certain levels of aftermarket products and services.
We have pursued a strategy of industry diversity and geographic breadth to mitigate the performanceimpact on our business of normal economic downturns in any one of the equipment over itsindustries or in any particular part of the world we serve. For events that may occur and adversely impact our business, financial condition, results of operations and cash flows, refer to "Item 1A. Risk Factors" of this Annual Report on Form 10-K for the year ended December 31, 2021 ("Annual Report"). For information on our sales and long-lived assets by geographic areas, see Note 20 to our consolidated financial statements included in "Item 8. Financial Statements and Supplementary Data" ("Item 8") of this Annual Report.

Business Functions
Our segments share a focus on industrial flow control technology and benefit from our global footprint and our economies of scale in reducing administrative and overhead costs to serve customers more cost effectively. All segments share certain resources and functions, including elements of research and development ("R&D"), supply chain, safety, quality assurance and administrative functions that provide efficiencies and an overall lower cost structure.
Our operations leadership reports to our Chief Executive Officer and the segments share leadership for operational life. Our skilled service personnel can provide these aftermarket services forsupport functions such as R&D, marketing and supply chain. We believe this leadership structure positions the Company to leverage operational excellence, cost reduction initiatives and internal synergies across our products, as well as many competitors’ products, within the installed base. This value isentire operating platform to drive further enhanced by the global reachgrowth and increase in shareholder value.
BUSINESS SEGMENTS
We report a two operating segment structure, consisting of our QRCsFlowserve Pumps Division and when combined with our other solutions for our customers’ flow control management needs, allows us to create value for our customers during all phases of the capital and operating expenditure cycles.
New Product Development
We spent $38.6 million, $42.8 million and $45.9 million during 2017, 2016 and 2015, respectively, on company-sponsored R&D initiatives. Our R&D group consists of engineers involved in new product development and improvement of existing products. Additionally, we sponsor consortium programs for research with various universities and jointly conduct limited development work with certain vendors, licensees and customers. We believe our R&D expenditures are adequate to sustain our ongoing and necessary future product development.Flow Control Division. In addition to the business segment information presented below, Note 20 to our consolidated financial statements in Item 8 of this Annual Report contains additional financial information about our business segments and geographic areas in which we work closely with our customers on customer-sponsored research activities to help execute their R&D initiativeshave conducted business in connection with our2021, 2020 and 2019.
FLOWSERVE PUMP DIVISION
Our largest business segment is the Flowserve Pump Division ("FPD"), through which we design, manufacture, pre-test, distribute and service specialty and highly-engineered custom and pre-configured pumps and pump systems, mechanical seals, auxiliary systems, replacement parts and upgrades and related aftermarket services. FPD products and services. New product developmentservices are primarily used by companies that operate in each of our three business segments is discussed in more detail under the "Business Segments" heading below.
Customers
We sell to a wide variety of customers globally including leading EPC firms, original equipment manufacturers, distributors and end users in several distinct industries: oil and gas, petrochemical, chemical, power generation, water management and general industries. We do not believemarket our pump and mechanical seal products through our global sales force and our regional QRCs and service and repair centers or through independent distributors and sales representatives. A portion of our mechanical seal products are sold directly to other original equipment manufacturers for incorporation into their rotating equipment requiring mechanical seals.
Our pump products are manufactured in a wide range of metal alloys and with a variety of configurations to reliably meet the operating requirements of our customers. Mechanical seals are critical to the reliable operation of rotating equipment in that they prevent leakage and emissions of hazardous substances from the rotating equipment and reduce shaft wear on the equipment caused by the use of non-mechanical seals. We also manufacture a gas-lubricated mechanical seal that is used in high-speed compressors for gas pipelines and in the oil and gas production and process markets. Our products are currently manufactured in 35 manufacturing facilities worldwide, 10 of which are located in Europe, 11 in North America, eight in Asia Pacific and six in Latin America, and we have sales to any individual customer134 QRCs, including those co-located in manufacturing facilities and/or shared with our Flow Control Division ("FCD").
We also conduct business through strategic foreign joint ventures. We have six unconsolidated joint ventures that represent 10% or more of consolidated 2017 revenues. Customer information relating to eachare located in Chile, China, India, Saudi Arabia, South Korea and the United Arab Emirates, where a portion of our three business segments is discussedproducts are manufactured, assembled or serviced in more detail under the "Business Segments" heading below.these territories. These relationships provide numerous strategic opportunities, including increased access to our current and new markets, access to additional manufacturing capacity and expansion of our operational platform to support best-cost sourcing initiatives and balance capacity demands for other markets.

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FPD Products
We manufacture more than 40 different active types of pumps, including American Petroleum Institute ("API") process pumps used in many downstream refining and petrochemical processing systems, and single case multistage axially split heavy duty pumps often used for high pressure hydrocarbon pipeline transmission. In addition, we manufacture double case diffuser style barrel pumps for medium duty applications in refining and petrochemical applications and submersible pump for deep well pumping in irrigation and municipal water supply service. We also manufacture approximately 185 different models of mechanical seals and sealing systems. Our pump products are not normally requiredsold under globally recognized brands in some cases dating back as far as 225 years ago, including Worthington, SIHI, Durco and Innomag.
FPD Services
We also provide engineered aftermarket services through our global network of 134 QRCs, some of which are co-located in manufacturing facilities, in 49 countries. Our FPD service personnel provide a comprehensive set of equipment services for flow management control systems, including installation, commissioning services, seal systems spare parts, repairs, advanced diagnostics, re-rate and upgrade solutions and retrofit programs, machining and comprehensive asset management solutions. We provide asset management services and condition monitoring for rotating equipment through special contracts with many of our customers that reduce maintenance costs. A large portion of FPD’s service work is performed on a quick response basis and we offer 24-hour service in all of our major markets.
FPD New Product Development
Our investments in new product R&D continue to carry unusually high amountsfocus on increasing the capability of inventoryour products as customer applications become more advanced, demanding greater levels of production (i.e., flow and power) and under more extreme conditions (i.e., erosive, corrosive and temperature) beyond the level of traditional technology. We continue to meet customer delivery requirements, although higher backlog levelsinvest in our product platform and longer lead times generally require higher amountsdevelop innovations to improve our competitive position in our key markets, including the global chemical industry and in the engineered equipment industry, specifically upstream, offshore and downstream applications for the oil and gas market. Continued engagement with our end users is exemplified through the completion of inventory.advancements that significantly improve energy efficiency, reduce total cost-of-ownership and enhance safety.
As the world continues to undergo energy transition in the coming years, significant investment towards renewable sources of energy and energy efficiency solutions will become increasingly more important. We typically require advance cash payments fromcontinue to develop new product designs to support our customers on longer lead time projects to help offsetthrough energy transition in our investment in inventory.key end markets. We have initiated programs targeted at improvinglaunched and will continue to launch new initiatives to support renewable energy, energy efficiency, emissions reduction, decarbonization, and sustainability as the world continues to embrace energy transition into the future.
In addition, we continue to advance our operational effectivenesscapabilities and technology position in the rapidly developing segment known as the Industrial Internet of Things ("IIoT"). Over the past few years we have continued to reduceboth invest and partner in this space to build remote monitoring solutions, as well as advanced equipment diagnostics in order to provide remote asset management and related services capabilities for our overall working capital needs. While we do provide cancellation policies through our contractual relationships, we generally do not provide rights of product returnend-user customers. Our IIoT solution, RedRaven, includes delivering intelligent “edge” devices, advanced networking infrastructure and secure communication and security protocols, secure data management, and remote monitoring and reporting for our customers. In addition, we have moved beyond exploring new additive manufacturing capabilities, such as 3D printing and fast casting methods, and are looking for ways to economically scale these techniques as another means of manufacturing our products to both reduce lead time and lower our production costs.
None of these newly developed products or services required the investment of a material amount of our assets or was otherwise material to our business.
FPD Customers
Our customer mix is diversified and includes leading EPC firms, major national oil companies, international oil companies, equipment end users in our served markets, other original equipment manufacturers, distributors and end users. Our sales mix of original equipment products and aftermarket products and services diversifies our business and helps mitigate the impact of normal economic cycles on our business. Our sales are diversified among several industries, including oil and gas, petrochemical, chemical, power generation, water management and general industries.
FPD Competition
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The pump and mechanical seal industry is highly fragmented, with thousands of competitors globally. We compete, however, primarily with a limited number of large companies operating on a global scale. There are also a number of smaller, newer entrants in some of our emerging markets. Competition among our closest competitors is generally driven by delivery times, application knowledge, experience, expertise, price, breadth of product offerings, contractual terms, previous installation history and reputation for quality. Some of our largest industry competitors include: Sulzer Pumps; Ebara Corp.; SPX FLOW, Inc.; Eagle Burgmann, which is a joint venture of two traditional global seal manufacturers, A. W. Chesterton Co. and AES Corp.; John Crane Inc., a unit of Smiths Group Plc; Weir Group Plc.; ITT Industries; and KSB SE & Co. KGaA.
The pump and mechanical seal industry continues to undergo considerable consolidation, which is primarily driven by (i) the need to lower costs through reduction of excess capacity and (ii) customers’ preference to align with global full service suppliers to simplify their supplier base. Despite the consolidation activity, the market remains highly competitive.
We believe that our strongest sources of competitive advantage rest with our extensive range of pumps for the oil and gas, petrochemical, chemical and power generation industries, our large installed base of products, our strong customer relationships, our high quality technology, our more than 225 years of experience in manufacturing and servicing pumping equipment, our reputation for providing quality engineering solutions and our ability to deliver engineered new seal product orders within 72 hours from the customer’s request.
FPD Backlog
FPD’s backlog of orders as of December 31, 2021 was $1,368.9 million, compared with $1,236.9 million as of December 31, 2020. We expect to recognize revenue on approximately 88% of December 31, 2021 backlog during 2022.
FLOW CONTROL DIVISION
FCD designs, manufactures, distributes and services a broad portfolio of flow control solutions, including engineered and industrial valve and automation systems, isolation and control valves, actuation, controls and related equipment. FCD leverages its experience and application know-how by offering a complete menu of engineering and project management services to complement its expansive product portfolio. FCD products are used to control, direct and manage the flow of liquids, gases and multi-phase fluids, and are a critical part of any flow control system. Our valve and automation products are based on flexible architecture that can be customized or engineered to perform specific functions within each customer’s unique flow control environment or objective.
Our flow control products are primarily used by companies operating in the chemical, power generation, oil and gas, water management and general industries. Our products are currently manufactured in 19 principal manufacturing facilities, five of which are located in the U.S., eight located in Europe, five located in Asia Pacific and one located in Latin America. We deliver our services through our global network of 26 QRCs worldwide, including five sites in Europe and Africa, nine in North America, three in the Middle East, seven in Asia Pacific and two in Latin America, including those co-located in manufacturing facilities.
FCD Products
Our valve, automation and controls product and solutions portfolio represent one of the most comprehensive in the flow control industry. Our products are used in a wide variety of applications, from general service to the most severe and demanding services, including those involving high levels of corrosion, extreme temperatures and/or pressures, zero fugitive emissions and emergency shutdown.
Our “smart” valve and diagnostic technologies integrate sensors, microprocessor controls and software into high performance integrated control valves, digital positioners and switch boxes for automated on/off valve assemblies and electric actuators. These technologies permit real-time system analysis, system warnings and remote indication of asset health. These technologies have been developed in response to the growing demand for reduced maintenance, improved process control efficiency and digital communications at the plant level. We are committed to further enhancing the quality of our product portfolio by continuing to upgrade our existing offerings with cutting-edge technologies.
5


Our valve actuation products encompass a broad range of pneumatic, electric, hydraulic and stored energy actuation designs to take advantage of whatever power source the customer has available, including utilizing the process fluid flowing through the pipeline as a source of power to actuate the valve. Our actuation products also cover one of the widest ranges of output torques in the industry, providing the ability to automate anything from the smallest linear globe valve to the largest multi-turn gate valve. Most importantly, FCD combines best-in-class mechanical designs with the latest in controls and communication technologies in order to provide complete integrated automation solutions that optimize flow control performance and enhance digital end-user experience.
We manufacture approximately 30 different active types of products, including valves, actuators, positioners, and switches. Our products are sold under globally recognized brands in some cases dating back as far as 225 years, including Valtek, Argus, Worcester, Limitorque and Durco.

FCD Services
Our service personnel provide comprehensive equipment maintenance services for flow control systems, including advanced diagnostics, repair, installation, commissioning, retrofit programs and field machining capabilities. A large portion of our service work is performed on a quick response basis, which includes 24-hour service in all of our major markets. We also provide in-house repair and return manufacturing services worldwide through our manufacturing facilities. We believe our ability to offer comprehensive, quick turnaround services provides us with a unique competitive advantage and unparalleled access to our customers’ installed base of flow control products.
During the year, we have added the service of condition monitoring for our control valves, which is enabled by our proprietary IIoT solution RedRaven and digital positioners. Within any control valve system, the RedRaven solution acts as a condition monitoring system and provides critical operating information to the end users and therefore, helps to reduce downtime, improve productivity and increase visibility into their flow processes. Additionally, the solution is connected to our QRC network for fast and reliable repair or replacement of valves, actuators and other related valve equipment.
FCD New Product Development
Our R&D investment is focused on areas that will enhance end-user experience and advance our technological leadership by creating compelling value propositions for our customers, and lasting competitive advantage of our products and services in the market. In that respect, our investments have been focusing in four critical areas:
(1) significantly enhancing the digital integration and interoperability of automation products (e.g., positioners, actuators, limit switches and associated accessories) with Distributed Control Systems ("DCS") and Asset Management Systems (“AMS”);
(2) developing and deploying next-generation hardware and software solutions that leverage our in-depth domain knowledge, big data and artificial intelligence, to further flow control diagnostics and bring insights that increase performance and efficiency of end-user processes;
(3) advancing material science and processing technologies in order to further increase products’ capabilities in severe and critical services – including but not limited to noise and cavitation reduction; and
(4) investing in our talents and processes that adopt modern R&D project management tools (such as lean startup, SCRUM, agile and hybrid portfolio management, etc.) that enable effective risk mitigation and shorter commercialization cycles.
We expect to continue our R&D investments in the above areas.
In addition, like FPD, a number of FCD's product development efforts are tied to assisting our customers with energy transition. These efforts are geared toward (1) supporting our customers in their own decarbonization efforts with new valve offerings, including Flowtop and Mark linear control valves and Valbart ball valves, as well as (2) cost-effective deployment of alternative energy technologies, such as hydrogen and renewable power with innovations in our Valdisk rotary control valve, Edward gate and globe valves, and Valtek and Durco triple-offset butterfly valve product lines.
None of these newly developed valve products or services required the investment of a material amount of our assets or was otherwise material.
FCD Customers

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Our customer mix spans several end markets, including the chemical, power generation, oil and gas, water management, pulp and paper, mining and other general industries. We are especially active in providing solutions for emerging applications that supports sustainability (such as concentrated solar power, hydrogen economy, carbon capture, desalination, etc.) or increases energy productivity (such as Liquefied Natural Gas ("LNG"), Ethylene cracking, Hydrocracking, etc.). Lastly, our expertise in flow control management makes us a reliable partner to assist our customers with energy transition – by either making their processes more efficient and sustainable, or by providing products and solutions for new technologies that enable energy transition.
Our product offerings include original equipment, aftermarket parts, and a portfolio of services and solutions. Contracts and transactions are conducted through a variety of channels depending on customer requirements, including direct end-users, EPC firms, distributors and other original equipment manufacturers.
FCD Competition
While in recent years the valve market has undergone a significant amount of consolidation, the market remains highly fragmented. Some of the largest valve industry competitors include Emerson Electric Co., Cameron International Corp. (a Schlumberger company), Baker Hughes, Rotork plc, Neles, Samson and Crane Co.
Our market research and assessments indicate that the top 10 global valve manufacturers collectively comprise less than 15% of the total valve market. Based on independent industry sources, we believe that FCD is the second largest industrial valve supplier in the world. We believe that our strongest sources of competitive advantage rest with our comprehensive portfolio of valve and automation products and services, our ability to provide complementary pump and rotating equipment products and services, our focus on execution, our expertise in severe corrosion and erosion applications, and strategic partnerships purposely built to advance market adoption of new technologies and digital tools.
FCD Backlog
FCD’s backlog of orders as of December 31, 2021 was $639.8 million, compared with $623.1 million as of December 31, 2020. We expect to recognize revenue on approximately 95% of December 31, 2021 backlog during 2022.

ADDITIONAL INFORMATION REGARDING BOTH REPORTING SEGMENTS
Seasonality
Our financial results are traditionally seasonal during the year as we typically experience lower earnings in the first quarter of the year, with lower sales, coupled with fixed operating expenses, impacting our earnings and cash flows. We typically have higher sales, earnings and cash flows in the second half of the year with the fourth quarter being the strongest. Given that certain of our operating expenses are fixed, fluctuations in sales volumes from quarter to quarter may affect operating income for the respective quarters.
SellingFLOW CONTROL DIVISION
FCD designs, manufactures, distributes and Distribution
We primarily distribute ourservices a broad portfolio of flow control solutions, including engineered and industrial valve and automation systems, isolation and control valves, actuation, controls and related equipment. FCD leverages its experience and application know-how by offering a complete menu of engineering and project management services to complement its expansive product portfolio. FCD products throughare used to control, direct sales by employees assigned to specific regions, industries or products. In addition, we use distributors and sales representatives to supplement our direct sales force in countries where it is more appropriate due to business practices or customs, or whenevermanage the useflow of direct sales staff is not economically efficient. We generate a majority of our sales leads through existing relationships with vendors, customersliquids, gases and prospects or through referrals.
Intellectual Property
We own a number of trademarks and patents relating to the names and designs of our products. We consider our trademarks and patents to be valuable assets of our business. In addition, our pool of proprietary information, consisting of know-how and trade secrets related to the design, manufacture and operation of our products, is considered particularly valuable. Accordingly, we take proactive measures to protect such proprietary information. We generally own the rights to the products that we manufacture and sellmulti-phase fluids, and are unencumbered by licensing or franchise agreements. Our trademarks can typically be renewed indefinitely as long as they remain in use, whereas our existing patents generally expire 10 to 20 years from the dates they were filed, which has occurred at various times in the past. We do not believe that the expirationa critical part of any individual patent will have a material adverse impact on our business, financial condition or results of operations.
Raw Materials
The principal raw materials used in manufacturing ourflow control system. Our valve and automation products are readily available and include ferrous and non-ferrous metals in the form of bar stock, machined castings, fasteners, forgings and motors, as well as silicon, carbon faces, gaskets and fluoropolymer components. A substantial volume of our raw materials is purchased from outside sources, and we have been ablebased on flexible architecture that can be customized or engineered to develop a robust supply chain and anticipate no significant shortages of such materials in the future. We continually monitor the business conditions of our suppliers to manage competitive market conditions and to avoid potential supply disruptions. We continue to expand global sourcing to capitalize on localization in emerging markets and low-cost sources of purchased goods balanced with efficient consolidated and compliant logistics.perform specific functions within each customer’s unique flow control environment or objective.
Metal castings used in the manufacture of our pump, valve, and mechanical seals are purchased from qualified and approved foundry sources. We remain vertically integrated with metal castings in certain strategic product families.   
Concerning theOur flow control products we supply to customers in the nuclear power generation industry, suppliers of raw materials for nuclear power generation markets must be qualified to meet the requirements of nuclear industry standards and governmental regulations. Supply channels for these materials are currently adequate, and we do not anticipate difficulty in obtaining such materials in the future.
Employees and Labor Relations
We have approximately 17,000 employees globally as of December 31, 2017. In the United States ("U.S."), a portion of the hourly employees at our pump manufacturing plant located in Vernon, California, our valve manufacturing plant located in Lynchburg, Virginia and our pattern storage facility located in Dayton, Ohio, are represented by unions. Additionally, some employees at select facilities in the following countries are unionized or have employee works councils: Argentina, Australia, Austria, Brazil, Finland, France, Germany, India, Italy, Japan, Mexico, The Netherlands, Spain, South Africa, Sweden and the United Kingdom ("U.K."). We believe relations with our employees throughout our operations are generally satisfactory, including those employees represented by unions and employee works councils. No unionized facility accounted for more than 10% of our consolidated 2017 revenues.
Environmental Regulations and Proceedings
We are subject to environmental laws and regulations in all jurisdictions in which we have operating facilities. These requirements primarily relate to the generation and disposal of waste, air emissions and waste water discharges. We periodically

make capital expenditures to enhance our compliance with environmental requirements, as well as to abate and control pollution. At present, we have no plans for any material capital expenditures for environmental control equipment at any of our facilities. However, we have incurred and continue to incur operating costs relating to ongoing environmental compliance matters. Based on existing and proposed environmental requirements and our anticipated production schedule, we believe that future environmental compliance expenditures will not have a material adverse effect on our financial condition, results of operations or cash flows.
We use hazardous substances and generate hazardous wastes in many of our manufacturing and foundry operations. Most of our current and former properties are or have been used for industrial purposes and some may require clean-up of historical contamination. During the due diligence phase of our acquisitions, we conduct environmental site assessments to identify potential environmental liabilities and required clean-up measures. We are currently conducting follow-up investigation and/or remediation activities at those locations where we have known environmental concerns. We have cleaned up a majority of the sites with known historical contamination and are addressing the remaining identified issues.
Over the years, we have been involved as one of many potentially responsible parties ("PRP") at former public waste disposal sites that are or were subject to investigation and remediation. We are currently involved as a PRP at five Superfund sites. The sites are in various stages of evaluation by government authorities. Our total projected "fair share" cost allocation at these five sites is expected to be immaterial. See "Item 3. Legal Proceedings" included in this Annual Report for more information.
We have established reserves that we currently believe to be adequate to cover our currently identified on-site and off-site environmental liabilities.
Exports
Our export sales from the U.S. to foreign unaffiliated customers were $258.3 million in 2017, $259.1 million in 2016 and $295.6 million in 2015.
Licenses are required from U.S. and other government agencies to export certain products. In particular, products with nuclear power generation and/or military applications are restricted, as are certain other pump, valve and seal products.
BUSINESS SEGMENTS
In addition to the business segment information presented below, Note 16 to our consolidated financial statements in Item 8 of this Annual Report contains additional financial information about our business segments and geographic areas in which we have conducted business in 2017, 2016 and 2015.
ENGINEERED PRODUCT DIVISION
Our largest business segment is EPD, through which we design, manufacture, distribute and service specialty, custom and other highly-engineered pumps and pump systems, mechanical seals, auxiliary systems, replacement parts, upgrades and related aftermarket services. EPD includes longer lead time, highly-engineered specialty pump products and systems and mechanical seals that are generally manufactured within shorter lead times. EPD also manufactures replacement pumps, part upgrades and provides a full array of replacement parts, repair and support services (collectively referred to as "aftermarket"). EPD products and services are primarily used by companies that operateoperating in the chemical, power generation, oil and gas, power generation, petrochemical, chemical, water management and other general industries. We market our pump and mechanical seal products through our global sales force and our regional QRCs and service and repair centers or through independent distributors and sales representatives. A portion of our mechanical seal products are sold directly to other original equipment manufacturers for incorporation into their rotating equipment requiring mechanical seals.
Our engineered pump products are manufactured in a wide range of metal alloys and with a variety of configurations to reliably meet the operating requirements of our customers. Mechanical seals are critical to the reliable operation of rotating equipment in that they prevent leakage and emissions of hazardous substances from the rotating equipment and reduce shaft wear on the equipment caused by the use of non-mechanical seals. We also manufacture a gas-lubricated mechanical seal that is used in high-speed compressors for gas pipelines and in the oil and gas production and process markets. Our products are currently manufactured at 30 plants worldwide, nine of which are located in Europe, nine in North America, seven in Asia Pacific and five in Latin America, including those co-located in manufacturing facilities and/or shared with FCD.
We also conduct business through strategic foreign joint ventures. We have six unconsolidated joint ventures that are located in China, India, Saudi Arabia, South Korea and the United Arab Emirates, where a portion of our products are

manufactured, assembled or serviced in these territories. These relationships provide numerous strategic opportunities, including increased access to our current and new markets, access to additional manufacturing capacity and expansion of our operational platform to support best-cost sourcing initiatives and balance capacity demands for other markets.
EPD Products
We manufacture more than 40 different active types of pumps and approximately 185 different models of mechanical seals and sealing systems. The following is a summary list of our EPD product types and globally recognized brands:
EPD Product Types
Single and Multistage Between Bearings PumpsSingle Stage Overhung Pumps
•   Single Case — Axially Split•   API Process
•   Single Case — Radially Split
•   Double Case
Positive Displacement PumpsMechanical Seals and Seal Support Systems
•   Rotary Multiphase•   Dry-Running Seals
•   Rotary Screw•   Gas Barrier Seals
•   Standard Cartridge Seals
Vertical Pumps•   Mixer Seals
•   Vertical inline•   Compressor Seals
•   Vertical line shaft•   Seal Support Systems
•   Vertical canned shaft•   Bearing Isolators
•   Barrier Fluids and Lubricants
Specialty Products
•   Nuclear Pumps•   Power Recovery — DWEER
•   Nuclear Seals•   Power Recovery — Hydro turbine
•   Cryogenic Pumps•   Energy Recovery Devices
•   Concrete Volute Pumps•   Hydraulic Decoking Systems
•   Wireless Transmitters•   API Slurry Pumps
•   Ebullator recycle pumps

EPD Brand Names
•   BW Seals•   LifeCycle Advantage
•   Byron Jackson•   Niigata Worthington
•   Calder Energy Recovery Devices•   QRC™
•   Cameron•   Pacific
•   Durametallic•   Pacific Weitz
•   FEDD Wireless•   Pac-Seal
•   Five Star Seal•   ReadySeal
•   Flowserve•   United Centrifugal
•   GASPAC
•   Western Land Roller
•   IDP•   Wilson-Snyder
•   Interseal•   Worthington
•   Lawrence•   Worthington-Simpson

EPD Services
We provide engineered aftermarket services through our global network of 123 QRCs, some of which are co-located in manufacturing facilities, in 47 countries. Our EPD service personnel provide a comprehensive set of equipment services for flow management control systems, including installation, commissioning, repair, advanced diagnostics, re-rate and retrofit

programs, machining and comprehensive asset management solutions. We provide asset management services and condition monitoring for rotating equipment through special contracts with many of our customers that reduce maintenance costs. A large portion of EPD’s service work is performed on a quick response basis, and we offer 24-hour service in all of our major markets.
EPD New Product Development
Our investments in new product R&D continue to focus on increasing the capability of our products as customer applications become more advanced, demanding greater levels of production (i.e., flow and power) and under more extreme conditions (i.e., erosive, corrosive and temperature) beyond the level of traditional technology. We continue to develop innovations that improve product hydraulic performance and our competitive position in the engineered equipment industry, specifically upstream, offshore and downstream applications for the oil and gas market. Continued engagement with our end users is exemplified through completion of advancements in high energy designs and high specific-speed hydraulics.
As new sources of energy generation are explored, we continue to develop new product designs to support the most critical applications in the power generation market. New designs and qualification test programs continue to support the critical services found in the coal fired, combined cycle, small modular nuclear and concentrated solar power generation plant.
We continue to address our core products with design enhancements to improve performance, reduce costs and the speed at which we can deliver our products. Our engineering teams continue to apply and develop sophisticated design technology and methods supporting continuous improvement of our proven technology. Additionally, we are incentivizing our operations and tracking the R&D projects more closely, which is leading to broader engagement in developing new products.
In 2017, EPD continued to advance our Intelligent Performance Solutions ("IPS") Insight platform. This platform utilizes a combination of our developed technologies and leading edge technology partners to increase our remote monitoring, diagnostics, asset management and service capabilities for our end-user customers. These technologies include intelligent devices, advanced communication and security protocols, wireless and satellite communications and web-enabled data convergence. Additionally, we have been exploring "additive manufacturing" opportunities in our products and auxiliary systems.
None of these newly developed products or services required the investment of a material amount of our assets or was otherwise material to our business.
EPD Customers
Our customer mix is diversified and includes leading EPC firms, major national oil companies, international oil companies, equipment end users in our served markets, other original equipment manufacturers, distributors and end users. Our sales mix of original equipment products and aftermarket products and services diversifies our business and helps mitigate the impact of normal economic cycles on our business. Our sales are diversified among several industries, including oil and gas, power generation, petrochemical, chemical, water management and general industries.
EPD Competition
The pump and mechanical seal industry is highly fragmented, with thousands of competitors globally. We compete, however, primarily with a limited number of large companies operating on a global scale. Competition among our closest competitors is generally driven by delivery times, application knowledge, experience, expertise, price, breadth of product offerings, contractual terms, previous installation history and reputation for quality. Some of our largest industry competitors include: Sulzer Pumps; Ebara Corp.; SPX FLOW, Inc.; Eagle Burgmann, which is a joint venture of two traditional global seal manufacturers, A. W. Chesterton Co. and AES Corp.; John Crane Inc., a unit of Smiths Group Plc; and Weir Group Plc.
The pump and mechanical seal industry continues to undergo considerable consolidation, which is primarily driven by (i) the need to lower costs through reduction of excess capacity and (ii) customers’ preference to align with global full service suppliers to simplify their supplier base. Despite the consolidation activity, the market remains highly competitive.
We believe that our strongest sources of competitive advantage rest with our extensive range of pumps for the oil and gas, petrochemical, chemical and power generation industries, our large installed base of products, our strong customer relationships, our high technology, our more than 225 years of experience in manufacturing and servicing pumping equipment, our reputation for providing quality engineering solutions and our ability to deliver engineered new seal product orders within 72 hours from the customer’s request.

EPD Backlog
EPD’s backlog of orders as of December 31, 2017 was $1,027.7 million (including $16.0 million of interdivision backlog, which is eliminated and not included in consolidated backlog), compared with $968.8 million (including $11.7 million of interdivision backlog) as of December 31, 2016. We expect to ship approximately 94% of December 31, 2017 backlog during 2018.
INDUSTRIAL PRODUCT DIVISION
Through IPD we design, manufacture, pre-test, distribute and service engineered and pre-configured industrial pumps and pump systems, including submersible motors, for variety of markets. Our globalized operating platform, low-cost sourcing and continuous improvement initiatives are essential aspects of this business. IPD’s standardized, general purpose pump products are primarily utilized by the oil and gas, chemical, water resources, power and general industrial (i.e. Mining, Steel and Paper) industries. Our products are currently manufacturedmanufactured in 19 principal manufacturing facilities, five of which are located in the U.SU.S., eight located in Europe, five located in Asia Pacific and eightone located in Latin America. We deliver our services through our global network of 26 QRCs worldwide, including five sites in Europe and sixAfrica, nine in Asia. IPD operates 30 QRCs worldwide, including 19 sites in Europe, sixNorth America, three in the U.S., threeMiddle East, seven in Asia Pacific and two in Latin America, including those co-located in manufacturing facilitiesfacilities.
FCD Products
Our valve, automation and controls product and solutions portfolio represent one of the most comprehensive in the flow control industry. Our products are used in a wide variety of applications, from general service to the most severe and demanding services, including those involving high levels of corrosion, extreme temperatures and/or sharedpressures, zero fugitive emissions and emergency shutdown.
Our “smart” valve and diagnostic technologies integrate sensors, microprocessor controls and software into high performance integrated control valves, digital positioners and switch boxes for automated on/off valve assemblies and electric actuators. These technologies permit real-time system analysis, system warnings and remote indication of asset health. These technologies have been developed in response to the growing demand for reduced maintenance, improved process control efficiency and digital communications at the plant level. We are committed to further enhancing the quality of our product portfolio by continuing to upgrade our existing offerings with EPD.cutting-edge technologies.
IPD Products
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Our valve actuation products encompass a broad range of pneumatic, electric, hydraulic and stored energy actuation designs to take advantage of whatever power source the customer has available, including utilizing the process fluid flowing through the pipeline as a source of power to actuate the valve. Our actuation products also cover one of the widest ranges of output torques in the industry, providing the ability to automate anything from the smallest linear globe valve to the largest multi-turn gate valve. Most importantly, FCD combines best-in-class mechanical designs with the latest in controls and communication technologies in order to provide complete integrated automation solutions that optimize flow control performance and enhance digital end-user experience.
We manufacture approximately 40 different30 different active types of pumps,products, including valves, actuators, positioners, and switches. Our products are sold under globally recognized brands in some cases dating back as far as 225 years, including Valtek, Argus, Worcester, Limitorque and Durco.

FCD Services
Our service personnel provide comprehensive equipment maintenance services for flow control systems, including advanced diagnostics, repair, installation, commissioning, retrofit programs and field machining capabilities. A large portion of our service work is performed on a quick response basis, which are availableincludes 24-hour service in a wide rangeall of metal alloysour major markets. We also provide in-house repair and non-metallicsreturn manufacturing services worldwide through our manufacturing facilities. We believe our ability to offer comprehensive, quick turnaround services provides us with a varietyunique competitive advantage and unparalleled access to our customers’ installed base of configurations to meetflow control products.
During the year, we have added the service of condition monitoring for our control valves, which is enabled by our proprietary IIoT solution RedRaven and digital positioners. Within any control valve system, the RedRaven solution acts as a condition monitoring system and provides critical operating demandsinformation to the end users and therefore, helps to reduce downtime, improve productivity and increase visibility into their flow processes. Additionally, the solution is connected to our QRC network for fast and reliable repair or replacement of our customers. The following is a summary list of our IPD productsvalves, actuators and globally recognized brands:other related valve equipment.
IPD Pump Product Types
OverhungBetween Bearings
•   Chemical Process ASME and ISO•   Side Channel Multistage
•   Industrial Process•   Segmental Channel Multistage
•   Slurry and Solids Handling•   Split Case — Axially Split
•   Metallic & Lined Magnetic Drive Process•   Split Case — Radially Split
Specialty ProductsVertical
•   Ag Chem•   Wet Pit, Double case API & Double
•   Molten Salt Pump•   Deepwell Submersible Pump and Motor
•   Submersible Pump•   Slurry and Solids Handling
•   Thruster•   Sump & Cantilever
•   Geothermal Deepwell
•   Barge Pump
•   Solids Handling SubmersibleVacuum Systems
•   Liquid Ring
Positive Displacement•   LR Systems
•   Gear•   Dry Systems
IPD Brand Names
•   Aldrich•   Pleuger & Byron Jackson
•   Durco•   Scienco
•   Flowserve•   Sier Bath
•   Halberg•   SIHI
•   IDP•   TKL
•   Innomag•   Western Land Roller
•   Labour•   Worthington
•   Meregalli•   Worthington-Simpson
•   Pacific

IPD Services
We market our pump products through our worldwide sales force, regional service and repair centers through independent distributors and sales representatives. We provide an array of aftermarket services including product installation and commissioning services, seal systems spare parts, repairs, re-rate and upgrade solutions, advanced diagnostics and maintenance solutions through our global network of QRCs.
IPDFCD New Product Development
Our IPD development projects target product feature enhancements, design improvementsR&D investment is focused on areas that will enhance end-user experience and sourcing opportunities that we believe will improve theadvance our technological leadership by creating compelling value propositions for our customers, and lasting competitive positionadvantage of our industrial pump product lines. We will investproducts and services in the market. In that respect, our investments have been focusing in four critical areas:
(1) significantly enhancing the digital integration and interoperability of automation products (e.g., positioners, actuators, limit switches and associated accessories) with Distributed Control Systems ("DCS") and Asset Management Systems (“AMS”);
(2) developing and deploying next-generation hardware and software solutions that leverage our in-depth domain knowledge, big data and artificial intelligence, to further flow control diagnostics and bring insights that increase performance and efficiency of end-user processes;
(3) advancing material science and processing technologies in order to further increase products’ capabilities in severe and critical services – including but not limited to noise and cavitation reduction; and
(4) investing in our Durcotalents and SIHI chemical product platform to expandprocesses that adopt modern R&D project management tools (such as lean startup, SCRUM, agile and enhance our products offered to the global chemical industry.hybrid portfolio management, etc.) that enable effective risk mitigation and shorter commercialization cycles.
We expect to continue our R&D investments in the above areas.
In addition, like FPD, a number of FCD's product development efforts are tied to addressassisting our core productscustomers with design enhancements to improve performanceenergy transition. These efforts are geared toward (1) supporting our customers in their own decarbonization efforts with new valve offerings, including Flowtop and the speed at which we can deliver our products. Successful new product releaseMark linear control valves and Valbart ball valves, as well as (2) cost-effective deployment of permanent magnet motor technologyalternative energy technologies, such as hydrogen and renewable power with innovations in our submersible motor products demonstrated improvedValdisk rotary control valve, Edward gate and globe valves, and Valtek and Durco triple-offset butterfly valve product efficiency. We will further our energy efficiency initiatives in response to various global governmental directives. Cost reduction projects incorporating product rationalization, value engineering, lean manufacturing and overhead reduction continue to be key drivers for IPD.lines.
None of these newly developed valve products or services required the investment of a material amount of our assets or was otherwise material.
IPDFCD Customers

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Our customer mix is diversified and includes leading EPC firms, original equipment manufacturers, distributors andspans several end users. Our sales mix of original equipment products and aftermarket products and services diversifies our business and helps mitigatemarkets, including the impact of normal economic cycles on our business. Our sales are diversified among several industries, includingchemical, power generation, oil and gas, chemical, water resources,management, pulp and paper, mining and other general industries. We are especially active in providing solutions for emerging applications that supports sustainability (such as concentrated solar power, hydrogen economy, carbon capture, desalination, etc.) or increases energy productivity (such as Liquefied Natural Gas ("LNG"), Ethylene cracking, Hydrocracking, etc.). Lastly, our expertise in flow control management makes us a reliable partner to assist our customers with energy transition – by either making their processes more efficient and general industry industries.sustainable, or by providing products and solutions for new technologies that enable energy transition.
IPDOur product offerings include original equipment, aftermarket parts, and a portfolio of services and solutions. Contracts and transactions are conducted through a variety of channels depending on customer requirements, including direct end-users, EPC firms, distributors and other original equipment manufacturers.
FCD Competition
The industrial pump industry isWhile in recent years the valve market has undergone a significant amount of consolidation, the market remains highly fragmented, with many competitors. We compete, however, primarily with a limited number of large companies operating on a global scale. Competition among our closest competitors is generally driven by delivery times, expertise, price, breadth of product offerings, contractual terms, previous installation history and reputation for quality.fragmented. Some of ourthe largest valve industry competitors include ITT Industries, KSB SE &Emerson Electric Co. KGaA, Cameron International Corp. (a Schlumberger company), Baker Hughes, Rotork plc, Neles, Samson and Sulzer Pumps.Crane Co.
Our market research and assessments indicate that the top 10 global valve manufacturers collectively comprise less than 15% of the total valve market. Based on independent industry sources, we believe that FCD is the second largest industrial valve supplier in the world. We believe that our strongest sources of competitive advantage rest with our extensive rangecomprehensive portfolio of pumps for the chemical industry,valve and automation products and services, our large installed base,ability to provide complementary pump and rotating equipment products and services, our strong customer relationships,focus on execution, our more than 200 yearsexpertise in severe corrosion and erosion applications, and strategic partnerships purposely built to advance market adoption of legacy experience in manufacturingnew technologies and servicing pumping equipment and our reputation for providing quality engineering solutions.digital tools.
IPDFCD Backlog
IPD’sFCD’s backlog of orders as of December 31, 20172021 was $424.3$639.8 million, (including $17.3compared with $623.1 million of interdivision backlog, which is eliminated and not included in consolidated backlog), compared with $375.6 million (including $14.2 million of interdivision backlog) as of December 31, 2016.2020. We expect to shiprecognize revenue on approximately 95% of December 31, 20172021 backlog during 2018.2022.

ADDITIONAL INFORMATION REGARDING BOTH REPORTING SEGMENTS
Seasonality
Our financial results are traditionally seasonal during the year as we typically experience lower earnings in the first quarter of the year, with lower sales, coupled with fixed operating expenses, impacting our earnings and cash flows. We typically have higher sales, earnings and cash flows in the second half of the year with the fourth quarter being the strongest. Given that certain of our operating expenses are fixed, fluctuations in sales volumes from quarter to quarter may affect operating income for the respective quarters.
FLOW CONTROL DIVISION
FCD designs, manufactures, distributes and services a broad portfolio of flow control solutions, including engineered and industrial valve and automation solutions, includingsystems, isolation and control valves, actuation, controls and related equipment. FCD leverages its experience and application know-how by offering a complete menu of engineering and project management services to complement its expansive product portfolio. FCD products are used to control, direct and manage the flow of liquids, and gases and multi-phase fluids, and are an integrala critical part of any flow control system. Our valve and automation products are most oftenbased on flexible architecture that can be customized andor engineered to perform specific functions within each customer’s unique flow control environment.environment or objective.
Our flow control products are primarily used by companies operating in the chemical, power generation, oil and gas, water management and general industries. Our products are currently manufacturedmanufactured in 2219 principal manufacturing facilities, 5five of which are located in the U.S., 10eight located in Europe, and sixfive located in Asia Pacific. FCD operates 25Pacific and one located in Latin America. We deliver our services through our global network of 26 QRCs worldwide, including sevenfive sites in Europe and Africa, nine in North America, three in the Middle East, seven in Asia Pacific and two in Latin America.

America, including those co-located in manufacturing facilities.
FCD Products
Our valve, automation and controls product and solutions portfolio representsrepresent one of the most comprehensive in the flow control industry. Our products are used in a wide variety of applications, from general service to the most severe and demanding services, including those involving high levels of corrosion, extreme temperatures and/or pressures, zero fugitive emissions and emergency shutdown.
Our “smart” valve and diagnostic technologies integrate sensors, microprocessor controls and software into high performance integrated control valves, digital positioners and switchboxesswitch boxes for automated on/off valve assemblies and electric actuators. These technologies permit real-time system analysis, system warnings and remote indication of asset health. These technologies have been developed in response to the growing demand for reduced maintenance, improved process control efficiency and digital communications at the plant level. We are committed to further enhancing the quality of our product portfolio by continuing to upgrade our existing offerings with cutting-edge technologies.
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Our valve automationactuation products encompass a broad range of pneumatic, electric, hydraulic and stored energy actuation designs to take advantage of whatever power source the customer has available. FCD’s actuation products can utilizeavailable, including utilizing the process fluid flowing through the pipeline as a source of power to actuate the valve. Our actuation products also cover one of the widest ranges of output torques in the industry, providing the ability to automate anything from the smallest linear globe valve to the largest multi-turn gate valve. Most importantly, FCD combines best-in-class mechanical designs with the latest in digital controls and communication technologies in order to provide complete integrated automation solutions that optimize the combined valve-actuator-controls package.flow control performance and enhance digital end-user experience.
The following is a summary listWe manufacture approximately 30 different active types of our generally available valveproducts, including valves, actuators, positioners, and automationswitches. Our products andare sold under globally recognized brands:brands in some cases dating back as far as 225 years, including Valtek, Argus, Worcester, Limitorque and Durco.
FCD Product Types
•   Valve Automation Systems•   Electro Pneumatic Positioners
•   Control Valves•   Digital Positioners
•   Ball Valves•   Pneumatic Positioners
•   Gate Valves•   Intelligent Positioners
•   Globe Valves•   Electric/Electronic Actuators
•   Check Valves•   Pneumatic Actuators
•   Butterfly Valves•   Hydraulic Actuators
•   Lined Plug Valves•   Diaphragm Actuators
•   Lined Ball Valves•   Direct Gas and Gas-over-Oil Actuators
•   Lubricated Plug Valves•   Limit Switches
•   Non-Lubricated Plug Valves•   Digital Communications
•   Integrated Valve Controllers•   Valve and Automation Repair Services
•   Diagnostic Software
FCD Brand Names
•   Accord•   NAF
•   Anchor/Darling•   Noble Alloy
•   Argus•   Norbro
•   Atomac•   Nordstrom
•   Automax•   PMV
•   Durco•   Serck Audco
•   Edward•   Schmidt Armaturen
•   Flowserve•   Valbart
•   Kammer•   Valtek
•   Limitorque•   Worcester Controls
•   McCANNA/MARPAC



FCD Services
Our service personnel provide comprehensive equipment maintenance services for flow control systems, including advanced diagnostics, repair, installation, commissioning, retrofit programs and field machining capabilities. A large portion of our service work is performed on a quick response basis, which includes 24-hour service in all of our major markets. We also provide in-house repair and return manufacturing services worldwide through our manufacturing facilities. We believe our ability to offer comprehensive, quick turnaround services provides us with a unique competitive advantage and unparalleled access to our customers’ installed base of flow control products.
During the year, we have added the service of condition monitoring for our control valves, which is enabled by our proprietary IIoT solution RedRaven and digital positioners. Within any control valve system, the RedRaven solution acts as a condition monitoring system and provides critical operating information to the end users and therefore, helps to reduce downtime, improve productivity and increase visibility into their flow processes. Additionally, the solution is connected to our QRC network for fast and reliable repair or replacement of valves, actuators and other related valve equipment.
FCD New Product Development
Our R&D investment is focused on areas that will enhance end-user experience and advance our technological leadership by creating compelling value propositions for our customers, and further differentiate ourlasting competitive advantage from a product perspective. Investment hasof our products and services in the market. In that respect, our investments have been focused onfocusing in four critical areas:
(1) significantly enhancing the digital integration and interoperability of valve top-worksautomation products (e.g., positioners, actuators, limit switches and associated accessories) with Distributed Control Systems ("DCS"). We continue to pursue the development and deployment ofAsset Management Systems (“AMS”);
(2) developing and deploying next-generation hardware and software for valvesolutions that leverage our in-depth domain knowledge, big data and artificial intelligence, to further flow control diagnostics and the integrationbring insights that increase performance and efficiency of the resulting device intelligence through the DCS to provide a practicalend-user processes;
(3) advancing material science and effective asset management capability for the end user. In addition to developing these new capabilities and value-added services, our investments also include product portfolio expansion and fundamental research in material sciencesprocessing technologies in order to further increase the temperature, pressureproducts’ capabilities in severe and corrosion/erosion-resistance limits of existing products, as well ascritical services – including but not limited to noise and cavitation reduction. These investments are made by adding new resourcesreduction; and talent to the organization,
(4) investing in our talents and processes that adopt modern R&D project management tools (such as well as leveraging the experience of EPDlean startup, SCRUM, agile and IPDhybrid portfolio management, etc.) that enable effective risk mitigation and increasing our collaboration with third parties. shorter commercialization cycles.
We expect to continue our R&D investments in the areas discussed above.above areas.
In addition, like FPD, a number of FCD's product development efforts are tied to assisting our customers with energy transition. These efforts are geared toward (1) supporting our customers in their own decarbonization efforts with new valve offerings, including Flowtop and Mark linear control valves and Valbart ball valves, as well as (2) cost-effective deployment of alternative energy technologies, such as hydrogen and renewable power with innovations in our Valdisk rotary control valve, Edward gate and globe valves, and Valtek and Durco triple-offset butterfly valve product lines.
None of these newly developed valve products or services required the investment of a material amount of our assets or was otherwise material.
FCD Customers

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Our customer mix spans several end markets, including the chemical, power generation, oil and gas, water management, pulp and paper, mining and other general industries. We are especially active in providing solutions for emerging applications that supports sustainability (such as concentrated solar power, hydrogen economy, carbon capture, desalination, etc.) or increases energy productivity (such as Liquefied Natural Gas ("LNG"), Ethylene cracking, Hydrocracking, etc.). Lastly, our expertise in flow control management makes us a reliable partner to assist our customers with energy transition – by either making their processes more efficient and sustainable, or by providing products and solutions for new technologies that enable energy transition.
Our product mix includesofferings include original equipment, and aftermarket parts, and services. FCD contracts witha portfolio of services and solutions. Contracts and transactions are conducted through a variety of customers, ranging fromchannels depending on customer requirements, including direct end-users, EPC firms, to distributors end users and other original equipment manufacturers.
FCD Competition
While in recent years the valve market has undergone a significant amount of consolidation, the market remains highly fragmented. Some of the largest valve industry competitors include Emerson Electric Co., Cameron International Corp. (a Schlumberger company), Emerson Electric Co., General Electric Co.Baker Hughes, Rotork plc, Neles, Samson and Crane Co.
Our market research and assessments indicate that the top 10 global valve manufacturers collectively comprise less than 15% of the total valve market. Based on independent industry sources, we believe that we areFCD is the thirdsecond largest industrial valve supplier in the world. We believe that our strongest sources of competitive advantage rest with our comprehensive portfolio of valve and automation products and services, our ability to provide complementary pump and rotating equipment products and services, our focus on execution, and our expertise in severe corrosion and erosion applications.applications, and strategic partnerships purposely built to advance market adoption of new technologies and digital tools.
FCD Backlog
FCD’s backlog of orders as of December 31, 20172021 was $617.4$639.8 million, comparedcompared with $584.5$623.1 million as of December 31, 2016.2020. We expect to shiprecognize revenue on approximately 87%95% of December 31, 20172021 backlog during 2018.2022.

ADDITIONAL INFORMATION REGARDING BOTH REPORTING SEGMENTS
Seasonality
Our financial results are traditionally seasonal during the year as we typically experience lower earnings in the first quarter of the year, with lower sales, coupled with fixed operating expenses, impacting our earnings and cash flows. We typically have higher sales, earnings and cash flows in the second half of the year with the fourth quarter being the strongest. Given that certain of our operating expenses are fixed, fluctuations in sales volumes from quarter to quarter may affect operating income for the respective quarters.
Selling and Distribution
We primarily distribute our products through direct sales by employees assigned to specific regions, industries or products. In addition, we use distributors and sales representatives to supplement our direct sales force where it is more economically efficient. We generate a majority of our sales leads through existing relationships with vendors, customers and prospects or through referrals.
Intellectual Property
We own a number of trademarks and patents relating to the names and designs of our products. We consider our trademarks and patents to be valuable assets of our business. In addition, our pool of proprietary information, consisting of know-how and trade secrets related to the design, manufacture and operation of our products, is considered particularly valuable. Accordingly, we take proactive measures to protect such proprietary information. We generally own the rights to the products that we manufacture and sell and are unencumbered by licensing or franchise agreements. In limited circumstances, we have entered into agreements to license intellectual property. The operational and financial terms of these agreements are not material. Our trademarks can typically be renewed indefinitely as long as they remain in use, whereas our existing patents generally expire 10 to 20 years from the dates they were filed, which has occurred at various times in the past. We do not believe that the expiration of any individual patent will have a material adverse impact on our business, financial condition or results of operations.
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Raw Materials
The principal raw materials used in manufacturing our products include ferrous and non-ferrous metals in the form of bar stock, machined castings, fasteners, forgings and motors, as well as silicon, carbon faces, gaskets and fluoropolymer components. A substantial volume of our raw materials is purchased from outside sources, and we have been able to develop a robust supply chain. Since the onset of the COVID-19 pandemic, many of our suppliers have experienced varying lengths of production and shipping delays related to the pandemic, some of which continue to exist in highly affected countries. Additionally, the global supply chain and logistics constraints that are currently affecting global markets caused additional headwinds in the second half of 2021. These conditions have had an adverse effect on the speed at which we can manufacture and ship our products to customers, and have also led to an increase in logistics, transportation and freight costs, requiring that we diversify our supply chain and, in some instances, source materials from new suppliers. We continually monitor the business conditions of our suppliers to manage competitive market conditions and to avoid potential supply disruptions wherever possible. We continue to expand global sourcing to capitalize on localization in emerging markets and low-cost sources of purchased goods balanced with efficient consolidated and compliant logistics.
Metal castings used in the manufacture of our pump, valve, and mechanical seals are purchased from qualified and approved foundry sources. We remain vertically integrated with metal castings in certain strategic product families.   
Concerning the products we supply to customers in the nuclear power generation industry, suppliers of raw materials for nuclear power generation markets must be qualified to meet the requirements of nuclear industry standards and governmental regulations. Supply channels for these materials are currently adequate, and we do not anticipate difficulty in obtaining such materials in the future.
Human Capital Management
Our associates worldwide are critical to delivering on our purpose to create extraordinary flow control solutions. As a global manufacturer, our values start with our people - we strive to create a collaborative team environment that enables us to develop each other, embrace our differences and respect one another.
As of December 31, 2021, we have approximately 16,000 employees (“associates”) globally and a footprint of manufacturing facilities and QRCs in more than 50 countries. Of our global associates, there are approximately 3,200 in FPD, 3,400 in FCD and 4,400 supporting the aftermarket sales and services business across both divisions. The remaining 5,000 associates support core business functions including legal, human resources, information technology, finance, commercial operations and sales, global engineering operations and marketing and technology operations. Regionally, approximately 4,600 of our associates are in North America, approximately 1,600 of our associates are in Latin America, approximately 6,300 of our associates are in Europe, the Middle East and Africa, and approximately 3,500 of our associates are in Asia Pacific. Our workforce is made up of approximately 9,000 salaried employees and 7,000 hourly employees.
We are committed to achieving business success with integrity at the forefront. All associates and our Board of Directors are governed by our Code of Conduct as we continuously work together to improve our operations by fostering a work environment that supports employee health, safety, training, development, diversity, equity and inclusion. To create that environment, members of management work together to identify areas of opportunity and develop and implement various policies, procedures, and initiatives in these key areas. Members of management also provide quarterly (or more frequent, as needed) updates to our Board of Directors, who provide additional input and guidance to management on these key areas.
Workplace Health and Safety: We strive to create and maintain a safe working environment, empowering our employees to identify and report safety concerns and act to correct hazards. Our focus on safety and environmental protection has led to meaningful reductions in workplace safety incidents, emissions to the environment, and solid waste and hazardous waste generation at our facilities worldwide.
Compensation and Benefits: We maintain a market-based compensation strategy that provides a competitive total target compensation opportunity for our associates. We also value the health and well-being of our associates and offer competitive overall benefits, health and wellness programs tailored to the specific localized needs of our employees. We offer a global employee assistance program to support the mental health and wellness needs our employees, as well as physical health incentives aimed at creating healthy lives for our employees and their families.
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Training, Development and Ethics: Developing our people is an essential aspect of the Flowserve's strategy and we believe development is a continuous process. We offer developmental opportunities to help our associates build the skills needed to reach their short-term and long-term career goals, including but not limited to on-the-job training, online learning, rotational programs, professional memberships, language learning and leadership and management training. To help our associates see how their work contributes to overall Company objectives and successes, management uses a robust performance management system and provides regular feedback to develop talent and foster engagement.
In 2020, COVID-19 shifted our focus to equipping leaders to thrive in a virtual environment. In 2021, the focus was expanded to all levels of people leaders, and we will continue to broaden our leadership education for the future. Looking forward, we will engage over 2,000 people leaders in a development program focused on the foundational capabilities of leadership and highlight Flowserve's values and behaviors. Together, these leaders will advance their skills in collaborating across the enterprise, developing their teams and strengthening our culture of inclusion for all associates.
With respect to our Integrity and Compliance program, we provide our associates with training on the Flowserve Code of Conduct annually, through which they gain an understanding of the types of behaviors and decisions that represent our ethics and values. We also provide associates with compliance trainings on relevant topics such as trade, anti-corruption, anti-trust, investigations and data privacy.
Culture and Engagement: To further enhance our culture, we conduct biannual employee engagement surveys to solicit feedback and input directly from our associates. In 2020, more than 80% of our associates participated in our employee engagement survey. Based on the results of our surveys, the Company created action plans to help further improve our culture and has continued to execute such plans in 2021.
Flowserve also seeks to build a diverse and inclusive culture through our Diversity, Equity and Inclusion program. Flowserve participates in regular national and global observances by sharing educational content with employees that raises awareness of cultural celebrations and experiences. Through these observances, we believe we can inspire mutual understanding and greater empathy across our global workforce. As a multi-national organization, recognition and education of cultural observances is an important part of creating a greater understanding and appreciation for our associates' experiences and for the experiences of our global customer base.
In addition, in 2021 management received education and training on unconscious bias and leading with inclusivity. With these programs and educational opportunities, we hope to foster an employee culture that drives inclusion, combats bias and positively impacts our communities in and outside of Flowserve.
Another avenue to foster our culture is through our employee recognition program, the Spirit of Flowserve. This program supports our business strategy, our values and our vision to drive an innovative culture, customer-centric mindset, employee engagement and talent retention. In 2021, over 17,000 awards were given through the Spirit of Flowserve program for exceptional achievement and positive impact to the Company.
Environmental, Social and Governance Activities
We structure our approach to sustainability around environmental, social and governance (“ESG”) principles that incorporate our values and business priorities so that all of our associates can contribute to our ESG priorities. Our ESG program is centered on three key pillars – people, planet and operational excellence. People addresses our culture and how we support our associates and contribute to the communities where our associates live and work. Planet focuses on reducing our environmental footprint and creating and advancing technology and solutions that support energy transition. Operational excellence promotes strong leadership and governance that drives efficient business execution and innovation.
We publish an annual ESG Report that discusses our ESG-related goals, activities and accomplishments, which can be accessed through the “Investor Relations” section of our Internet web site, and which is not incorporated by reference into this Annual Report on Form 10-K.
Environmental Regulations and Proceedings
We are subject to environmental laws and regulations in all jurisdictions in which we have operating facilities. These requirements primarily relate to the generation and disposal of waste, air emissions and wastewater discharges. We periodically make capital expenditures to enhance our compliance with environmental requirements, as well as to abate and control pollution. At present, we have no plans for any material capital expenditures for environmental control equipment at any of our facilities. However, we have incurred and continue to incur operating costs relating to ongoing environmental compliance matters. Based on existing and proposed environmental requirements and our anticipated production schedule,
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we believe that future environmental compliance expenditures will not have a material adverse effect on our financial condition, results of operations or cash flows.
We use hazardous substances and generate hazardous wastes in many of our manufacturing and foundry operations. Most of our current and former properties are or have been used for industrial purposes and some may require clean-up of historical contamination. During the due diligence phase of our acquisitions, we conduct environmental site assessments to identify potential environmental liabilities and required clean-up measures. We are currently conducting follow-up investigation and/or remediation activities at those locations where we have known environmental concerns. We have cleaned up a majority of the sites with known historical contamination and are addressing the remaining identified issues.
Over the years, we have been involved as one of many potentially responsible parties ("PRP") at former public waste disposal sites that are or were subject to investigation and remediation. We are currently involved as a PRP at four Superfund sites. The sites are in various stages of evaluation by government authorities. Our total projected "fair share" cost allocation at these four sites is expected to be immaterial. See "Item 3. Legal Proceedings" included in this Annual Report for more information.
We have established reserves that we currently believe to be adequate to cover our currently identified on-site and off-site environmental liabilities.
Exports
Our export sales from the U.S. to foreign unaffiliated customers were $263.1 million in 2021, $264.6 million in 2020 and $300.9 million in 2019.
Licenses are required from U.S. and other government agencies to export certain products. In particular, products with nuclear power generation and/or military applications are restricted, as are certain other pump, valve and seal products.
AVAILABLE INFORMATION
We maintain an Internet web site at www.flowserve.com. Our Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and any amendments to those reports filed or furnished pursuant to Section 13(a) of the Securities Exchange Act of 1934 are made available free of charge through the “Investor Relations” section of our Internet web site as soon as reasonably practicable after we electronically file the reports with, or furnish the reports to, the U.S. Securities and Exchange Commission ("SEC"). Reports, proxy statements and other information filed or furnished with the SEC are also available at www.sec.gov.
Also available on our Internet web site are our Corporate Governance Guidelines for our Board of Directors and Code of Ethics and Business Conduct, as well as the charters of the Audit, Finance and Risk, Organization and Compensation and Corporate Governance and Nominating Committees of our Board of Directors, our annual ESG Report, and other important governance documents. All of the

foregoing documents may be obtained through our Internet web site as noted above and are available in print without charge to shareholders who request them. Information contained on or available through our Internet web site is not incorporated into this Annual Report or any other document we file with, or furnish to, the SEC.


ITEM 1A.RISK FACTORS
AnyITEM 1A.RISK FACTORS
Please carefully consider the following discussion of material factors, events, and uncertainties that make an investment in our securities risky. When the factors, events and contingencies discussed as risk factors below may occur. If they do,or elsewhere in this Annual Report materialize, our business, financial condition, results of operations, and cash flows, reputation or prospects could be materially adversely affected. While we believe all known material risks are disclosed, additional risks and uncertainties not presently known to us, or that we currently deem immaterial, may also impairmaterially adversely affect our business, operations.financial condition, results of operations, cash flows, reputation, prospects or stock price. Because of thesethe risk factors discussed below and elsewhere in this Annual Report and in other filings we make with the SEC, as well as other variables affecting our operating results, past financial performance may not be a reliable indicator of future performance, and historical trends should not be used to anticipate results or trends in future periods.periods and actual results could differ materially from those projected in the forward-looking statements contained in this Annual Report.
Business and Operating Risks
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Our business depends on theour customers’ levels of capital investment and maintenance expenditures, by our customers, which in turn are affected by numerous factors, including changes in the state of domestic and global economies, global energy demand the cyclical nature of their markets, their liquidity and the liquidity cyclicality and condition of global credit and capital markets.markets, which have impacted and which could continue to impact the ability or willingness of our customers to invest in our products and services and adversely affect our financial condition, results of operations and cash flow.
Demand for most of our products and services depends on the level of new capital investment and planned maintenance expenditures by our customers. The level of capital expenditures by our customers depends, in turn, on general economic conditions, availability of credit, economic conditions within their respective industries and expectations of future market behavior. Additionally, volatility in commodity prices can negatively affect the level of these activities and can result in postponement of capital spending decisions or the delay or cancellation of existing orders. The ability of our customers to finance capital investment and maintenance mayis also be affected by factors independent of the conditions in their industry, such as the condition of global credit and capital markets.
The businesses of many of our customers, particularly oil and gas companies, chemical companies and general industrial companies, are to varying degrees cyclical and have experienced periodic downturns. Our customers in these industries, particularly those whose demand for our products and services is primarily profit-driven, historically have tendedtend to delay large capital projects, including expensive maintenance and upgrades, during economic downturns. For example, our chemical customers generally tend to reduce their spending on capital investments and operate their facilities at lower levels in a soft economic environment, which reduces demand for our products and services. Additionally, fluctuating energy demand forecasts and lingering uncertainty concerning commodity pricing, specifically the price of oil, canhave caused, and may in the future cause, our customers to be more conservative in their capital planning, which may reducereducing demand for our products and services. Reduced demand for our products and services could resultfrom time to time results in the delay or cancellation of existing orders or lead to excess manufacturing capacity, which unfavorably impacts our absorption of fixed manufacturing costs. This reduced demand has in the past and may continue in the future to also erode average selling prices in our industry. Any of these results could continue to adversely affect our business, financial condition, results of operations and cash flows.
Additionally, someThe ongoing novel coronavirus ("COVID-19", "pandemic") pandemic, and the volatile regional and global economic conditions stemming from the pandemic, have precipitated or aggravated many of the factors described above, and we expect that these factors will continue to adversely impact our operations and financial performance as well as those of many of our customers mayand suppliers. For further discussion of the risks presented by the ongoing pandemic, see the discussion below under the heading “The outbreak and global spread of the novel coronavirus (COVID-19) are having an adverse impact on our operations and financial performance, as well as on the operations and financial performance of many of our customers and suppliers. We are unable to predict the full extent to which the COVID-19 pandemic will continue to adversely impact our operations, financial performance, results of operations, financial condition, cash flows and/or stock price.”
Additionally, our customers sometimes delay capital investment and maintenance even during favorable conditions in their industries or markets. Despite these favorable conditions, the general health of global credit and capital markets and our customers' ability to access such markets may impactimpacts investments in large capital projects, including necessary maintenance and upgrades. In addition, the liquidity and financial position of our customers could impactimpacts capital investment decisions and their ability to pay in full and/or on a timely basis. Any of these factors, whether individually or in the aggregate, could have a material adverse effect on our customers and, in turn, our business, financial condition, results of operations and cash flows.
Volatility in commodity prices, effects from credit and capital market conditions and global economic growth forecasts couldhave in the past prompted and may in the future prompt customers to delay or cancel existing orders, which could adversely affect the viability of our backlog and could impede our ability to realize revenues on our backlog.
Our backlog represents the value of uncompleted customer orders. While we cannot be certain that reported backlog will be indicative of future results, our ability to accurately value our backlog can be adversely affected by numerous factors, including the health of our customers' businesses and their access to capital, volatility in commodity prices (e.g., copper, nickel, stainless steel) and economic uncertainty. While we attempt to mitigate the financial consequences of order delays and cancellations through contractual provisions and other means, if we were to experience a significant increase in order delays or cancellations that can result from the aforementioned economic conditions or other factors beyond our control, it could impede or delay our ability to realize anticipated revenues on our backlog. Such a loss of anticipated revenues could have a material adverse effect on our business, financial condition, results of operations and cash flows.

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We may be unableOur inability to deliver our backlog on time which could affect our revenues, future sales and profitability and our relationships with customers.
At December 31, 2017,2021, our backlog was $2.0 billion.$2.0 billion. In 2018,2022, our ability to meet customer delivery schedules for backlog is dependent on a number of factors including, but not limited to, sufficient manufacturing plant capacity, adequate supply channel access to the raw materials and other inventory required for production, an adequately trained and capable workforce, project engineering expertise for certain large projects and appropriate planning and scheduling of manufacturing resources. Our manufacturing plant operations, capacity and supply chain are subject to disruption as a result of equipment failure, severe weather conditions and other natural or manmade disasters, including power outages, fires, explosions, terrorism, cyber-based attacks, conflicts or unrest, epidemics or pandemics (including the ongoing global COVID-19 pandemic), labor disputes, acts of God, or other reasons. We may also encounter capacity limitations due to changes in demand despite our forecasting efforts. Many of the contracts we enter into with our customers require long manufacturing lead times and contain penalty clauses related to on-timelate delivery. Failure to deliver in accordance with contract terms and customer expectations could subject us to financial penalties, may result in damage to existing customer relationships, increase our costs, reduce our sales and could have a material adverse effect on our business, financial condition, results of operations and cash flows.
Failure to successfully execute and realize the expected financial benefits from our transformation and strategic realignment and other cost-saving initiatives could adversely affect our business.
In the second quarter of 2018, we launched and committed resources to our Flowserve 2.0 Transformation, a program designed to transform our business model to drive operational excellence, reduce complexity, accelerate growth, improve organizational health and better leverage our existing global platform. Additionally, in the second quarter of 2020, we accelerated the integration of our transformation initiatives from our global transformation office into our business and identified and initiated certain realignment activities resulting from our Flowserve 2.0 Transformation to right-size our organizational operations based on the current business environment, with the overall objective to reduce our workforce costs.
As of December 31, 2020, the Flowserve 2.0 Transformation efforts were substantially completed. While we experienced significant financial benefits from our Flowserve 2.0 Transformation in the past, we may not realize the same benefits as we move forward, or at all. Adverse effects from our execution of transformation and realignment activities could interfere with our realization of anticipated synergies, customer service improvements and cost savings from these strategic initiatives. Moreover, because such expenses are difficult to predict and are necessarily inexact, we may incur substantial expenses in connection with the execution of our transformation and realignment plans in excess of what is currently anticipated. Further, transformation and realignment activities are a complex and time-consuming process that can place substantial demands on management, which could divert attention from other business priorities or disrupt our daily operations. Any of these failures could, in turn, materially adversely affect our business, financial condition, results of operations and cash flows, which could constrain our liquidity.
If these measures are not successful or sustainable, we may undertake additional realignment and cost reduction efforts, which could result in future charges. Moreover, our ability to achieve our other strategic goals and business plans may be adversely affected, and we could experience business disruptions with customers and elsewhere if our transformation and realignment efforts prove ineffective.
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We sell our products in highly competitive markets, which results in pressure on our profit margins and limits our ability to maintain or increase the market share of our products.
The markets for our products and services are geographically diverse and highly competitive. We compete against large and well-established national and global companies, as well as regional and local companies, low-cost replicators of spare parts and in-house maintenance departments of our end-user customers. We compete based on price, technical expertise, timeliness of delivery, contractual terms, project management, proximity to service centers, previous installation history and reputation for quality and reliability. Competitive environments in slow-growth industries and for original equipment orders have been inherently more influenced by pricing and domestic and global economic conditions and current economic forecasts suggest that the competitive influence of pricing has broadened. Additionally, some of our customers have been attempting to reduce the number of vendors from which they purchase in order to reduce the size and diversity of their supply chain. To remain competitive, we must invest in manufacturing, technology, marketing, customer service and support and our distribution networks. No assurances can be made that we will have sufficient resources to continue to make the investment required to maintain or increase our market share or that our investments will be successful. In addition, negative publicity or other organized campaigns critical of us, through social media or otherwise, could negatively affect our reputation and competitive position. If we do not compete successfully, our business, financial condition, results of operations and cash flows could be materially adversely affected.
We may be unableFailure to successfully develop and introduce new products which could limit our ability to grow and maintain our competitive position and adversely affect our financial condition, results of operations and cash flow.
The success of new and improved products and services depends on their initial and continued acceptance by our customers. Our businesses are affected by varying degrees of technological change and corresponding shifts in customer demand, which result in unpredictable product transitions, shortened life cycles and increased importance of being first to market with new products and services. We may experience difficultiesDifficulties or delays in the research, development, production and/or marketing of new products and services which may negatively impact our operating results and prevent us from recouping or realizing a return on the investments required to continue to bring these products and services to market.
If we are unableOur inability to obtain raw materials at favorable prices may adversely affect our operating margins and results of operations may be adversely affected.operations.
We purchase substantially all electric power and other raw materials we use in the manufacturing of our products from outside sources. The costs of these raw materials have been volatile historically and are influenced by factors that are outside our control.control, including more recently due to the pandemic. In recent years, the prices for energy, metal alloys, nickel and certain other of our raw materials have been volatile. While we strive to offset our increased costs through supply chain management, contractual provisions and our CIPContinuous Improvement Process initiative, where gains are achieved in operational efficiencies, our operating margins and results of operations and cash flows may be adversely affected if we are unable to pass increases in the costs of our raw materials on to our customers or operational efficiencies are not achieved.
The outbreak and global spread of the novel coronavirus (COVID-19), or variants thereof, are continuing to have an adverse impact on our operations and financial performance, as well as on the operations and financial performance of many of our customers and suppliers. We are unable to predict the full extent to which the COVID-19 pandemic will continue to adversely impact our operations, financial performance, results of operations, financial condition, cash flows and/or stock price.
The COVID-19 pandemic has curtailed the movement of people, goods and services worldwide, including in most of the regions in which we conduct our operations. As part of intensifying efforts to contain the spread of COVID-19, a number of local, state and national governments have imposed various restrictions on the conduct of business and travel, such as stay-at-home orders and quarantines, that have led to a significant number of business slowdowns and closures. The COVID-19 pandemic has resulted in, and is expected to continue to result in, a substantial curtailment of business activities (including the decrease in demand for a broad variety of goods and services), weakened economic conditions, supply chain disruptions, significant economic uncertainty and volatility in the financial and commodity markets, including global volatility in supply and demand for oil and gas.
The ongoing COVID-19 pandemic is continuing to adversely impact and is expected to continue to adversely impact, our operations and financial performance, and has had an adverse impact on the operations and financial performance of many of our customers and suppliers. These impacts have included, and may continue to include: adverse revenue and income effects; disruptions to our global operations; customer shutdowns; customer reductions in capital expenditures,
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particularly for large projects; disruptions and delays in our supply chain; raw materials and labor shortages; employee impacts from illness, shelter-in-place orders and other community response measures; modifications to business practices, such as mandatory work-from-home policies and restrictions on travel (including, in some cases, restrictions on travel to customer facilities); increased operational expenses and underutilized manufacturing capacity; and increased sanitation and hygiene practices in our facilities; and temporary closures of our facilities or the facilities of our customers and suppliers. For example, the global supply chain and logistics constraints that are currently affecting global markets adversely affected the speed at which we can manufacture and ship our products to customers, and have also led to an increase in logistics, transportation and freight costs, requiring that we diversify our supply chain and, in some instances, source materials from new suppliers. These effects in some cases impacted our ability to deliver products to customers on time, which has in turn led to an increase in backlog at some of our manufacturing sites. These disruptions in our supply chain and their effects have continued into 2022 and we expect they will continue as the COVID-19 pandemic and ongoing global supply chain and logistics headwinds continue to affect global markets.
Because the impact of the COVID-19 pandemic and its consequences remain uncertain, changing and difficult to predict, the pandemic’s impact on our operations and financial performance remains uncertain and difficult to predict. Further, the ultimate impact of the COVID-19 pandemic on our operations and financial performance will continue to depend on many factors that are not within our control, including, but not limited, to: governmental, business and individuals’ actions that have been and continue to be taken in response to the pandemic (including restrictions on travel and transport, workforce pressures and social distancing and shelter-in-place orders); the impact of the pandemic and actions taken in response on global and regional economies, travel and economic activity; general economic uncertainty in key global markets and financial market volatility; the effect of the pandemic on the credit-worthiness of our customers; further or sustained national or global supply chain challenges or disruption; facility closures; commodity cost volatility (including the time it takes for oil prices and demand to stabilize after the pandemic subsides); global economic conditions and levels of economic growth; and the pace of recovery when the COVID-19 pandemic subsides, as well as response to a potential reoccurrence.
Further, the COVID-19 pandemic, and the volatile regional and global economic conditions stemming from the pandemic, could also continue to precipitate or aggravate the other risk factors that we identify herein, which could adversely affect our operations, financial condition, results of operations and/or stock price. Further, COVID-19 may also affect our operating and financial results in a manner that is not presently known to us or that we currently do not consider to present material risks to our operations.
Terrorist acts, conflicts, wars, natural or manmade disasters, epidemics or pandemics, acts of God and other such events around the world at times materially adversely affect our business, financial condition and results of operations and the market for our common stock.
As a global company with a large international footprint, we are subject to increased risk of damage or disruption to us, our employees, facilities, partners, suppliers, distributors, resellers or customers due to, among other things, terrorist acts, conflicts (including as a result of geopolitical uncertainty and/or conflicts in the countries and/or regions where we operate, including the United Kingdom, the European Union, the Ukraine, the Russian Federation, and the Trans-Pacific region), wars, severe weather conditions and other natural or manmade disasters, including power outages, fires, explosions, cyber-based attacks, epidemics or pandemics (including the ongoing COVID-19 pandemic), labor disputes, and acts of God wherever located around the world. The potential for future such events, the national and international responses to such events or perceived threats to national security, and other actual or potential conflicts or wars, such as the Israeli-Hamas conflict and ongoing instability in Syria and Egypt, have created many economic and political uncertainties. In addition, as a global company with headquarters and significant operations located in the U.S., actions against or by the U.S. may impact our business or employees. Changes in general economic conditions or any of the foregoing events, or our inability to accurately forecast these changes or events or mitigate the impact of these conditions on our business, could materially adversely affect us.
Global climate change and our commitments to reduce our carbon emissions presents challenges to our business which could materially adversely affect us.
The effects of climate change create financial and operational risks to our business, both directly and indirectly. There is a general consensus that greenhouse gas (“GHG”) emissions are linked to global climate change, and that these emissions must be reduced dramatically to avert the worst effects of climate change. Increased public awareness and concern regarding global climate change will result in more regulations designed to reduce GHG emissions. As a result, and as discussed hereafter in our risk factor entitled “We are exposed to certain regulatory and financial risks related to climate change, which could adversely affect our financial condition, results of operations and cash flows,” we may be
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required to make increased capital expenditures to adapt our business and operations to meet new regulations and standards.
Over the years, we have made several public commitments regarding our intended reduction of carbon emissions including other short- and mid-term environmental sustainability goals. Although we intend to meet these goals and are committed to advancing more sustainable innovations in our industry, including through more sustainable and innovative flow control solutions and services, we may be required to expend significant resources to do so, which could significantlyincrease our operational costs. Further, there can be no assurance of the extent to which any of our ambitions will be achieved, or that any future investments we make in furtherance of achieving our sustainability goals will meet customer expectations and needs, investor expectations or any binding or non-binding legal standards regarding sustainability performance. In particular, our ability to meet those commitments dependsin part on innovations and significant technological advancements with respect to the development and availability of reliable, affordable and sustainable alternative solutions. Moreover, we may determine that it is in the best interest of our company and our shareholders to prioritize other business, social, governance or sustainable investments over the achievement of our current commitments based on economic, regulatory and social factors, business strategy or pressure from investors, activist groups or other stakeholders.
If we are unable to meet these commitments, then, in addition to regulatory and legal risks related to compliance, we could incur adverse publicity and reaction from investors, customers or other stakeholders, which could adversely impact our reputation, which could in turn adversely impact our results of operations. While we have been and remain committed to being responsive to climate change and to reducing our carbon footprint, there can be no assurance that our commitments and current and future strategic plans to achieve those commitments will be successful, that the costs related to the foregoing energy transition may not be higher than expected, that the technological advancements and innovations we are relying upon will come to fruition in the timeframe we expect, or at all, or that proposed regulation or deregulation related to climate change will not have a negative competitive impact, any one of which could have a material adverse effect on our capital expenditures, operating margins and results of operations.
Our business may be adversely impacted by work stoppages and other labor matters.
As of December 31, 2021, we had approximately 16,000 employees, of which approximately 4,000 were located in the U.S. Approximately 5% of our U.S. employees are represented by unions. We also have unionized employees or employee work councils in Argentina, Australia, Austria, Brazil, European Union, Finland, France, Germany, India, Italy, Japan, Mexico, The Netherlands, South Africa, Spain, and Sweden. No individual unionized facility produces more than 10% of our revenues. Although we believe that our relations with our employees are generally satisfactory and we have not experienced any material strikes or work stoppages recently, no assurances can be made that we will not in the future experience these and other types of conflicts with labor unions, works councils, other groups representing employees or our employees generally, or that any future negotiations with our labor unions will not result in significant increases in our cost of labor. Our ability to successfully negotiate new and acceptable agreements when the existing agreements with employees covered by collective bargaining expire could result in business disruptions or increased costs.
Our ability to implement our business strategy and serve our customers is dependent upon the continuing ability to employ talented professionals and attract, train, develop and retain a skilled workforce. We are subject to the risk that we will not be able to effectively replace the knowledge and expertise of an aging workforce as workers retire. Without a properly skilled and experienced workforce, our costs, including productivity costs and costs to replace employees may increase, and this could negatively impact our earnings.
In addition, our policies prohibit harassment or discrimination in the workplace. Notwithstanding our conducting training and taking disciplinary action or other actions against or in response to alleged violations, we may encounter additional costs from claims made and/or legal proceedings brought against us, and we could suffer reputational harm.
Our growth strategy depends on our ability to continue to expand our market presence through acquisitions, and any future acquisitions may present unforeseen integration difficulties or costs which could materially affect our business.
Since 1997, we have expanded through a number of acquisitions, and we may pursue strategic acquisitions of businesses in the future. Our ability to implement this growth strategy will be limited by our ability to identify appropriate acquisition candidates, covenants in our credit agreement and other debt agreements and our financial resources, including available cash and borrowing capacity. Acquisitions may require additional debt financing, resulting in higher leverage and an increase in interest expense or may require equity financing, resulting in ownership dilution to existing shareholders. In addition, acquisitions sometimes require large one-time charges and can result in the incurrence of contingent liabilities,
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adverse tax consequences, substantial depreciation or deferred compensation charges, the amortization of identifiable purchased intangible assets or impairment of goodwill, any of which could have a material adverse effect on our business, financial condition, results of operations and cash flows.
When we acquire another business, the process of integrating acquired operations into our existing operations creates operating challenges and requires significant financial and managerial resources that would otherwise be available for the ongoing development or expansion of existing operations. Some of the more common challenges associated with acquisitions that we may experience, and have experienced in the past, include:
loss of key employees or customers of the acquired company;
conforming the acquired company's standards, processes, procedures and controls, including accounting systems and controls, with our operations, which could cause deficiencies related to our internal control over financial reporting;
coordinating operations that are increased in scope, geographic diversity and complexity;
retooling and reprogramming of equipment;
hiring additional management and other critical personnel; and
the diversion of management's attention from our day-to-day operations.
Further, no guarantees can be made that we would realize the cost savings, synergies or revenue enhancements that we may anticipate from any acquisition, or that we will realize such benefits within the time frame that we expect. If we are not able to timely address the challenges associated with acquisitions and successfully integrate acquired businesses, or if our integrated product and service offerings fail to achieve market acceptance, our business could be adversely affected.
A significant data breach or disruption to our information technology infrastructure could materially adversely affect our business operations.
Our information technology networks and related systems and devices and those technology systems under control of third parties with whom we do business are critical to the operation of our business and essential to our ability to successfully perform day-to-day operations. These information technology networks and related systems and devices are susceptible to damage, disruptions or shutdowns due to programming errors, defects or other vulnerabilities, power outages, hardware failures, computer viruses, cyber-attacks, malware attacks, ransomware attacks, theft, misconduct by employees or other insiders, misuse, human errors or other events. If any of the aforementioned breaches or disruptions occur and our business continuity plans do not effectively resolve the issues in a timely manner, our business, financial condition, results of operations, and liquidity could be materially adversely affected.
In addition, any of the aforementioned breaches or disruptions could expose us to a risk of loss, disclosure, misuse, corruption, or interruption of sensitive and critical data, information and functions, including our proprietary and confidential information and information related to our customers, suppliers and employees. It is also possible a security breach could result in theft of material trade secrets or other material intellectual property. While we devote substantial resources to maintaining adequate levels of cybersecurity, there can be no assurance that we will be able to prevent all of the rapidly evolving forms of increasingly sophisticated and frequent cyberattacks, or avoid or limit a material adverse impact on our systems after such incidents or attacks occur. The potential consequences of a material cybersecurity incident include reputational damage, loss of customers, litigation with third parties, regulatory actions and fines, theft of intellectual property, disruption of manufacturing plant operations and increased cybersecurity protection and remediation costs. If we are unable to prevent, anticipate, detect or adequately respond to security breaches, our operations could be disrupted and our business could be materially and adversely affected.
Developments in the applicable legal standards for the handling of personal data from time to time require changes to our business practices, penalties, increased cost of operations, or otherwise harm our business. To conduct our operations, we regularly move data across national borders and must comply with increasingly complex and rigorous regulatory standards enacted to protect business and personal data in the U.S. and elsewhere. For example, the E.U. recently adopted the General Data Protection Regulation (the “GDPR”). The GDPR imposes additional obligations on companies regarding the handling of personal data and provides certain individual privacy rights to persons whose data is stored. Compliance with existing, proposed and recently enacted laws and regulations can be costly; any failure to comply with these regulatory standards could subject us to legal and reputational risks, including proceedings against the Company by
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governmental entities or others, fines and penalties, damage to our reputation and credibility and could have a negative impact on our business and results of operations.
Risks Related to International Operations
Economic, political and other risks associated with international operations could adversely affect our business.
A substantial portion of our operations is conducted and located outside the U.S. We have manufacturing, sales or service facilities in more than than50 countries and sell to customers in over 90 countries,countries, in addition to the U.S. Moreover, we primarily outsourcesource certain of our manufacturing and engineering functions, to, and source our raw materials and components from China, Eastern Europe, India and Latin America. Accordingly, our business and results of operations are subject to risks associated with doing business internationally, including:

instability in a specific country's or region's political or economic conditions, particularly economic conditions in Europe and Latin America, and political conditions in Russia,the Russian Federation, the Middle East, Asia, North Africa, Latin America, the Trans-Pacific region and other emerging markets;
trade protection measures, such as tariff increases, and import and export licensing and control requirements;
political, financial market or economic instability relating to Brexit;
political, financial market or economic instability relating to epidemics or pandemics (including the recent Brexit referendum in the United Kingdom;ongoing COVID-19 pandemic);
uncertainties related to any geopolitical, economic and regulatory effects or changes due to recent or upcoming domestic and international elections;
the 2016 U.S. presidential election;imposition of governmental economic sanctions on countries in which we do business, including the Russian Federation and Venezuela;
potentially negative consequences from changes in tax laws or tax examinations;
difficulty in staffing and managing widespread operations;
increased aging and slower collection of receivables, particularly in Latin America and other emerging markets;
difficulty of enforcing agreements and collecting receivables through some foreign legal systems;
differing and, in some cases, more stringent labor regulations;
potentially negative consequences from fluctuations in foreign currency exchange rates;
partial or total expropriation;
differing protection of intellectual property;
inability to repatriate income or capital; and
difficulty in administering and enforcing corporate policies, which may be different than the customary business practices of local cultures.
For example, political unrest or work stoppages could negatively impact the demand for our products from customers in affected countries and other customers, such as U.S. oil refineries, that could beare affected by the resulting disruption in the supply of crude oil. Similarly, military conflicts in Russia,the Russian Federation and Ukraine, the Middle East, Asia and North Africa could soften the level of capital investment and demand for our products and services. The COVID-19 pandemic, and the volatile regional and global economic conditions stemming from the pandemic, have precipitated or aggravated many of the factors described above, and we expect that these factors will continue to adversely impact our operations and financial performance as well as those of many of our customers and suppliers. For further discussion of the risks presented by the ongoing COVID-19 pandemic, see the discussion above under the heading “The outbreak and global spread of the novel coronavirus (COVID-19) are having an adverse impact on our operations and financial performance, as well as on the operations and financial performance of many of our customers and suppliers. We are unable to predict the full extent to which the COVID-19 pandemic will continue to adversely impact our operations, financial performance, results of operations, financial condition, cash flows and/or stock price.”
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In order to manage our day-to-day operations, we must overcome cultural and language barriers and assimilate different business practices. In addition, we are required to create compensation programs, employment policies and other administrative programs that comply with laws of multiple countries. We also must communicate and monitor standards and directives across our global network. In addition, emerging markets pose other uncertainties, including challenges to our ability to protect our intellectual property, pressure on the pricing of our products and increased risk of political instability, and may prefer local suppliers because of existing relationships, local restrictions or incentives. Our failure to successfully manage our geographically diverse operations could impair our ability to react quickly to changing business and market conditions and to enforce compliance with standards and procedures.
Our future success will depend, in large part, on our ability to anticipate and effectively manage these and other risks associated with our international operations. Any of these factors could, however, materially adversely affect our international operations and, consequently, our financial condition, results of operations and cash flows.
OurWe might be adversely impacted by the Brexit withdrawal of the United Kingdom’s exit from the European Union.
We have operations are subject to a variety of complexin the United Kingdom (“U.K.”) and continually changingthe European Union and face risks associated with changes in laws and regulations both internationallywithin the European Union, including in connection with the U.K. withdrawing from the European Union (“Brexit”). Following Brexit in 2020, a new trade arrangement was reached between the U.K. and domestically.
Duethe European Union that began on January 1, 2021. There remain unavoidable uncertainties related to the international scope of our operations,new relationship between the system of lawsU. K and regulations to which we are subject is complexthe European Union. For example, the U.K.'s withdrawal from the European Union may result in adverse effects on the tax, tax treaty currency, operational, legal and includes, without limitation, regulations issued by the U.S. Customs and Border Protection, the U.S. Department of Commerce's Bureau of Industry and Security, the U.S. Treasury Department's Office of Foreign Assets Control and various foreign governmental agencies, including applicable export controls, customs, currency exchange control and transfer pricing regulations, as applicable. No assurances can be made that we will continue to be found to be operating in compliance with, or be able to detect violations of, any such laws or regulations. In addition, we cannot predict the nature, scope or effect of future regulatory requirementsregimes to which our international operations might be subject orbusinesses in the mannerregion our subject.
Brexit could also, among other potential outcomes, disrupt the free movement of goods, services and people between the United Kingdom and the European Union, significantly disrupt trade between the United Kingdom and the European Union and other parties, and result in which existing laws might be administered or interpreted.
There may be uncertainty asgreater restrictions on imports and exports between the United Kingdom and other European Union countries, among other regulatory complexities. For example, we have experienced disruptions to our local supply chain and distribution, including those related to the position the U.S. will take with respect to world affairs and events following the 2016 U.S. presidential election and related changerecent transportation labor shortage in the U.S. political agenda. This uncertainty may relateU.K. In addition, inflationary cost pressures increased in our U.K. business in 2021, as we also experienced in other markets. These potential and unknown outcomes and uncertainties related to such issues as the administration’s supportU.K.’s separation from, and new trade agreements with, the European Union and resulting impact on the global economic climate could have a material adverse effect on our operations, financial condition, results of operations and cash flows.
Implementation of new tariffs and changes to or plans for new or existing treatyuncertainties related to tariffs and trade relationships with other countries, such asagreements could adversely affect our business.
The U.S. has implemented certain tariffs on steel and aluminum imported into the January 2017country. In response, certain foreign governments have implemented or reportedly considered implementing additional tariffs on U.S. goods. In addition, there have been recent changes to trade agreements, like the U.S. withdrawal from the Trans-Pacific Partnership and the replacement of the North American Free Trade Agreement with the United States-Mexico-Canada Agreement. Under the Biden administration, U.S. policy with respect to tariffs and international trade agreements may be rolled back or modified in other ways. Uncertainties with respect to tariffs, trade agreements, or any potential trade wars negatively impact the global economic markets and could affect our customers’ ability to invest in capital expenditures, which may affect restrictions orin turn result in reduced demand for our products and services, and could have a material adverse effect on our financial condition, results of operations and cash flows. Changes in tariffs imposed on products we buy or sell. These factors, together with other key global events during 2017 (such as the continuing uncertainty arising from the

Brexit transition, as well as ongoing terrorist activity), may adversely impact the ability or willingness of non-U.S. companies to transact businesscould also result in the U.S. This uncertainty may also affect regulationschanges in supply and trade agreements affecting U.S. companies, global stock markets (including the NYSE, on which our common shares are traded), currency exchange rates, and general global economic conditions. All of these factors are outsidedemand of our control, butraw material needs, affect our manufacturing capabilities and lead to increased prices that we may nonetheless cause usnot be able to adjust our strategy in ordereffectively pass on to compete effectively in global markets.
In addition, the Company is currently analyzing the impactcustomers, each of the December 2017 passage of the Tax Cuts and Jobs Act of 2017 (the “Act”) in the United States, which significantly changed U.S. tax law and affects, among other items, the company’s U.S. federal income tax rate, previously unremitted foreign earnings and valuations of deferred tax assets and liabilities. The Company included reasonable estimates of the income tax effects in applying the provisions of the Act in accordance with Accounting Standards Codification Topic 740, Income Taxes (ASC Topic 740) and following the guidance in SEC Staff Accounting Bulletin No. 118 (“SAB 118”). The impacts from the Act may differ, primarily related to deemed repatriated earnings and associated withholding taxes, from these provisional amounts, possiblycould materially due to, among other things, additional analysis, changes from interpretations enacted and assumptions the Company has made, additional regulatory guidance that may be issued, and actions the Company may take as a result of the Act. As a result, this (and other) tax legislation could adversely affect our financial condition,operating margins, results of operations and cash flows.
Our international operations expose us to fluctuations in foreign currency exchange rates.rates which could adversely affect our business.
A significant portion of our revenue and certain of our costs, assets and liabilities, are denominated in currencies other than the U.S. dollar. The primary currencies to which we have exposure are the Euro, British pound, Mexican peso, Brazilian real, Indian rupee, Japanese yen, Singapore dollar, Argentine peso, Canadian dollar, Australian dollar, Chinese yuan, Colombian peso, Chilean peso and South African rand. Certain of the foreign currencies to which we have exposure, such as the Venezuelan bolivar and Argentine peso, have undergone significant devaluation in the past, which can reduce the value of our local monetary assets, reduce the U.S. dollar value of our local cash flow, generate local currency losses that may impact our ability to pay future dividends from our subsidiary to the parent company and potentially reduce the U.S. dollar value of future local net income. Although we enter into forward exchange contracts to economically hedge
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some of our risks associated with transactions denominated in certain foreign currencies, no assurances can be made that exchange rate fluctuations will not adversely affect our financial condition, results of operations and cash flows.
We could be adversely affected by violations of the U.S. Foreign Corrupt Practices Act and similar worldwide anti-bribery laws and regulations.
The U.S. Foreign Corrupt Practices Act ("FCPA") and similar anti-bribery laws and regulations in other jurisdictions, such as the UK Bribery Act, generally prohibit companies and their intermediaries from making improper payments to government officials for the purpose of obtaining or retaining business or securing an improper advantage. Because we operate in many parts of the world and sell to industries that have experienced corruption to some degree, our policies mandate compliance with applicable anti-bribery laws worldwide. If we are found to be in violationViolation of the FCPA or other similar anti-bribery laws or regulations, whether due to our or others' actions or inadvertence, we could be subject us to civil and criminal penalties or other sanctions that could have a material adverse impact on our business, financial condition, results of operations and cash flows. In addition, actual or alleged violations could damage our reputation or ability to do business.
Terrorist acts, conflictsRegulatory and wars may materially adversely affect our business, financial condition and results ofLegal Risks
Our operations and may adversely affect the market for our common stock.
As a global company with a large international footprint, we are subject to increased riska variety of damage or disruption to us, our employees, facilities, partners, suppliers, distributors, resellers or customers due to terrorist acts, conflictscomplex and wars, wherever located around the world. The potential for future attacks, the nationalcontinually changing laws, regulations and international responses to attacks or perceived threats to national security,policies, both internationally and other actual or potential conflicts or wars, such as the Israeli-Hamas conflict and ongoing instability in Syria and Egypt, have created many economic and political uncertainties. In addition, as a global company with headquarters and significant operations located in the U.S., actions against or by the U.S. may impact our business or employees. Although it is impossible to predict the occurrences or consequences of any such events, they could result in a decrease in demand for our products, make it difficult or impossible to deliver products to our customers or to receive components from our suppliers, create delays and inefficiencies in our supply chain and pose risks to our employees, resulting in the need to impose travel restrictions, any ofdomestically, which could adversely affect our business.
Due to the international scope of our operations, the system of laws, regulations and policies to which we are subject is complex and includes, without limitation, regulations issued by the U.S. Customs and Border Protection, the U.S. Department of Commerce's Bureau of Industry and Security, the U.S. Treasury Department's Office of Foreign Assets Control and various foreign governmental agencies, including applicable export controls, customs, currency exchange control and transfer pricing regulations, as applicable. No assurances can be made that we will continue to be found to be operating in compliance with, or be able to detect violations of, any such laws, regulations or policies. In addition, we cannot predict the nature, scope or effect of future regulatory requirements to which our international operations might be subject or the manner in which existing laws might be administered or interpreted. Compliance with laws and any new laws or regulations may increase our operations costs or require significant capital expenditures. Any failure to comply with applicable laws, regulations or policies in the U.S. or in any other country in which we operate could result in substantial fines and penalties, which could adversely affect our business.
In particular, there is uncertainty related to the Biden administration’s plans for new or existing treaty and trade relationships with other countries, including with respect to the January 2017 U.S. withdrawal from the Trans-Pacific Partnership, which may affect restrictions or tariffs imposed on products we buy or sell. These factors, together with other key global events during 2021 (such as the ongoing global economic impact of the COVID-19 pandemic, as well as ongoing terrorist activity), may adversely impact the ability or willingness of non-U.S. companies to transact business financial condition, resultsin the U.S. This uncertainty may also affect regulations and trade agreements affecting U.S. companies, global stock markets (including the NYSE, on which our common shares are traded), currency exchange rates, and general global economic conditions. All of operationsthese factors are outside of our control, but may nonetheless cause us to adjust our strategy in order to compete effectively in global markets. For further discussion of the impact of tariffs and cash flows.trade agreements on our business, please see the discussion above under the heading "Implementation of new tariffs and changes to or uncertainties related to tariffs and trade agreements could adversely affect our business."

Environmental compliance costs and liabilities could adversely affect our financial condition, results of operations and cash flows.
Our operations and properties are subject to regulation under environmental laws, which can impose substantial sanctions for violations. We must conform our operations to applicable regulatory requirements and adapt to changes in such requirements in all countries in which we operate.
We use hazardous substances and generate hazardous wastes in many of our manufacturing and foundry operations. Most of our current and former properties are or have been used for industrial purposes, and some may require clean-up of historical contamination. We are currently conducting investigation and/or remediation activities at a number of locations where we have known environmental concerns. In addition, we have been identified as one of many PRPs at fivefour Superfund sites. The projected cost of remediation at these sites, as well as our alleged "fair share" allocation, while not anticipated to be material, has been reserved. However, until all studies have been completed and the parties have either negotiated an amicable resolution or the matter has been judicially resolved, some degree of uncertainty remains.
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We have incurred, and expect to continue to incur, operating and capital costs to comply with environmental requirements. In addition, new laws and regulations, stricter enforcement of existing requirements, the discovery of previously unknown contamination or the imposition of new clean-up requirements could require us to incur costs or become the basis for new or increased liabilities. Moreover, environmental and sustainability initiatives, practices, rules and regulations are under increasing scrutiny of both governmental and non-governmental bodies, which can cause rapid change in operational practices, standards and expectations and, in turn, increase our compliance costs. Any of these factors could have a material adverse effect on our financial condition, results of operations and cash flows.
We are exposed to certain regulatory and financial risks related to climate change, which could adversely affect our financial condition, results of operations and cash flows.
ClimateEmissions of carbon dioxide and other greenhouse gases and their role in climate change isare receiving ever increasing attention worldwide. Many scientists, legislators and others attribute global warming to increased levels of greenhouse gases, including carbon dioxide,worldwide, which has led to significant legislative and regulatory efforts to limit greenhouse gasGHG emissions. TheExisting or future legislation and regulations related to GHG emissions and climate change by the U.S. Congress, state and foreign legislatures and federal, state, local and foreign governmental agencies have been considering legislation and regulatory proposals that would regulate and limit greenhouse gas emissions. Itcould adversely affect our business. Additionally, it is uncertain whether, when and in what form mandatory carbon dioxide emissions reduction programprograms may be adopted. Similarly, certain countries, including the U.S., have adopted the Kyoto Protocol and/or the Paris Climate Agreement and these and other existing international initiatives or those under consideration could affect our international operations. To the extent
When our customers, particularly those involved in the oil and gas, power generation, petrochemical processing or petroleum refining industries, are subject to any of these or other similar proposed or newly enacted laws and regulations, we are exposed to risks that the additional costs by customers to comply with such laws and regulations could impact their ability or desire to continue to operate at similar levels in certain jurisdictions as historically seen or as currently anticipated, which could negatively impact their demand for our products and services. In addition, new laws and regulations that might favor the increased use of non-fossil fuels, including nuclear, wind, solar and bio-fuels or that are designed to increase energy efficiency, could dampen demand for oil and gas production or power generation resulting in lower spending by customers for our products and services. These actions could also increase costs associated with our operations, including costs for raw materials and transportation. There is also increased focus, including by governmental and non-governmental organizations, environmental advocacy groups, investors and other stakeholders on these and other sustainability matters, and adverse publicity in the global marketplace about the levels of GHG emissions by companies in the manufacturing and energy industry could reduce customer demand for our products and services or harm our reputation. Because it is uncertain what laws will be enacted, we cannot predict the potential impact of such laws on our future financial condition, results of operations and cash flows.flows, but such new or additional laws could adversely affect our business.
We are party to asbestos-containing product litigation that could adversely affect our financial condition, results of operations and cash flows.
We are a defendant in a substantial number of lawsuits that seek to recover damages for personal injury allegedly resulting from exposure to asbestos-containing products formerly manufactured and/or distributed by us. Such products were used as internal components of process equipment, and we do not believe that there was any significant emission of asbestos-containing fibers during the use of this equipment. Although we are defending these allegations vigorously and believe that a high percentage of these lawsuits are covered by insurance or indemnities from other companies, there can be no assurance that we will prevail or that coverage or payments made by insurance or such other companies would be adequate. Unfavorable rulings, judgments or settlement terms could have a material adverse impact on our business, financial condition, results of operations and cash flows.

Our business may be adversely impacted by work stoppages and other labor matters.
As of December 31, 2017, we had approximately 17,000 employees, of which approximately 5,000 were located in the U.S. Approximately 5% of our U.S. employees are represented by unions. We also have unionized employees or employee work councils in Argentina, Australia, Austria, Brazil, Finland, France, Germany, India, Italy, Japan, Mexico, The Netherlands, Spain, South Africa, Sweden and the U.K. No individual unionized facility produces more than 10% of our revenues. Although we believe that our relations with our employees are generally satisfactory and we have not experienced any material strikes or work stoppages recently, no assurances can be made that we will not in the future experience these and other types of conflicts with labor unions, works councils, other groups representing employees or our employees generally, or that any future negotiations with our labor unions will not result in significant increases in our cost of labor.
Our ability to implement our business strategy and serve our customers is dependent upon the continuing ability to employ talented professionals and attract, train, develop and retain a skilled workforce. We are subject to the risk that we will not be able to effectively replace the knowledge and expertise of an aging workforce as workers retire. Without a properly skilled and experienced workforce, our costs, including productivity costs and costs to replace employees may increase, and this could negatively impact our earnings.
We depend on key personnel, the loss of whom would harm our business.
Our future success will depend in part on the continued service of key executive officers and personnel. The loss of the services of any key individual could harm our business. Our future success also depends on our ability to recruit, retain and engage our personnel sufficiently, both to maintain our current business and to execute our strategic initiatives. Competition for officers and employees in our industry is intense and we may not be successful in attracting and retaining such personnel.
Inability to protect our intellectual property could negatively affect our competitive position.
We rely on a combination of patents, copyrights, trademarks, trade secrets, confidentiality provisions and licensing arrangements to establish and protect our proprietary rights. We cannot guarantee, however, that the steps we have taken to protect our intellectual property will be adequate to prevent infringement of our rights or misappropriation of our technology. For example, effective patent, trademark, copyright and trade secret protection may beare unavailable or limited in some of the foreign countries in which we operate. In addition, while we generally enter into confidentiality agreements with our employees and third parties to protect our intellectual property, such confidentiality agreements could be breached or otherwise may not provide meaningful protection for our trade secrets and know-how related to the design, manufacture or operation of our products. If it became necessary for us to resortResorting to litigation to protect our intellectual property rights any proceedings could beis burdensome and costly, and we may not always prevail. Further, adequate remedies mayare not bealways available in the event of an unauthorized use or
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disclosure of our trade secrets and manufacturing expertise. If we failFailure to successfully enforce our intellectual property rights could harm our competitive position, could suffer, which could harm our business, financial condition, results of operations and cash flows.
Significant changes in pension fund investment performance or assumptions changes may have a material effect on the valuation of our obligations under our defined benefit pension plans, the funded status of these plans and our pension expense.
We maintain defined benefit pension plans that are required to be funded in the U.S., Belgium, Canada, India, Mexico, The Netherlands, Switzerland and the U.K., and defined benefit plans that are not required to be funded in Austria, France, Germany, Italy, Japan and Sweden. Our pension liability is materially affected by the discount rate used to measure our pension obligations and, in the case of the plans that are required to be funded, the level of plan assets available to fund those obligations and the expected long-term rate of return on plan assets. A change in the discount rate can result in a significant increase or decrease in the valuation of pension obligations, affecting the reported status of our pension plans and our pension expense. Significant changes in investment performance or a change in the portfolio mix of invested assets can result in increases and decreases in the valuation of plan assets or in a change of the expected rate of return on plan assets. This impact may be particularly prevalent where we maintain significant concentrations of specified investments, such as the U.K. equity and fixed income securities in our non-U.S. defined benefit plans. Changes in the expected return on plan assets assumption can result in significant changes in our pension expense and future funding requirements.
We continually review our funding policy related to our U.S. pension plan in accordance with applicable laws and regulations. U.S. regulations have increased the minimum level of funding for U.S pension plans in prior years, which has at times required significant contributions to our pension plans. Contributions to our pension plans reduce the availability of our cash flows to fund working capital, capital expenditures, R&D efforts and other general corporate purposes.

We may incur materialIncreased costs as a result of product liability and warranty claims which could adversely affect our financial condition, results of operations and cash flows.
We may beFrom time to time, we are exposed to product liability and warranty claims in the event thatwhen the use of one of our products results in, or is alleged to result in, bodily injury and/or property damage or our products actually or allegedly fail to perform as expected. Some of our products are designed to support the most critical, severe service applications in the markets that we serve and any failure of such products could result in significant product liability and warranty claims, as well as damage to our reputation in the marketplace. While we maintain insurance coverage with respect to certain product liability claims, we may not be able to obtain such insurance on acceptable terms in the future, and any such insurance may not provide adequate coverage against product liability claims. In addition, product liability claims can be expensive to defend and can divert the attention of management and other personnel for significant periods of time, regardless of the ultimate outcome. An unsuccessful defense of a product liability claim could have an adverse effect on our business, financial condition, results of operations and cash flows. Even if we are successful in defending against a claim relating to our products, claims of this nature could cause our customers to lose confidence in our products and our company. Warranty claims are not generally covered by insurance, and we may incur significant warranty costs that are not reimbursable, which could adversely affect our financial condition, results of operations and cash flows.
Financial and Accounting Risks
Significant changes in pension fund investment performance or assumptions changes may have a material effect on the valuation of our obligations under our defined benefit pension plans, the funded status of these plans and our pension expense.
We maintain funded defined benefit pension plans that are either currently funded in accordance with local requirements in the U.S., Belgium, Canada, The Netherlands, Switzerland and the U.K., or above funded requirements in India and Mexico, and defined benefit plans that are not required to be funded and are not funded in Austria, France, Germany, Italy, Japan and Sweden. Our pension liability is materially affected by the discount rate used to measure our pension obligations and, in the case of the plans that are required to be funded, the level of plan assets available to fund those obligations and the expected long-term rate of return on plan assets. A change in the discount rate can result in a significant increase or decrease in the valuation of pension obligations, affecting the reported status of our pension plans and our pension expense. Significant changes in investment performance or a change in the portfolio mix of invested assets can result in increases and decreases in the valuation of plan assets or in a change of the expected rate of return on plan assets. This impact may be particularly prevalent where we maintain significant concentrations of specified investments, such as the U.K. equity and fixed income securities in our non-U.S. defined benefit plans. Changes in the expected return on plan assets assumption can result in significant changes in our pension expense and future funding requirements.
We continually review our funding policy related to our U.S. pension plan in accordance with applicable laws and regulations. U.S. regulations have increased the minimum level of funding for U.S. pension plans in prior years, which we would not be reimbursed.has at times required significant contributions to our pension plans. Contributions to our pension plans reduce the availability of our cash flows to fund working capital, capital expenditures, R&D efforts and other general corporate purposes.
The recording of increased deferred tax asset valuation allowances in the future or the impact of tax law changes on such deferred tax assets could adversely affect our operating results.
We currently have significant net deferred tax assets resulting from tax credit carryforwards, net operating losses and other deductible temporary differences that are available to reduce taxable income in future periods. Based on our assessment of our deferreddeferred tax assets, we determined, based on projected future income and certain available tax planning strategies, that approximately $134$201 million of our deferred tax assets will more likely than not be realized in the future, and no valuation allowance is currently required for this portion of our deferred tax assets. Should we determine in the future that these assets will more likely than not be realized we will be required to record an additional valuation allowance in connection with these deferred tax assets and our operating results would be adversely affected in the period such determination is made. In addition, tax law changes could negatively impact our deferred tax assets.
Our outstanding indebtedness and the restrictive covenants in the agreements governing our indebtedness limit our operating and financial flexibility.
We are required to make scheduled repayments and, under
21


Under certain events of default, mandatory repayments on our outstanding indebtedness, which may requirerequires us to dedicate a substantial portion of our cash flows from operations to payments on our indebtedness, thereby reducing the availability of our cash flows to fund working capital, capital expenditures, R&D efforts and other general corporate purposes, such as dividend payments and share repurchases, and could generally limit our flexibility in planning for, or reacting to, changes in our business and industry. In addition, we may need new or additional financing in the future to expand our business or refinance our existing indebtedness. Our current senior credit facility matures on September 13, 2026 and our senior notes are due in 2030 and 2032. Additionally, we have drawn amounts under a term loan fund. For additional information regarding our current indebtedness refer to Note 13 to our consolidated financial statements included in Item 8 of this Annual Report. Our inability to timely access capital on satisfactory terms, including as a result of market disruptions, could limit our ability to expand our business as desired and refinance our indebtedness.
In addition, the agreements governing our indebtedness impose certain operating and financial restrictions on us and somewhat limit management's discretion in operating our businesses. These agreements limit or restrict our ability, among other things, to: incur additional debt; fully utilize the capacity under the Senior Credit Facility;senior credit facility; pay dividends and make other distributions; repurchase shares of our common stock in certain circumstances; prepay subordinated debt; make investments and other restricted payments; create liens; sell assets; and enter into transactions with affiliates.
We are also required to maintain certain debt ratings, comply with leverage and interest coverage financial covenants and deliver to our lenders audited annual and unaudited quarterly financial statements. Our ability to comply with these covenants may be affected by events beyond our control. Failure to comply with these covenants could result in an event of default which, if not cured or waived, may have a material adverse effect on our business, financial condition, results of operations and cash flows.
We may not be able to continue to expand our market presence through acquisitions, and any future acquisitions may present unforeseen integration difficulties or costs.
Since 1997, we have expanded through a number of acquisitions, and we may pursue strategic acquisitions of businesses in the future. Our ability to implement this growth strategy will be limited by our ability to identify appropriate acquisition candidates, covenants in our credit agreement and other debt agreements and our financial resources, including available cash and borrowing capacity. Acquisitions may require additional debt financing, resulting in higher leverage and an increase in interest expense. In addition, acquisitions may require large one-time charges and can result in the incurrence of contingent liabilities, adverse tax consequences, substantial depreciation or deferred compensation charges, the amortization of

identifiable purchased intangible assets or impairment of goodwill, any of which could have a material adverse effect on our business, financial condition, results of operations and cash flows.
Should we acquire another business, the process of integrating acquired operations into our existing operations may create operating difficulties and may require significant financial and managerial resources that would otherwise be available for the ongoing development or expansion of existing operations. Some of the more common challenges associated with acquisitions that we may experience include:
loss of key employees or customers of the acquired company;
conforming the acquired company's standards, processes, procedures and controls, including accounting systems and controls, with our operations, which could cause deficiencies related to our internal control over financial reporting;
coordinating operations that are increased in scope, geographic diversity and complexity;
retooling and reprogramming of equipment;
hiring additional management and other critical personnel; and
the diversion of management's attention from our day-to-day operations.
Further, no guarantees can be made that we would realize the cost savings, synergies or revenue enhancements that we may anticipate from any acquisition, or that we will realize such benefits within the time frame that we expect. If we are not able to timely address the challenges associated with acquisitions and successfully integrate acquired businesses, or if our integrated product and service offerings fail to achieve market acceptance, our business could be adversely affected.
Goodwill impairment could negatively impact our net income and stockholders'shareholders' equity.
Goodwill is not amortized, but is tested for impairment at the reporting unit level, which is an operating segment or one level below an operating segment. Goodwill is required to be tested for impairment annually and between annual tests if events or circumstances indicate that it is more likely than not that the fair value of a reporting unit is less than its carrying value. Reductions in or impairment of the value of our goodwill or other intangible assets will result in charges against our earnings, which could have a material adverse effect on our reported results of operations and financial position in future periods.
There are numerous risks that may cause the fair value of a reporting unit to fall below its carrying amount, which could lead to the measurement and recognition of goodwill impairment. These risks include, but are not limited to, lowered expectations of future financial results, adverse changes in the business climate, increase in the discount rate, an adverse action or assessment by a regulator, the loss of key personnel, a more-likely-than-not expectation that all or a significant portion of a reporting unit may be disposed of, failure to realize anticipated synergies from acquisitions, a sustained decline in the Company’s market capitalization, and significant, prolonged negative variances between actual and expected financial results. In recent years, the estimated fair value of EPO and IPD haveour pump reporting unit has fluctuated, partially due to broad-based capital spending declines and heightened pricing pressures experienced in the oil and gas markets. Although we have concluded that there is no impairment on the goodwill associated with our EPO and IPDpump reporting unitsunit as of December 31, 2017,2021, we will continue to monitor theirits performance and related market conditions for future indicators of potential impairment. For additional information, see the discussion in Item 7 of this Annual Report and under Note 1 to our consolidated financial statements included in Item 8 of this Annual Report.
Cybersecurity threats could disruptour business and result in the loss of critical and confidential information.
Our information technology networks and related systems and devices are criticalThe failure to the operation of our business and essential to our ability to successfully perform day-to-day operations. Cybersecurity breaches could expose us to a risk of loss, misuse, or interruption of sensitive and critical information and functions, including our proprietary information and information related to our customers, suppliers and employees. While we devote substantial resources to maintaining adequate levels of cybersecurity, there can be no assurance that we will be able to prevent all of the rapidly evolving forms of increasingly sophisticated and frequent cyberattacks. The potential consequences of a material cybersecurity incident include reputational damage, litigation with third parties, regulatory actions, theft of intellectual property, and increased cybersecurity protection and remediation costs. If we are unable to prevent, detect or adequately respond to security breaches, our operations could be disrupted and our business could be materially and adversely affected.
If we are not able to successfully execute and realize the expected financial benefits from our strategic realignment and other cost-saving initiatives, our business could be adversely affected.

In April 2015, we announced cost saving actions and a strategic manufacturing optimization initiative intended to reduce our cost structure and drive an optimized, low-cost manufacturing footprint. This initiative was expanded throughout 2016 and again in the first half of 2017 to include additional realignment activities that will continue beyond 2017. This initiative will involve reducing our workforce, accelerating structural changes in our global manufacturing footprint through leveraging investments in low-cost regions, additional consolidation of product manufacturing and further SG&A reductions.
While we expect significant financial benefits from our strategic realignment, we may not realize the full benefits that we currently expect within the anticipated time frame or at all. Adverse effects from our execution of realignment activities could interfere with our realization of anticipated synergies, customer service improvements and cost savings from these strategic initiatives. Additionally, our ability to fully realize the benefits and implement the realignment program may be limited by the terms of our credit facilities and other contractual commitments. Moreover, because such expenses are difficult to predict and are necessarily inexact, we may incur substantial expenses in connection with the execution of our realignment plans in excess of what is currently forecast. Further, realignment activities are a complex and time-consuming process that can place substantial demands on management, which could divert attention from other business priorities or disrupt our daily operations. Any of these failures could, in turn, materially adversely affect our business, financial condition, results of operations and cash flows, which could constrain our liquidity.
If these measures are not successful or sustainable, we may undertake additional realignment and cost reduction efforts, which could result in future charges. Moreover, our ability to achieve our other strategic goals and business plans may be adversely affected, and we could experience business disruptions with customers and elsewhere if our realignment efforts prove ineffective.
Ineffectivemaintain effective internal controls could impact the accuracy and timely reporting of our business and financial results.
Our internal control over financial reporting mayhas not preventalways prevented or detectdetected misstatements because of its inherent limitations, including the possibility of human error, the circumvention or overriding of controls or fraud. We have in the past discovered, and may in the future discover, areas of our internal controls that need improvement, including material weaknesses in internal controls. We have devoted significant resources to remediate and improve our internal controls and to monitor the effectiveness of these remediated measures. There can be no assurance that these measures will ensure that we maintain at all times effective internal controls over our financial processes and reporting in the future. Even effective internal controls can provide only reasonable assurance with respect to the preparation and fair presentation of financial statements. If we failAny future failures to maintain the adequacy of our internal controls, including any failure to implement required new or improved controls, or if we experience difficulties in their implementation, could harm our business and financial results could be harmed and we could fail to meet our financial reporting obligations. For example, during its evaluation
22


General Risks
We depend on key personnel, the loss of whom would harm our business.
Our future success will depend in part on the continued service of key executive officers and personnel. The loss of the effectivenessservices of any key individual could harm our business. Our future success also depends on our ability to recruit, retain and engage our personnel sufficiently, both to maintain our current business and to execute our strategic initiatives. Competition for officers and employees in our industry is intense and we may not be successful in attracting and retaining such personnel.
Changes in accounting principles and guidance could result in unfavorable accounting charges or effects.
We prepare our consolidated financial statements in conformity with accounting principles generally accepted in the U.S. A change in these principles can have a significant effect on our reported financial position and financial results. The adoption of new or revised accounting principles may require us to make changes to our systems, processes and internal control overcontrols, which could have a significant effect on our reported financial results and internal controls, cause unexpected financial reporting asfluctuations, retroactively affect previously reported results or require us to make costly changes to our operational processes and accounting systems upon our following the adoption of December 31, 2016, management concluded that a deficiency in our internal controls related to the control environment primarily related to the operation of certain inventory controls or recording of unsupported manual journal entries at one of the non-U.S. sites and the design and maintenance of effective business performance reviews represented material weaknesses in our internal control over financial reporting and, therefore, that we did not maintain effective internal control over financial reporting as of December 31, 2016. Management actively engaged in the planning and implementation of remediation efforts to address these material weaknesses and to strengthen the overall internal control related to the control environment at the one non-U.S. site and the business review controls and believes that such remediation efforts have effectively remediated the material weaknesses. For further description of the prior material weaknesses identified by management and the remediation efforts implemented for the material weaknesses, see “Part II, Item 9A - Controls and Procedures.”standards.
Forward-Looking Information is Subject to Risk and Uncertainty
This Annual Report and other written reports and oral statements we make from time-to-time include “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934 and the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical facts included in this Annual Report regarding our financial position, business strategy and expectations, plans and objectives of management for future operations, industry conditions, market conditions and indebtedness covenant compliance are forward-looking statements. Forward-looking statements may include, among others, statements about our goals and strategies, new product introductions, plans to cultivate new businesses, future economic conditions, revenue, pricing, gross profit margin and costs, capital spending, expected cost savings from our realignment programs, depreciation and amortization, research and development expenses, potential impairment of assets, tax rate and pending tax and legal proceedings. In some cases forward lookingforward-looking statements can be identified by terms such as "may," "should," "expects," "could," "intends," "projects," "predicts," "plans," "anticipates," "estimates," "believes," "forecasts""forecasts," "seeks" or other comparable terminology. These statements are not historical facts or guarantees of future performance, but instead are based on current expectations and are subject to significantmaterial risks, uncertainties and other factors, many of which are outside of our control.
We have identified factors that could cause actual plans or results to differ materially from those included in any forward-looking statements. These factors include those described above under this "Risk Factors" heading, or as may be identified in our other SEC filings from time to time. These uncertainties are beyond our ability to control, and in many cases, it is not possible to foresee or identify all the factors that may affect our future performance or any forward-looking information, and new risk factors can emerge from time to time. Given these risks and uncertainties, undue reliance should not be placed on forward-looking statements as a prediction of actual results.

All forward-looking statements included in this Annual Report are based on information available to us on the date of this Annual Report and the risk that actual results will differ materially from expectations expressed in this report will increase with the passage of time. We undertake no obligation, and disclaim any duty, to publicly update or revise any forward-looking statement or disclose any facts, events or circumstances that occur after the date hereof that may affect the accuracy of any forward-looking statement, whether as a result of new information, future events, changes in our expectations or otherwise. This discussion is provided as permitted by the Private Securities Litigation Reform Act of 1995 and all of our forward-looking statements are expressly qualified in their entirety by the cautionary statements contained or referenced in this section.


ITEM 1B.UNRESOLVED STAFF COMMENTS
ITEM 1B.UNRESOLVED STAFF COMMENTS
None.


23
ITEM 2.PROPERTIES


ITEM 2.PROPERTIES
Our principal executive offices, including our global headquarters, are located at 5215 N. O'Connor Boulevard, Suite 2300,700, Irving, Texas 75039. Our global headquarters is a leased facility, which we began to occupy on January 1, 2004. In September 2011,December 2018, we extended our original lease term an additional 10 years to December 31, 2023.2030. We have the option to renew the current lease for two additional five-year periods. We currently occupy 125,000approximately 130,000 square feet at this facility.
Our major manufacturing facilities (those with 50,000 or more square feet of manufacturing capacity) operating at December 31, 20172021 are presented in the table below. See "Item 1. Business" in this Annual Report for further information with respect to all of our manufacturing and operational facilities, including QRCs.


Number
of Facilities
Approximate
Aggregate
Square Footage
FPD  
U.S.71,198,000 
Non-U.S.183,598,000 
FCD  
U.S.51,109,000 
Non-U.S.132,046,000 
 
Number
of Facilities
 
Approximate
Square Footage
EPD   
U.S.3 600,000
Non-U.S.15 2,709,000
IPD   
U.S.4 593,000
Non-U.S.9 2,381,000
FCD   
U.S.5 1,129,000
Non-U.S.11 1,627,000


We own the majority of our manufacturing facilities, and those manufacturing facilities we do not own are leased. We also maintain a substantial network of U.S. and foreign service centers and sales offices, most of which are leased. The majority of our manufacturing leased facilities are covered by lease agreements with terms ranging from two to seven years, with individual lease terms generally varying based on the facilities’ primary usage. We believe we will be able to extend leases on our various facilities as necessary, as they expire.

We believe that our current facilities are adequate to meet the requirements of our present and foreseeable future operations. We continue to review our capacity requirements as part of our strategy to optimize our global manufacturing efficiency. See Note 105 to our consolidated financial statements included in Item 8 of this Annual Report for additional information regarding our operating lease obligations.


ITEM 3.LEGAL PROCEEDINGS

ITEM 3.LEGAL PROCEEDINGS

We are party to the legal proceedings that are described in Note 1216 to our consolidated financial statements included in Item 8 of this Annual Report, and such disclosure is incorporated by reference into this Item 3. In addition to the foregoing, we and our subsidiaries are named defendants in certain other routine lawsuits incidental to our business and are involved from time to time as parties to governmental proceedings, all arising in the ordinary course of business. Although the outcome of lawsuits or other proceedings involving us, and our subsidiaries cannot be predicted with certainty, and the amount of any liability that could arise with respect to such lawsuits or other proceedings cannot be predicted accurately, management does

not currently expect these matters, either individually or in the aggregate, to have a material effect on our financial position, results of operations or cash flows. We have established reserves covering exposures relating to contingencies to the extent believed to be reasonably estimable and probable based on past experience and available facts.


ITEM 4.MINE SAFETY DISCLOSURES
ITEM 4.MINE SAFETY DISCLOSURES
Not applicable.



PART II

ITEM 5.MARKET FOR THE REGISTRANT'S COMMON EQUITY, RELATED STOCHKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
ITEM 5.MARKET FOR THE REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
24


Market Information and Dividends
Our common stock is traded on the New York Stock Exchange ("NYSE") under the symbol "FLS." "FLS" and our CUSIP number is number is 34354P105. On February 21, 2018,17, 2022, our records showed 1,058920 shareholders of record. The following table sets forth the range of high and low prices per share of our common stock as reported by the NYSE for the periods indicated.
PRICE RANGE OF FLOWSERVE COMMON STOCK
(Intraday High/Low Prices)

 2017 2016
First Quarter$51.85/$45.22 $47.21/$35.40
Second Quarter51.14/44.04 52.32/42.10
Third Quarter47.25/37.58 49.45/44.17
Fourth Quarter45.38/38.63 51.72/41.35

The table below presents declaration, record and payment dates, as well as the per share amounts, ofWe have historically paid quarterly dividends based on our common stock during 2017 and 2016:

Declaration DateRecord DatePayment DateDividend Per Share
December 21, 2017January 5, 2018January 19, 2018$0.19
September 5, 2017September 22, 2017October 6, 20170.19
May 18, 2017June 23, 2017July 7, 20170.19
February 16, 2017March 24, 2017April 7, 20170.19

Declaration DateRecord DatePayment DateDividend Per Share
December 23, 2016January 3, 2017January 13, 2017$0.19
August 29, 2016September 30, 2016October 14, 20160.19
May 19, 2016June 24, 2016July 8, 20160.19
February 18, 2016March 25, 2016April 8, 20160.19

On February 15, 2016, our Board of Directors authorized an increasea dividend date-of-record in the paymentlast month of quarterly dividends on our common stock from $0.18 per share to $0.19 per share payable beginning on April 8, 2016. On February 17, 2015, our Board of Directors authorized an increase ineach quarter with the payment of quarterly dividends on our common stock from $0.16 per share to $0.18 per share payable beginning on April 10, 2015.dividend paid the following month. Any subsequent dividends will be reviewed by our Board of Directors on a quarterly basis and declared atin its discretion dependent on its assessment of our financial situation and business outlook at the applicable time. Our credit facilities contain covenants that could restrict our ability to declare and pay dividends on our common stock. See the discussion of our credit facilities under Item 7 of this Annual Report and in Note 10 to our consolidated financial statements included in Item 8 of this Annual Report.discretion.


Issuer Purchases of Equity Securities
Note 14 to our consolidated financial statements included in Item 8 of this Annual Report includes a discussion of our share repurchase activity and payment of quarterly dividends on our common stock.
During the quarter ended December 31, 2017,2021, we had no repurchases of our common shares.stock shares as part of publicly announced plans. As of December 31, 2017,2021, we have $160.7$96.1 million of remaining capacity under our current share repurchase program. The following table sets forth the repurchase data for each of the three months during the quarter ended December 31, 2017:2021:

Period 
Total Number
of Shares Purchased
 Average Price Paid per Share 
Total Number of
Shares Purchased as
Part of Publicly Announced Plan
 
Maximum Number of
Shares (or
Approximate Dollar
Value) That May Yet
Be Purchased Under the Plan
 PeriodTotal Number
of Shares Purchased
Average Price Paid per ShareTotal Number of
Shares Purchased as
Part of Publicly Announced Plan
(3)(4)
Approximate Dollar
Value That May Yet
Be Purchased Under the Plan
      
       (In millions)       (In millions)
October 1 - 31 
 $
 
 $160.7
 October 1 - 31652 (1)$36.54 — $96.1 
November 1 - 30 129
(1)39.10
 
 160.7
 November 1 - 302,029 (2)33.84 — 96.1 
December 1 - 31 27,057
(2)42.16
 
 160.7
 December 1 - 312,165 (1)30.17 — 96.1 
Total 27,186
 $42.15
 
  
 Total4,846  $32.57 —  

(1)Shares tendered by employees to satisfy minimum tax withholding amounts for Restricted Shares.
(2)Represents 24,756 shares that were tendered by employees to satisfy minimum tax withholding amounts for Restricted Shares at an average price per share of $42.13, and 2,301 shares purchased at a price of $42.54 per share by a rabbi trust that we established in connection with our director deferral plans, pursuant to which non-employee directors may elect to defer directors’ quarterly cash compensation to be paid at a later date in the form of common stock.

(1)Shares tendered by employees to satisfy minimum tax withholding amounts for Restricted Shares.

(2)Includes 15 shares that were tendered by employees to satisfy minimum tax withholding amounts for Restricted Shares at an average price per share of $33.25 and 2,014 shares purchased at a price of $33.85 per share by a rabbi trust that we established in connection with our director deferral plans, pursuant to which non-employee directors may elect to defer directors’ quarterly cash compensation to be paid at a later date in the form of common stock.
(3)On November 13, 2014, our Board of Directors approved a $500.0 million share repurchase authorization. Our share repurchase program does not have an expiration date, and we reserve the right to limit or terminate the repurchase program at any time without notice.

(4)Note 18 to our consolidated financial statements included in Item 8 of this Annual Report provides additional information regarding our share repurchase activity.



Stock Performance Graph
The following graph depicts the most recent five-year performance of our common stock with the S&P 500 Index and S&P 500 Industrial Machinery. The graph assumes an investment of $100 on December 31, 2012,2016, and assumes the reinvestment of any dividends over the following five years. The stock price performance shown in the graph is not necessarily indicative of future price performance.
25


fls-20211231_g2.jpg
Base PeriodDecember 31,
Company/Index201620172018201920202021
Flowserve Corporation$100.00 $88.82 $81.53 $108.99 $82.97 $70.44 
S&P 500 Index100.00 121.82 116.47 153.15 181.31 233.30 
S&P 500 Industrial Machinery100.00 133.47 113.27 155.03 178.87 219.93 

26
 Base PeriodDecember 31,
Company/Index201220132014201520162017
Flowserve Corporation
$100.00

$162.59

$124.52

$88.93

$103.17

$91.64
S&P 500 Index100.00
132.38
150.49
152.55
170.79
208.06
S&P 500 Industrial Machinery100.00
145.81
153.17
147.11
186.74
249.23



ITEM 6.[Reserved]
ITEM 6.SELECTED FINANCIAL DATA
 Year Ended December 31,
 2017(a) 2016(b) 2015(c) 2014 (d) 2013
 (Amounts in thousands, except per share data and ratios)
RESULTS OF OPERATIONS 
  
  
  
  
Sales$3,660,831
 $3,990,487
 $4,557,791
 $4,877,885
 $4,954,619
Gross profit1,085,377
 1,231,233
 1,477,537
 1,710,171
 1,686,379
Selling, general and administrative expense(903,864) (968,530) (972,733) (936,900) (966,830)
Gain (loss) on sale of businesses141,317
 (7,664) 
 
 
Operating income335,422
 267,965
 514,665
 785,386
 758,566
Interest expense(59,730) (60,137) (65,270) (60,322) (54,413)
Provision for income taxes(e)(258,679) (77,380) (148,351) (209,311) (204,862)
Net earnings attributable to Flowserve Corporation2,652
 132,455
 258,411
 513,372
 483,652
Net earnings per share of Flowserve Corporation common shareholders (basic)0.02
 1.02
 1.94
 3.75
 3.42
Net earnings per share of Flowserve Corporation common shareholders (diluted)0.02
 1.01
 1.93
 3.72
 3.40
Cash flows from operating activities311,066
 240,476
 440,759
 594,481
 515,724
Cash dividends declared per share0.76
 0.76
 0.72
 0.64
 0.56
FINANCIAL CONDITION   
  
  
  
Working capital$1,315,837
 $1,119,251
 $1,106,946
 $1,164,381
 $1,136,317
Total assets4,910,474
 4,708,923
 4,963,106
 4,844,667
 4,921,829
Total debt1,575,257
 1,570,623
 1,620,996
 1,145,658
 1,190,231
Retirement obligations and other liabilities496,954
 407,839
 387,786
 362,970
 387,823
Total equity1,670,954
 1,637,388
 1,664,382
 1,930,246
 1,870,669
FINANCIAL RATIOS   
  
  
  
Return on average net assets(f)0.2% 5.2% 9.4% 17.9% 16.9%
Net debt to net capital ratio(g)34.3% 42.4% 43.0% 26.4% 30.6%

(a)Results of operations in 2017 include costs of $71.3 million resulting from realignment initiatives, resulting in a reduction of after tax net earnings of $54.3 million.
(b)Results of operations in 2016 include costs of $94.8 million resulting from realignment initiatives, resulting in a reduction of after tax net earnings of $75.8 million.
(c)Results of operations in 2015 include costs of $108.1 million resulting from realignment initiatives, resulting in a reduction of after tax net earnings of $85.0 million.
(d)Results of operations in 2014 include costs of $10.7 million resulting from realignment initiatives, resulting in a reduction of after tax net earnings of $7.6 million.
(e)Provision for income taxes in 2017 was impacted by the U.S. Tax Cuts and Jobs Act of 2017. See Note 15 to our consolidated financial statements included in Item 8 of this Annual Report.
(f)Calculated as adjusted net income divided by adjusted net assets, where (i) adjusted net income is the sum of earnings before income taxes, plus interest expense, multiplied by one minus our effective tax rate, and (ii) adjusted net assets is the average of beginning of year and end of year net assets, excluding cash and cash equivalents and debt due in one year.
(g)Calculated as total debt minus cash and cash equivalents divided by the sum of total debt and shareholders' equity minus cash and cash equivalents.

ITEM 7.MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS


ITEM 7.MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following discussion and analysis is provided to increase the understanding of, and should be read in conjunction with, the accompanying consolidated financial statements and notes. See “Item 1A. Risk Factors” and the section titled “Forward-Looking Statements”Information is Subject to Risk and Uncertainty” included in this Annual Report on Form 10-K for the year ended December 31, 20172021 ("Annual Report") for a discussion of the risks, uncertainties and assumptions associated with these statements. Unless otherwise noted, all amounts discussed herein are consolidated.


EXECUTIVE OVERVIEW
Our Company
We believe that we are a world-leading manufacturer and aftermarket service provider of comprehensive flow control systems. We develop and manufacture precision-engineered flow control equipment integral to the movement, control and protection of the flow of materials in our customers’ critical processes. Our product portfolio of pumps, valves, seals, automation and aftermarket services supports global infrastructure industries, including oil and gas, chemical, power generation and water management, as well as general industrial markets where our products and services add value. Through our manufacturing platform and global network of Quick Response Centers ("QRCs"),QRCs, we offer a broad array of aftermarket equipment services, such as installation, advanced diagnostics, repair and retrofitting. We employAs of December 31, 2021, we have approximately 17,00016,000 employees (“associates”) globally and a footprint of manufacturing facilities and QRCs in more than 50 countries as of December 31, 2017.countries.
Our business model is significantly influenced by the capital spending of global infrastructure industries for the placement of new products into service and maintenance spending for aftermarket services for existing operations. The worldwide installed base of our products is an important source of aftermarket revenue, where products are expectedintended to ensure the maximummaximize operating time of many key industrial processes. Over the past several years, we have significantly investedWe continue to invest in our aftermarket strategy to provide local support to drive customer investments in our offerings and use of our services to replace or repair installed products. The aftermarket portion of our business also helps provide business stability during various economic periods. The aftermarket business, which is primarily served by our network of 174 of 155 QRCs located around the globe, some of which are shared by our two business segments, provides a variety of service offerings for our customers including spare parts, service solutions, product life cycle solutions and other value-added services. It is generally a higher margin business compared to our original equipment business and a key component of our profitable growth strategy.
Our operations are conducted through threetwo business segments that are referenced throughout this Management’s Discussion and Analysis of Financial Condition and Results of Operations ("MD&A"):
EPDFlowserve Pump Division ("FPD") for long lead time, custom, and other highly-engineered pumps, andpre-configured industrial pumps, pump systems, mechanical seals, auxiliary systems and replacement parts and related services; and
IPD for engineered and pre-configured industrial pumps and pump systems and related products and services; and
FCDFlow Control Division ("FCD") for engineered and industrial valves, control valves, actuators and controls and related services.
Our business segments share a focus on industrial flow control technology and have a high number of common customers. These segments also have complementary product offerings and technologies that are often combined in applications that provide us a net competitive advantage. Our segments also benefit from our global footprint, our economies of scale in reducing administrative and overhead costs to serve customers more cost effectively and shared leadership for operational support functions, such as research and development, marketing and supply chain.
The reputation of our product portfolio is built on more than 50 well-respected brand names such as Worthington, IDP, Valtek, Limitorque, Durco, Argus, Edward, Anchor/DarlingValbart and Durametallic, which we believe to be one of the most comprehensive in the industry. Our products and services are sold either directly or through designated channels to more than 10,000 companies, including some of the world’s leading engineering, procurement and construction ("EPC") firms, original equipment manufacturers, distributors and end users.
We continue to leverage our QRC network to be positioned as near to customers as possible for service and support in order to capture valuable aftermarket business. Along with ensuring that we have the local capability to sell, install and service our equipment in remote regions, it is equally imperative towe continuously improve our global operations. We alsoDespite recent headwinds caused
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by the COVID-19 pandemic as well as recent supply chain disruption and labor constraints, we continue to expandenhance our global supply chain capability to increase our ability to meet global customer demands and ensureimprove the quality and timely delivery of our products.products over the long-term. Additionally, we continue to devote resources to improving the supply chain processes across our business segments to find areas of synergy and cost reduction and to improve our supply chain management capability to ensure it can meet

global customer demands. We also remain focused on improving on-time delivery and quality, while managing warranty costs as a percentage of sales across our global operations, through the assistance of a focused Continuous Improvement Process ("CIP") initiative. The goal of the CIP initiative, which includes lean manufacturing, six sigma business management strategy and value engineering, is to maximize service fulfillment to customers through on-time delivery, reduced cycle time and quality at the highest internal productivity.
During 2015, 2016COVID-19 Update
Our cross-functional crisis management team established during the first quarter of 2020 has continued monitoring and 2017,making recommendations to management to help us continue operating as an essential business, while also protecting the health and safety of our associates. We expect that widespread implications of the pandemic worldwide will continue to cause substantial economic uncertainty and challenging operational conditions through 2022.We continue to actively monitor the impacts of the COVID-19 pandemic on all aspects of our business and geographies.
While we cannot reasonably estimate with certainty the duration and severity of the COVID-19 pandemic or its ultimate impact on the global economy, our business or our financial condition and results, we nonetheless remain committed to providing the critical support, products and services that our customers rely on, and currently believe that we will emerge from these events well positioned for long-term growth.
Health and Safety of Our Associates
The health and safety of our associates, suppliers and customers around the world continues to be a priority as we navigate the COVID-19 pandemic, including recent spikes in cases of the virus and its variants in various geographies in which we operate. These recent spikes caused significant labor availability issues among our associates in the second half of 2021, which contributed to the COVID-19 operational challenges faced during the second half of 2021. We are incredibly proud of the great teamwork exhibited by our global workforce who have demonstrated strong resilience in adapting to continually evolving health and safety guidelines while addressing these challenging times and providing products and services to our customers.
At the beginning of the pandemic we implemented policies and practices to help protect our workforce so they can safely and effectively carry out their vital work, and we have been challenged by broad-based capital spending declines, originatingcontinued to revise those policies and practices in light of guidance received from local and regional health authorities where appropriate. For employees working in our facilities, including our global headquarters in Irving, Texas, which began a phased reopening during the second quarter of 2021, we continue taking steps, consistent with guidelines from local and global health experts to protect our employees so that we can continue operations and manufacture critical technologies and equipment, including providing face coverings and other personal protective equipment, enhanced cleaning of sites and the implementation of social distancing protocols.
Our employees and facilities have a key role in keeping essential infrastructure and industries operating, including oil and gas, water, chemical, power generation and other essential industries, such as food and beverage and healthcare. All of our facilities are open and operational as we continue to make essential products and provide services for our customers. The measures described above, combined with continued employee costs and under-absorption of manufacturing costs as a result of temporary closures and work-from-home policies, have had and are expected to continue having an adverse impact on our financial performance throughout the remainder of the pandemic. Despite the increased challenges of labor availability in the second half of 2021, we continue to expect a decline of these adverse impacts as we navigate further through the pandemic in 2022.
Customer Demand
During the year the ongoing effects of the COVID-19 pandemic in global markets have continued to adversely impact our customers, particularly in the oil and gas industry, heightened pricing pressures and negative currency impacts caused bymarkets. As a stronger U.S. dollar. This has been further compounded by economic and geo-political conditions in Russia, Latin America, the Middle East, North Africa and Asia Pacific.
To better align costs and improve long-term efficiency, we are executing Realignment Programs to accelerate both short- and long-term strategic plans, including targeted manufacturing optimization through the consolidation of facilities, SG&A efficiency initiatives, transfer of activities from high-cost regions to lower-cost facilities and the divestiture of certain non-strategic assets. At the completionresult of the programs,pandemic’s effect (among certain other effects) on oil prices during 2020, many of our large customers reduced capital expenditures and budgets last year. To date, while spending for maintenance and repair projects and aftermarket services have returned close to pre-pandemic levels, project-based customer spending has yet to return to pre-pandemic levels despite some modest improvement during the year. In this regard, we saw an overall increase in bookings of 10.6% during 2021 as compared to the same period in 2020. Despite the modest improvement in customer spending, during the fourth quarter of the year we continued to experience customer-driven delays in the witnessing and inspection necessary to take delivery of equipment, which we
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expect will continue as long as we and our customers continue to experience the supply chain and logistics headwinds described below under the heading "Supply Chain Impact."
While many of the repair and maintenance projects that were paused by our customers last year as a 15%result of the pandemic have gone forward in 2021 and others will ultimately need to 20% reductionbe completed, the timing will largely depend on the duration of the COVID-19 pandemic and how the virus continues to spread in our global workforce, relativecustomers’ various geographies, given the impact of the pandemic on demand, utilization and required maintenance. While we saw some recovery in capital expenditure budgets in 2021 and, therefore, our bookings during the year, capital spending did not approach pre-pandemic levels in 2021. We expect planned capital spending to early 2015 workforceincrease in 2022 but remain below pre-pandemic levels. With an expected near-term investment
Supply Chain Impact
Since the onset of approximately $360 million, including projects still under final evaluation, we expect the resultspandemic, many of our Realignment Programs will deliver annualized run-rate savingssuppliers have also experienced varying lengths of approximately $230 million. Since inceptionproduction and shipping delays related to the COVID-19 pandemic, some of which continue to exist in highly affected countries. Additionally, the global supply chain and logistics constraints that are currently affecting global markets caused additional headwinds in the second half of the Realignment Programsyear. These conditions have had an adverse effect on the speed at which we can manufacture and ship our products to customers, and have also led to an increase in 2015,logistics, transportation and freight costs, requiring that we diversify our supply chain and, in some instances, source materials from new suppliers. Additionally, these conditions have incurred chargesin some cases impacted our ability to deliver products to customers on time, which has in turn led to an increase in backlog at some of $294.8 millionour manufacturing sites. These disruptions in our supply chain and their effects have continued and we expect they will continue as the COVID-19 pandemic and ongoing global supply chain and logistics headwinds continue.
Operational Impacts
We have also engaged in a number of cost savings measures in order to incur most remaining charges in 2018.
In addition, we are focusinghelp mitigate certain of the adverse effects of the COVID-19 pandemic on our ongoing low-cost sourcing,financial results, including greater usecertain realignment activities (further described below under “OUR RESULTS OF OPERATIONS") for the period ended December 31, 2021, reductions in capital expenditures and continued cuts in other discretionary spending due to our response to the effects of third-partyCOVID-19, which partially offsets the continued costs and operational impacts of the safety protocols and procedures that we have implemented and sustained as described above under the heading "Health and Safety of Our Associates." We continue to evaluate additional cost savings measures in order to reduce the impact of the COVID-19 pandemic on our financial results.
We continually monitor and assess the spread of COVID-19 and known variants, including in areas that have seen recent increases in cases, and we will continue to adapt our operations to respond the changing conditions as needed. During the fourth quarter, we experienced increased difficulty in maintaining staffing and productivity levels due to both a higher infection rate among associates requiring quarantine and a tighter labor market for new hiring. As we continue to manage our business through this time of uncertainty and market volatility, we will remain focused on the health and safety of our associates, suppliers, customers, and increasingwill continue to provide essential products and services to our lower-cost, emerging market capabilities.customers.
Our Markets
The following discussion should be read in conjunction with the "Outlook for 2018" section included below in this MD&A.
Our products and services are used in several distinct industries: oil and gas, chemical, power generation, water management, and several other industries, such as mining, steel and paper, that are collectively referred to as "general industries."
Demand for most of our products depends on the level of new capital investment as well as planned and unplanned maintenance expenditures by our customers. The level of new capital investment depends, in turn, on capital infrastructure projects driven by the need for products that rely on oil and gas, chemicals, power generation and water resource management, as well as general economic conditions. These drivers are generally related to the phase of the business cycle in their respective industries and the expectations of future market behavior. The levels of maintenance expenditures are additionally driven by the reliability of equipment, planned and unplanned downtime for maintenance and the required capacity utilization of the process.
Sales to EPC firms and original equipment manufacturers are typically for large project orders and critical applications, as are certain sales to distributors. Project orders are typically procured for customers either directly from us or indirectly through contractors for new construction projects or facility enhancement projects.
The quick turnaround business, which we also refer to as "short-cycle," is defined as orders that are received from the customer (booked) and shipped generally within six months of receipt. These orders are typically for more standardized, general purpose products, parts or services. Each of our three business segments generate certain levels of this type of business.
In the sale of aftermarket products and services, we benefit from a large installed base of our original equipment, which requires periodic maintenance, repair and replacement parts. We use our manufacturing platform and global network of QRCs to offer a broad array of aftermarket equipment services, such as installation, advanced diagnostics, repair and retrofitting. In geographic regions where we are positioned to provide quick response, we believe customers have traditionally relied on us, rather than our competitors, for aftermarket products due to our highly engineered and customized products. However, the aftermarket for standard products is competitive, as the existence of common standards allows for easier replacement of the installed products. As proximity of service centers, timeliness of delivery and quality are important considerations for all aftermarket products and services, we continue to selectively expand our global QRC capabilities to improve our ability to capture this important aftermarket business.

Oil and Gas
The oil and gas industry, which represented approximately 38%35% and 36%34% of our bookings in 20172021 and 2016, respectively. Capital2020, respectively, experienced a material decrease in capital spending in the oil and gas industry decreased in 20172020 compared to the previous yearyear. The decrease was primarily due to continued broad-based capital spending declines, heightened pricing pressuresdecreased project activity and short cycle investment resulting from the pandemic's negative currency impacts caused by a stronger U.S. dollar especially during the first half of 2017. Aftermarket opportunities in this industry solidified throughout 2017 due to catch up of deferred spendingimpact on our customers'demand for refined products. Customers' repair and maintenance budgets from previous years.improved in 2021 where bookings levels returned to roughly pre-pandemic levels, partially offsetting the decreased project activity and short cycle investment.
The outlook for the oil and gas industry is heavily dependent on the duration of the pandemic and its impact on fuel demand, demand growth from both mature markets and developing geographies. Ingeographies as well as changes in the short-term,regulatory environment. While we believe that an improved oil price outlookthe pandemic will somewhat positivelycontinue to negatively impact oil and gas upstreamour customers' capital investment and impact mid-stream and downstreambudgets, we expect 2022 capital investment to a lesser extent. A recovery in the overall level of spending byincrease, but not to pre-pandemic levels. We further believe improved and stable oil and gas companies could continue to increaseprices provide support for increased demand for our aftermarket products and services. We believe the medium and long-term fundamentals for this industry remain attractive and see a stabilized environment with expected increased fuel demand on improved pandemic management, and as the industry works through current excess supply. In addition, we
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believe projected depletion rates of existing fields and forecasted long-term demand growth will require additional investments. With our long-standing reputation in providing successful solutions for upstream, mid-stream and downstream applications, along with the advancements in our portfolio of offerings, we believe that we continue to be well-positioned to assist our customers.customers in this improving environment.
Chemical
The chemical industry which represented approximately 21%approximately 24% and 24% of our bookings in both 20172021 and 2016, experienced a decreased level2020, respectively. The chemical industry is comprised of capitalpetrochemical, specialty chemical and pharmaceutical products. Capital spending in 20172021 decreased primarily due to broad-based capital spending declines, heightened pricing pressures andthe pandemic's negative currency impacts caused by a stronger U.S. dollar especially during the first half of 2017. The aftermarket opportunities solidified throughout 2017 due to catch up of deferred spending of our customers'impact on demand for chemical products. Customers' repair and maintenance budgets from previous years.improved in 2021 where bookings levels returned to roughly pre-pandemic levels.
The outlook for the chemical industry remains heavily dependent on global economic conditions. As global economies stabilize and unemployment conditions improve, a rise in consumer spending should follow. An increase in spending would drive greater demand for chemical-basedpetrochemical, specialty chemical and pharmaceutical products supporting improved levels of capital investment. We believe the chemical industry in the near-term will continue to invest in North America and Middle East capacity additions, maintenance and upgrades for optimization of existing assets and that developing regions will selectively invest in capital infrastructure to meet current and future indigenous demand. We believe our global presence and our localized aftermarket capabilities are well-positioned to serve the potential growth opportunities in this industry.
Power Generation
The power generation industry represented approximately 13%12% and 14%13% of our bookings in 20172021 and 2016,2020, respectively. In 2017,2021, the power generation industry continued to experienceexperience softness in thermal power generation capital spending in the mature and key developing markets. China curtailed the construction of new coal-fired power generation over the last year, while in India and southeast Asia capital investment remained in place driven by increased demand forecasts.
Natural gas-fired combined cycle (“NGCC”) plants increased itstheir share of the energy mix, driven by market prices for gas remaining low and stable (partially due to the increasing global availability of liquefied natural gas (“LNG”)), low capital expenditures, and the ability of NGCC to stabilize unpredictable renewable sources. With the potential of unconventional sources of gas, the global power generation industry is forecasting an increased use of this form of fuel for power generation plants.
PoliticalDespite fewer new nuclear plants being constructed in recent years, nuclear power remains an important contributor to the global energy mix. We continue to support our significant installed base in the global nuclear fleet by providing aftermarket and life extension products and services. Due to our extensive history, we believe we are well positioned to take advantage of this ongoing source of aftermarket and new construction opportunities.
Global efforts to limit the emissions of carbon dioxide may have some adverse effect on thermal power investment plans depending on the potential requirements imposed and the timing of compliance by country. However, we believe thatmany proposed methods of capturing and limiting carbon dioxide emissions offer business opportunities for our products and services. At the same time, we continue to take advantage of new investments in concentrated solar power generating capacity, where our pumps, valves, and seals are uniquely positioned for both molten salt applications as well as the traditional steam cycle.
We believe the long-term fundamentals for the power generation industry remain solid based on projected increases in demand for electricity driven by global population growth, growth of urbanization in developing markets and the increased use of electricity driven transportation. We also believe that our long-standing reputation in the power generation industry, our portfolio of offerings for the various generating methods, our advancements in serving the renewable energy market and carbon capture methodologies, as well as our global service and support structure, position us well for the future opportunities in this important industry.

Water Management
The water management industry representedrepresented approximately 4%3% and 3% of our bookings in both 20172021 and 2016.2020, respectively. Water management industry activity levels experienced some softnessincreased in 2017 despite worldwide2021 following the decrease in 2020 primarily due to the pandemic's negative impact on government budgets across the globe. Worldwide demand for fresh water, and water treatment continuingand re-use, desalination and flood control are expected to create requirements for new facilities or for upgrades of existing systems, many of which require products that we offer, particularly pumps. With improved management of the pandemic, we expect capital and aftermarket spending to rise in developed and emerging markets with governments and private industry providing funding for critical projects when their priorities shift away from pandemic-management.
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The proportion of people living in regions that find it difficult to meet water requirements is expected to double by 2025. We believe that the persistent demand for fresh water during all economic cycles supports continued investments, especially in North America and developing regions.
General Industries
General industries represented, in the aggregate, approximately 24%26% and 25%26% of our bookings in 20172021 and 2016,2020, respectively. General industries comprise a variety of different businesses, including mining and ore processing, pharmaceuticals, pulp and paper, food and beverage and other smaller applications, none of which individually represented more than 5% of total bookings in 20172021 and 2016.2020. General industries also include sales to distributors, whose end customers operate in the industries we primarily serve. General industry activity levels increased in 2021 primarily due to customers' improved repair and maintenance budgets.
The outlook for this group of industries is heavily dependent upon the conditioncondition of global economies and consumer confidence levels. The long-term fundamentals of many of these industries remain sound, as many of the products produced by these industries are common staples of industrialized and urbanized economies. We believe that our specialty product offerings designed for these industries and our aftermarket service capabilities will provide continued business opportunities.


Outlook for 2022
As the world continues to make progress against COVID-19 largely through increased vaccinations, we have seen an inflection in our served end-markets as commodity prices and mobility levels increase. With our increased backlog and improved market environment we expect to return to growth in 2022, however the combined effects of the supply chain, logistics and labor availability headwinds are expected to continue into the first half of 2022. Further, we have not seen and do not expect to see an increase in cancellations from our backlog. We therefore expect to continue to deliver on our backlog during 2022, though with a slightly longer cycle time than originally expected.
Our bookings were $3.8 billion during 2021. Because a booking represents a contract that can be, in certain circumstances, modified or canceled, and can include varying lengths between the time of booking and the time of revenue recognition, there is no guarantee that bookings will result in comparable revenues or otherwise be indicative of future results. Assuming continued progress with the pandemic and other supply chain, logistics and labor availability headwinds, we further expect full-year bookings in 2022 to increase versus 2021 levels.
On December 31, 2021, we had $988.1 million of fixed-rate Senior Notes outstanding.  We expect our interest expense in 2022 will be lower compared with amounts incurred in 2021. Our results of operations may also be impacted by unfavorable foreign currency exchange rate movements. See “Item 7A. Quantitative and Qualitative Disclosures about Market Risk” of this Annual Report.
We expect to generate sufficient cash from operations and have sufficient capacity under our Senior Credit Facility to fund our working capital, capital expenditures, dividend payments, share repurchases, debt payments and pension plan contributions in 2022. The amount of cash generated or consumed by working capital is dependent on our level of revenues, customer cash advances, backlog, customer-driven delays and other factors. We will seek to improve our working capital utilization, with a particular focus on improving the management of accounts receivable and inventory. In 2022, our cash flows for investing activities will be focused on strategic initiatives, information technology infrastructure, general upgrades and cost reduction opportunities and we currently estimate capital expenditures to be between $70 million and $80 million, before consideration of any acquisition activity.
We currently anticipate that our minimum contribution to our qualified U.S. pension plan will be approximately $20 million, excluding direct benefits paid, in 2022 in order to maintain fully-funded status as defined by applicable law. We currently anticipate that our contributions to our non-U.S. pension plans will be approximately $2 million in 2022, excluding direct benefits paid.

OUR RESULTS OF OPERATIONS

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The following is the discussion and analysis of changes in the financial condition and results of operations for fiscal year December 31, 2021 compared to fiscal year 2020. The discussion and analysis of changes in the financial condition and results of operations for fiscal year 2020 compared to fiscal year 2019 that are not included in this Form 10-K may be found in Part II, Item 7 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2020, filed with the SEC on February 23, 2021. During the first quarter of 2021, as previously disclosed, we identified an accounting error involving foreign currency transactions beginning with the first quarter of 2020 through the year ended December 31, 2020. These adjustments increased retirement obligations and other liabilities by $1.5 million, retained earnings by $14.1 million and accumulated other comprehensive loss by $15.6 million as of December 31, 2020. We have assessed the above described error and concluded the effects were not material to the period ended December 31, 2020. The December 31, 2020 balances, as presented herein, have been revised. Refer to Note 2 for a detailed discussion related to the impact of the revision to the December 31, 2020 balances.
Throughout this discussion of our results of operations, we discuss the impact of fluctuations in foreign currency exchange rates. We have calculated currency effects on operations by translating current year results on a monthly basis at prior year exchange rates for the same periods.
As previously disclosed in our Quarterly Report on Form 10-Q forRealignment Activity
In the quarterly period ended June 30, 2017, we identified accounting errors focused mainly at two of our non-U.S. sites in the inventory, accounts receivable, cost of sales ("COS") and SG&A balances for prior periods through the firstsecond quarter of 2017. We assessed these errors, individually2018, we launched and in the aggregate,committed resources to our Flowserve 2.0 Transformation, a program designed to transform our business model to drive operational excellence, reduce complexity, accelerate growth, improve organizational health and concluded that they were not material to any prior annual or interim period. However, to facilitate comparisons among periods we revisedbetter leverage our previously issued audited consolidated financial informationexisting global platform, which is includedfurther discussed in our 2016 Annual Report and unaudited condensed consolidated financial information for the interim periods included in our Form 10-Q/A and Form 10-Q for the quarters ended March 31, 2017 and June 30, 2017, respectively. 
Effective July 6, 2017, we sold our FCD Vogt product line and related assets and liabilities to a privately held company. In 2016, sales related to the Vogt business totaled approximately $17 million, with earnings before interest and taxes of approximately $4 million.
Effective May 2, 2017 we sold our FCD Gestra AG business to a leading provider of steam system solutions. In 2016, Gestra recorded sales of approximately $101 million (€92 million) with earnings before interest and taxes of approximately $17 million (€15 million).
Note 217 to our consolidated financial statements included in Item 8 of this Annual Report discusses the details of the above dispositions.
In 2015, we initiated Realignment Programs that consist of both restructuring and non-restructuring charges that are further discussed in Note 16 to our consolidated financial statements included in Item 8 of this AnnualQuarterly Report. The Realignment Programs will continue to be executed into 2018Flowserve 2.0 Transformation expenses incurred primarily consists of professional services, project management and the total charges for Realignment Programs by segment are detailed below for the years endedrelated travel costs recorded in SG&A expenses. As of December 31, 20172020, the Flowserve 2.0 Transformation efforts were substantially complete and 2016:resulted in total program expense incurred of approximately $92 million of which approximately $23 million was incurred in 2020.

 December 31, 2017
 (Amounts in thousands)Engineered Product Division Industrial Product Division Flow Control Division Subtotal–Reportable Segments Eliminations and All Other Consolidated Total
Total Realignment Program Charges           
     COS$18,364
 $13,983
 $11,600
 $43,947
 $
 $43,947
     SG&A7,376
 11,311
 2,870
 21,557
 5,751
 27,308
     Income tax expense1,000
 
 
 1,000
 
 1,000
Total$26,740
 $25,294
 $14,470
 $66,504
 $5,751
 $72,255
 December 31, 2016
 (Amounts in thousands)Engineered Product Division Industrial Product Division Flow Control Division Subtotal–Reportable Segments Eliminations and All Other Consolidated Total
Total Realignment Program Charges           
     COS$30,642
 $26,224
 $8,038
 $64,904
 $8
 $64,912
     SG&A13,804
 8,400
 3,367
 25,571
 4,450
 30,021
     Income tax expense6,000
 2,800
 600
 9,400
 
 9,400
Total$50,446
 $37,424
 $12,005
 $99,875
 $4,458
 $104,333
In the second quarter of 2020, we identified and initiated certain realignment activities resulting from our Flowserve 2.0 Transformation Program to right-size our organizational operations based on the current business environment, with the overall objective to reduce our workforce costs. We anticipate a total investment in these2020 Realignment ProgramsProgram activities of approximately $360approximately $95 million including projects in process or under final evaluation. Since inceptionand the majority of the charges were incurred in 2020 and 2021. There are certain other realignment activities that are being evaluated, but have not yet been finalized and therefore not included in the total anticipated realignment investment above. Based on the actions initiated with the 2020 Realignment Programs in 2015, we have incurred charges of $294.8 million and we expect to incur most remaining charges throughout 2018.
Based on actions under our Realignment Programs,Program, we estimate that we have achieved run-rate cost savings of approximately $200$106 million as of December 31, 2017, as compared2021, with approximately $120 million in the same period of 2016. Approximately $130$56 million of those savings are in COS with the remainder inand approximately $50 million SG&A. Upon completion of the 2020 Realignment Programs,Program activities, we expect full year run-rate cost savings of approximately $230 million, of which the vast majority is expected to be achieved in 2018.$125 million. Actual savings could vary from expected savings, which represent management’s best estimate to date.
The total charges incurred in 2021 and 2020 related to our 2020 Realignment Program and Flowserve 2.0 Transformation activities by segment are presented in the following tables:
December 31, 2021
 (Amounts in thousands)FPDFCDSubtotal–Reportable SegmentsAll OtherConsolidated Total
Total Realignment Program Charges
     COS$14,249 $2,007 $16,256 $590 $16,846 
     SG&A1,033 699 1,732 3,913 5,645 
Total$15,282 $2,706 $17,988 $4,503 $22,491 
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December 31, 2020
 (Amounts in thousands)FPDFCDSubtotal–Reportable SegmentsAll OtherConsolidated Total
Total Realignment and Transformation Program Charges
     COS$38,838 $8,407 $47,245 $52 $47,297 
     SG&A(1)11,322 4,940 16,262 41,230 57,492 
Total$50,160 $13,347 $63,507 $41,282 $104,789 
_________________________
(1) Includes gains from the sales of non-strategic manufacturing facilities that are included in our Realignment Programs.

Bookings and Backlog
202120202019
 (Amounts in millions)
Bookings$3,774.4 $3,411.6 $4,238.3 
Backlog (at period end)2,003.6 1,854.9 2,157.0 
 2017 2016 2015
 (Amounts in millions)
Bookings$3,803.9
 $3,760.4
 $4,176.8
Backlog (at period end)2,033.4
 1,901.8
 2,176.4

We define a booking as the receipt of a customer order that contractually engages us to perform activities on behalf of our customer in regardsregard to the manufacture, delivery, and/or support of products or the delivery of service. Bookings recorded and subsequently canceled within the same fiscal period are excluded from reported bookings. Bookings cancelled from the prior fiscal periods are excluded from the reported bookings and represent less than 1% for all periods presented. Bookings of $3.8 billion in 20172021 increased by $43.5$362.8 million, or 1.2%10.6%, as compared with 2016.2020. The increase included currency benefits of approximately $27$64 million. The increasewas primarily driven by increased customer bookings in the oil and gas, industry,chemical, general and water industries, partially offset by a decreasedecreased bookings in the power generation industry.The increase in customer bookings was more heavily weighted towards customerdriven by both original equipment and aftermarket bookings.
Bookings of $3.8 billion in 2016 decreased by $416.4 million, or 10.0%, as compared with 2015. The decrease included negative currency effects of approximately $108 million. The decrease was primarily driven by the oil and gas industry, and to a lesser extent, the chemical and general industries. The decrease was primarily due to customer original equipment bookings.
Backlog represents the aggregate value of booked but uncompleted customer orders and is influenced primarily by bookings, sales, cancellations and currency effects. Backlog of $2.0 billion at December 31, 20172021 increased by $131.6$148.7 million,

or 6.9%8.0%, as compared with December 31, 2016.2020. Currency effects provided an increasea decrease of approximately $110$42 million (currency(currency effects on backlog are calculated using the change in period end exchange rates). Backlog related to aftermarket orders was approximately 31%approximately 38% and 30%36% of the backlog at December 31, 20172021 and 2016,2020, respectively. We expect to shiprecognize revenue on approximately 92%90% of December 31, 20172021 backlog during 2018.2022. Backlog includes our unsatisfied (or partially unsatisfied) performance obligations related to contracts having an original expected duration in excess of one year of approximately $430 million as discussed in Note 3 to our consolidated financial statements included in Item 8 of this Annual Report.
Backlog of $1.9 billion at December 31, 2016
Sales
202120202019
 (Amounts in millions)
Sales$3,541.1 $3,728.1 $3,939.7 
Sales in 2021 decreased by $274.6$187.0 million, or 12.6%5.0%, as compared with December 31, 2015. The decrease included negative currency effects of approximately $18 million (currency effects on backlog are calculated using the change in period end exchange rates). Backlog related to aftermarket orders was approximately 30% and 26% of the backlog at December 31, 2016 and 2015, respectively. We expected to ship approximately 88% of December 31, 2016 backlog during 2017.
Sales
 2017 2016 2015
 (Amounts in millions)
Sales$3,660.8
 $3,990.5
 $4,557.8

Sales in 2017 decreased by $329.7 million, or 8.3%, as compared with 2016.2020. The decrease included currency benefits of approximately $34$66 million. The decrease in sales was more heavily weighted towarddriven by original equipment, sales. Saleswith decreased sales into every region.

Sales in 2016 decreasedNorth America, the Middle East, Africa and Europe, partially offset by $567.3 million, or 12.4%,increased sales into Asia Pacific and Latin America. Aftermarket sales represented approximately 52% of total sales, as compared with 2015. The decrease included negative currency effectsapproximately 49% of approximately $115 million. The decrease was more heavily weighted toward original equipment sales. Sales decreased into every region excepttotal sales for sales into the Middle East.same period in 2020.

Sales to international customers, including exportexport sales from the U.S., were approximately 64%67% of total sales in 2017, 64%2021 and 65% in 2016 and 66% in 2015.2020. Sales into Europe, the Middle East and Africa ("EMA") were approximately 36%, 35% and 34%32% of total sales in 2017, 2016 2021
33


and 2015, respectively.33% in 2020. Sales into Asia Pacific were approximately 19%23% of total sales for 2017, 20162021 and 2015.22% in 2020. Sales into Latin America were approximately 6%7% of total sales in 2017, 7% for 20162021 and 9% for 2015.6% in 2020.

Gross Profit and Gross Profit Margin
202120202019
 (Amounts in millions, except percentages)
Gross profit$1,049.7 $1,116.8 $1,289.3 
Gross profit margin29.6 %30.0 %32.7 %
 2017 2016 2015
 (Amounts in millions, except percentages)
Gross profit$1,085.4
 $1,231.2
 $1,477.5
Gross profit margin29.6% 30.9% 32.4%

Gross profit in 20172021 decreased by $145.8$67.1 million,, or 11.8%6.0%, as compared with 2016.2020. Gross profit margin in 20172021 of 29.6% decreased from 30.9%30.0% in 2016.2020. The decrease in gross profit and gross profit margin was primarily attributeddue to the negative impact of decreased salesrevenue recognized on our absorption of fixed manufacturing costs, lower margin projects that shipped from backlogoriginal equipment orders and a $16.9 million charge for costs incurredlower customer sales volumes due to supply chain and logistical impacts related to a contract to supply oil and gas platform equipment to an end user in Latin America,COVID-19, partially offset by $10.9a $15.0 million charge of chargesunderutilized capacity manufacturing costs expensed related to write down inventorythe COVID-19 pandemic in Brazil in 20162020 that did not recur, a mix shift to higher margin aftermarket sales and lowerdecreased charges and increased savings related to our Realignment Programs. Aftermarket sales increased to approximately 48% of total sales, realignment actions as compared with approximately 45% of total sales forto the same period in 2016.2020.


Gross profitSG&A
202120202019
 (Amounts in millions, except percentages)
SG&A$797.1 $878.2 $913.2 
SG&A as a percentage of sales22.5 %23.6 %23.2 %
SG&A in 20162021 decreased by $246.3$81.1 million, or 16.7%9.2%, as compared with 2015. Gross profit margin in 2016 of 30.9% decreased from 32.4% in 2015. The decrease in gross profit and gross profit margin was primarily attributed to the negative impact of decreased sales on our absorption of fixed manufacturing costs, unfavorable impacts of short-term operational inefficiencies related to the initial execution of certain Realignment Programs, lower margin projects that shipped from backlog and a charge to write down inventory in Brazil, partially offset by realignment savings achieved related to our Realignment Programs and a mix shift to higher margin aftermarket sales. Aftermarket sales increased to approximately 45% of total sales, as compared with approximately 43% of total sales for the same period in 2015.

SG&A
 2017 2016 2015
 (Amounts in millions, except percentages)
SG&A$903.9
 $968.5
 $972.7
SG&A as a percentage of sales24.7% 24.3% 21.3%

SG&A in 2017 decreased by $64.6 million, or 6.7%, as compared with 2016.2020. Currency effects yielded an increase of approximately $6 million.$10 million. In 2021, SG&A as a percentage of sales in 2017 increased 40decreased 110 basis points as compared with the same period in 20162020. The decrease in SG&A, including currency, was due to a $26.0 million impairment charge related to our manufacturing facility in Brazil,decreased charges and increased accrued broad-based annual incentive compensation and lower sales leverage, partially offset by the $73.5 million reserve established for our primary Venezuelan customer in 2016 that did not recur and savings related to our Realignment Programs.

SG&A in 2016realignment actions, decreased travel-related expenses and lower bad debt expense, partially offset by $4.2 million, or 0.4%, as compared with 2015. Currency effects yielded a decrease of approximately $28 million. SG&A as a percentage of sales in 2016 increased 300 basis pointsbroad-based annual incentive compensation as compared with the same period in 2015 due primarily to increased bad debt expense as a result of the $73.5 million reserve established for our primary Venezuelan customer in the third quarter of 2016 and lower sales leverage, partially offset by decreased charges and savings achieved related to our Realignment Programs and lower SIHI integration costs.2020.
Gain (Loss) on Sale of Businesses
 2017 2016 2015
 (Amounts in millions)
Gain (loss) on sale of businesses$141.3
 $(7.7) $

The gain on sale of businesses in 2017 was the result of the $141.3 million pre-tax gain from the sales of the Gestra and Vogt businesses. See Note 2 to our consolidated financial statements included in Item 8 of this Annual Report for additional information on these sales. The $7.7 million loss in 2016 resulted from the sale of a non-strategic foundry business.
Net Earnings from Affiliates
202120202019
 (Amounts in millions)
Net earnings from affiliates$16.3 $11.8 $10.5 
 2017 2016 2015
 (Amounts in millions)
Net earnings from affiliates$12.6
 $12.9
 $9.9

Net earnings from affiliates represents our net income from investments in sevensix joint ventures (one(one located in each of Chile, China, India, Saudi Arabia, South Korea and the United Arab Emirates and two in China)Emirates) that are accounted for using the equity method of accounting. Net earnings from affiliates in 2017 remained relatively constant2021 increased by $4.5 million, or 38.1%, as compared to the prior year. Net earnings from affiliates in 2016 increased by $3.0 millionyear, primarily as a result of increased earnings of our EPDFPD joint venture in South Korea and IPD joint venture in Chile.Korea.

Operating Income
202120202019
 (Amounts in millions, except percentages)
Operating income$270.8 $250.3 $386.6 
Operating income as a percentage of sales7.6 %6.7 %9.8 %
 2017 2016 2015
 (Amounts in millions, except percentages)
Operating income$335.4
 $268.0
 $514.7
Operating income as a percentage of sales9.2% 6.7% 11.3%
Operating incomeincome in 20172021 increased by $67.4$20.5 million, or 25.1%8.2%, as compared with 2016.2020. The increase included currency benefits of approximately $2$8 million. The increase was primarily a result of the $141.3 million pre-tax gain from the sales of the Gestra and Vogt businesses and the $64.6$81.1 million decrease in SG&A, partially offset by the $145.8$67.1 million decrease in gross profit discussed above.profit.

34


Operating income in 2016 decreased by $246.7 million, or 47.9%, as compared with 2015. The decrease was primarily a result of the $246.3 million decrease in gross profit and the $7.7 million loss on the sale of a non-strategic foundry business,

partially offset by the $4.2 million decrease in SG&A. The decrease included negative currency effects of approximately $12 million.


Interest Expense and Interest Income
2017 2016 2015202120202019
(Amounts in millions) (Amounts in millions)
Interest expense$(59.7) $(60.1) $(65.3)Interest expense$(57.6)$(56.2)$(55.0)
Interest income3.4
 2.8
 2.1
Interest income2.8 4.2 8.4 
Interest expense in 2017 decreased2021 increased by $0.4$1.4 million as compared with 2016.2020. The decreaseincrease was primarily attributable to interest expense associated with the senior notes issued in the third quarter of 2020. Interest income in 2021 decreased borrowings under our Revolving Credit Facility in 2017,by $1.4 million as compared to the2020. The decrease in interest income was partially due to lower interest rates on our average cash balances compared with same period in 2016. Interest expense2020.

Loss on Extinguishment of Debt
202120202019
 (Amounts in millions)
Loss on extinguishment of debt$(46.2)$(1.2)$— 
Loss on extinguishment of debt in 20162021 of $46.2 million resulted from the redemption of our 2023 Senior Notes, 2022 Senior Notes and 2022 Euro Senior Notes and the write-off of deferred financing fees due to the amendment and restatement of the previous Senior Credit facility. See Note 13 to our consolidated financial statements included in Item 8 of this Annual Report for additional information on these transactions.

Other Income (Expense), net
202120202019
 (Amounts in millions)
Other income (expense), net$(36.1)$5.2 $(17.6)
Other income (expense), net decreased by $5.2$41.3 million as compared with 2015. The decrease was primarily attributable to decreased commitments and borrowings under our Revolving Credit Facility in 2016, as compared to the same period in 2015.
Interest income in 2017 increased by $0.6 million as compared with 2016. Interest income in 2016 increased by $0.7 million as compared with 2015.
Other (Expense) Income, net
 2017 2016 2015
 (Amounts in millions)
Other (expense) income, net$(16.1) $2.3
 $(39.1)
Other expense, net increased $18.4 million from income of $2.3 million in 20162020, due primarily to a $13.2$50.7 million increase in losses arising from transactions in currencies other than our sites' functional currencies and a $3.6 million increase in losses from foreign exchange contracts. The net change was primarily due to the foreign currency exchange rate movements in the Mexican peso, Euro, Brazilian real and British pound in relation to the U.S. dollar during the year ended December 31, 2017, as compared with the same period in 2016.
Other income, net increased $41.4 million from expense of $39.1 million in 2015 to income of $2.3 million in 2016. The increase was primarily due to a $58.7 million decrease in losses arising from transactions in currencies other than our sites' functional currencies, partially offset by a $18.2$13.6 million decreaseincrease in gains from foreign exchange contracts.  The net change was primarily due to the foreign currency exchange rate movementsmovements in the Brazilian real, Canadian dollar, Emirati dirham, Euro and British pound in relation to the U.S. dollarJapanese yen during the year ended December 31, 2016,2021, as compared with the same period in 2015,2020.

Income Tax and Tax Rate
202120202019
 (Amounts in millions, except percentages)
Provision for (benefit from) income taxes$(2.6)$61.4 $75.5 
Effective tax rate(1.9)%30.4 %23.4 %

Our effective tax rate of (1.9)% for the $18.5 million lossyear ended December 31, 2021 decreased from 30.4% in 2020 primarily due to the net impact of foreign operations, the reversal of certain deferred tax liabilities as a result of legal entity restructurings, favorable resolution of audits in foreign jurisdictions in 2021 and the remeasurementestablishment of our Venezuelan bolivar-denominated net monetarya valuation allowance against certain deferred tax assets in the first quarter of 2015 that did not recur.
Tax Expense and Tax Rate
 2017 2016 2015
 (Amounts in millions, except percentages)
Provision for income taxes$258.7
 $77.4
 $148.4
Effective tax rate98.4% 36.3% 36.0%
On December 22, 2017, the U.S. enacted the Tax Cuts and Jobs Act of 2017 (the “Act”), which significantly changed U.S. tax law.2020. The Act, among other things, lowered the Company’s U.S. statutory federal income tax rate from 35% to 21%2021 effective January 1, 2018, while imposing a deemed repatriation tax on deferred foreign income and implementing a modified territorial tax system. While the Act provides for a territorial tax system, beginning in 2018, it provides for two new anti-base erosion provisions, the global intangible low-taxed income (“GILTI”) provision and the base-erosion and anti-abuse tax (“BEAT”) provision which effectively creates a new minimum tax on certain future foreign earnings.
The 2017 tax rate differed from the federal statutory rate of 35%21% primarily due to the impacts pursuant to enactment of the Act, the net impact of foreign operations and the establishmentreversal of valuation allowances against ourcertain deferred tax assets in various foreign jurisdictions, primarily Mexico, and taxes related to the salesliabilities as a result of the Gestra and Vogt businesses. Ourlegal entity restructurings.


35




The 2020 effective tax rate of 98.4% for the year ended December 31, 2017 increased from 36.3% in 2016 due to the tax impacts described above. The 2016 tax rate differed from the federal statutory rate of 35%21% primarily due to the net impact of foreign operations, tax impacts from our Realignment Programs and losses in certain foreign jurisdictions for which no tax benefit was provided.

The 2015 tax rate differed from the federal statutory rate of 35% primarily due to tax impacts of the Realignment Programs, the non-deductible Venezuelan exchange rate remeasurement loss, and the establishment of a valuation allowance against ourcertain deferred tax assets in Brazil ingiven the amount of $12.6 million, partially offset bycurrent and anticipated impact to the net impact of foreignCompany's operations which includedresulting from the impacts of lower foreign tax ratesCOVID-19 pandemic and changes in our reserves established for uncertain tax positions.the distressed oil prices.
Our effective tax rate is based upon current earnings and estimates of future taxable earnings for each domestic and international location. Changes in any of these and other factors, including our ability to utilize foreign tax credits and net operating losses or results from tax audits, could impact the tax rate in future periods. As of December 31, 2017,2021, we have foreign tax credits of $7.5$86.4 million, expiring in 2026 and 20272028-2031 tax years, against which we recorded a valuation allowance of $7.5$86.4 million. Additionally, we have recorded other net deferred tax assets of $52.0$44.0 million, which relate to net operating losses, tax credits and other deductible temporary differences that are available to reduce taxable income in future periods, most of which do not have a definite expiration. Should we not be able to utilize all or a portion of these credits and losses, our effective tax rate would increase.

Net Earnings and Earnings Per Share
202120202019
 (Amounts in millions, except per share amounts)
Net earnings attributable to Flowserve Corporation$125.9 $130.4 $238.8 
Net earnings per share — diluted$0.96 $1.00 $1.81 
Average diluted shares130.9 131.1 131.7 
 2017 2016 2015
 (Amounts in millions, except per share amounts)
Net earnings attributable to Flowserve Corporation$2.7
 $132.5
 $258.4
Net earnings per share — diluted$0.02
 $1.01
 $1.93
Average diluted shares131.4
 131.0
 133.8

Net earnings in 2017 2021 decreased by $129.8$4.5 million to $2.7$125.9 million, or to $0.02$0.96 per diluted share, as compared with 2016.2020. The decrease was primarily attributable to an increase in loss on extinguishment of debt of $45.0 million, a $67.4$41.3 million decrease in other income (expense), net and a $2.8 million decrease in interest income (expense), net, partially offset by an increase in operating income partially offset by a $18.4of $20.5 million increase in other expense, net, a $0.4 million decrease in interest expense and a $181.3 million increase in tax expense.

Net earnings in 2016 decreased by $125.9 million million to $132.5 million, or to $1.01 per diluted share, as compared with 2015. The decrease was primarily attributable to a $246.7 million decrease in operating income, partially offset by a $41.4 million increase in other income, net, a $5.2 million decrease in interest expense and a $71.0$64.0 million decrease in tax expense.

Other Comprehensive Income (Loss)
202120202019
 (Amounts in millions)
Other comprehensive income (loss)$44.7 $(24.6)$(9.8)
 2017 2016 2015
 (Amounts in millions)
Other comprehensive income (loss)$119.8
 $(85.8) $(156.7)


Other comprehensive income (loss) in 20172021 increased by $205.6 million to $119.8$69.3 million from a loss of $85.8$24.6 million in 2016.2020. The income was primarily due to foreign currency translation adjustments resulting primarily from exchange rate movements of the Euro, British poundColombian peso and Indian rupeeMexican peso versus the U.S. dollar at December 31, 20172021 as compared with 2016.2020.
Other comprehensive loss in 2016 decreased by $70.9 million to $85.8 million as compared to $156.7 million in 2015. The loss was primarily due to foreign currency translation adjustments resulting primarily from exchange rate movements of the British pound, Euro and Mexican peso versus the U.S. dollar at December 31, 2016 as compared with 2015.
Business Segments
We conduct our operations through threetwo business segments based on type of product and how we manage the business. We evaluate segment performance and allocate resources based on each segment’s operating income. See Note 1620 to our consolidated financial statements included in Item 8 of this Annual Report for further discussion of our segments. The key operating results for our threetwo business segments, EPD, IPDFPD and FCD, are discussed below.
Engineered ProductFlowserve Pump Division Segment Results
Our largest business segment is EPD,FPD, through which we design, manufacture, pre-test, distribute and service specialty and highly-engineered custom and other highly-engineeredpre-configured pumps and pump systems, mechanical seals and auxiliary systems (collectively referred to as "original equipment"). EPDFPD includes longer lead time, highly-engineered pump products and mechanical seals that are generally manufactured within shorter lead times. EPDFPD also manufactures replacement parts and related equipment and provides

aftermarket services. EPD primarily FPD primarily operates in the oil and gas, petrochemical, chemical, power generation, chemical,water management and general industries. EPDFPD operates in 4749 countries with 30
36


35 manufacturing facilities worldwide, nine10 of which are located in Europe, nine11 in North America, seveneight in Asia Pacific and fivesix in Latin America, and it has 123we have 134 QRCs, including those co-located in manufacturing facilities and/or shared with FCD.
 FPD
 202120202019
 (Amounts in millions, except percentages)
Bookings$2,675.7 $2,358.4 $3,007.9 
Sales2,470.8 2,675.7 2,706.3 
Gross profit760.4 811.4 899.3 
Gross profit margin30.8 %30.3 %33.2 %
SG&A535.6 552.2 566.3 
Gain on sale of business1.8 — — 
Segment operating income243.2 271.0 343.5 
Segment operating income as a percentage of sales9.8 %10.1 %12.7 %
Backlog (at period end)1,368.9 1,236.9 1,560.9 
 EPD
 2017 2016 2015
 (Amounts in millions, except percentages)
Bookings$1,842.1
 $1,823.8
 $2,065.6
Sales1,775.4
 1,996.0
 2,256.8
Gross profit544.5
 621.6
 738.3
Gross profit margin30.7% 31.1% 32.7%
Segment operating income156.8
 167.4
 320.0
Segment operating income as a percentage of sales8.8% 8.4% 14.2%
Backlog (at period end)1,027.7
 968.8
 1,160.5

Bookings in 20172021 increased by $18.3$317.3 million,, or 1.0%13.5%, as compared with 2016 and included an order for approximately $80 million to provide pumps and related equipment for the Hengli Integrated Refining Complex Project in China.2020. The increase included currency benefits of approximately $11$44 million. The increase in customer bookings was primarily driven by increased orders in the oil and gas, chemical, general and chemicalwater industries, partially offset by a decreasedecreased bookings in the power generation and general industries. Customerindustry. Increased customer bookings increased $112.8of $172.8 million into Asia Pacific and $39.0North America, $91.5 million into the Middle East, $43.9 million into Europe, $26.5 million into Africa and $44.2 million into Latin America, were partially offset by decreased customer bookings of $60.1$64.9 million into the Middle East, $46.9 million into Europe, $20.0 million into North America and $18.4 million into Latin America.Asia Pacific. The increase in customer bookings was driven by customer original equipmentmore heavily weighted towards aftermarket bookings. Of the $1.8$2.7 billion of bookings in 2017,2021, approximately 51%39% were from oil and gas, 19% from chemical, 17%25% from general industries, and 13%21% from chemical, 10% from power generation. Interdivision bookings (which are eliminatedgeneration and are not included5% from water management.
Sales in consolidated bookings as disclosed above) increased $6.6 million.
Bookings in 20162021 decreased by $241.8$204.9 million, or 11.7%7.7%, as compared with 2015. The decrease included negative currency effects of approximately $76 million. The decrease in customer bookings was primarily driven by the oil and gas and general industries, and to a lesser extent, the chemical industry. Customer bookings decreased $87.0 million into Europe, $52.0 million into Latin America, $38.0 million into North America, $36.4 million into the Middle East, $26.2 million into Asia Pacific and $2.6 million into Africa. The decrease was primarily driven by decreased customer original equipment bookings. Of the $1.8 billion of bookings in 2016, approximately 48% were from oil and gas, 17% from general industries, 18% from chemical, and 17% from power generation. Interdivision bookings (which are eliminated and are not included in consolidated bookings as disclosed above) decreased $8.4 million.
Sales in 2017 decreased $220.6 million, or 11.1%, as compared with 2016.2020. The decrease included currency benefits of approximately $13$44 million. The decrease was more heavily weighted towardsdriven primarily by customer original equipment, sales, resultingresulting from decreased customer sales of $129.2$86.3 million into North America, $64.0 million into Latin America, $15.0 million into Europe, $11.2$29.0 million into the Middle East, and $6.3$56.4 million into Africa. InterdivisionAsia Pacific, $20.1 million into Africa and $39.0 million into Europe, partially offset by increased sales (which are eliminated and are not includedof $19.3 million into Latin America.
Gross profit in consolidated sales as disclosed above) increased $4.5 million.
Sales in 20162021 decreased $260.8by $51.0 million, or 11.6%6.3%, as compared with 2015. The decrease included negative currency effects of approximately $88 million. The decrease was proportionally driven by decreased original equipment and aftermarket sales, resulting from decreased customer sales of $110.2 million into Latin America, $84.3 million into North America, $27.7 million into Europe, $19.3 million into Africa, $13.5 million into Asia Pacific and $2.0 million into the Middle East. Interdivision sales (which are eliminated and are not included in consolidated sales as disclosed above) decreased $14.0 million.
2020. Gross profit in 2017 decreased by $77.1 million, or 12.4%, as compared with 2016. Gross profit margin in 20172021 of 30.7% decreased30.8% increased from 31.1%30.3% in 2016.2020. The decreaseincrease in gross profit margin was primarily attributable to the negative impact of decreased sales on our absorption of fixed manufacturing costs and lower margin projects that shipped from backlog, partially offset by lower costscharges and increased savings under our realignment actions as compared to the same period in 2020, a $9.2 million charge of underutilized capacity manufacturing costs expensed related to our Realignment Programs,the COVID-19 pandemic in 2020 that did not recur and a mix shift to higher margin aftermarket sales, partially offset by revenue recognized on lower margin original equipment orders and $10.9 million of chargeslower customer sales volumes due to write down inventorysupply chain and logistical impacts related to COVID-19.
SG&A in Brazil in 2016 that did not recur.
Gross profit in 20162021 decreased by $116.7$16.6 million, or 15.8%3.0%, as compared with 2015. Gross profit margin in 20162020. Currency effects provided an increase of 31.1% decreased from 32.7% in 2015.approximately $8 million. The decrease in gross profit marginSG&A, including currency, was primarily attributabledue to the negative impact

offavorable impacts on SG&A due to a decrease in travel, administrative and selling-related expenses, lower bad debt expense and decreased sales on our absorption of fixed manufacturing costs, a charge to write down inventory in Brazilcharges and increased charges related tosavings under our Realignment Programs,realignment actions, partially offset by realignment savings achieved.increased broad-based annual incentive compensation as compared to the same period in 2020.
Operating income in 20172021 decreased by $10.6$27.8 million, or 6.3%10.3%, as compared with 2016.2020. The decrease included currency benefits of approximately $1$6 million. The decrease was due to the $77.1$51.0 million decrease in gross profit, partially offset by a $58.8the $16.6 million decrease in SG&A (including an increase due to currency effects of approximately $2 million). The decrease in SG&A is primarily due to EPD's $71.2 million portion of the $73.5 million reserve established for our primary Venezuelan customer in the third quarter of 2016 that did not recur and decreased charges and increased savings related to our Realignment Programs, partially offset by a $26.0 million impairment charge in the second quarter of 2017 related to our manufacturing facility in Brazil.&A.
Operating income in 2016 decreased by $152.6 million, or 47.7%, as compared with 2015. The decrease included negative currency effects of approximately $10 million. The decrease was due to the $116.7 million decrease in gross profit, a $31.4 million increase in SG&A (including a decrease due to currency effects of approximately $22 million) and a $7.7 million loss on the sale of a non-strategic foundry business. The increase in SG&A is primarily due to increased bad debt expense as a result of EPD's $71.2 million portion of the $73.5 million reserve established for our primary Venezuelan customer in the third quarter of 2016, partially offset by savings achieved related to our Realignment Programs and lower selling-related expenses.
Backlog of $1.0$1.4 billion at December 31, 20172021 increased by $58.9$132.0 million, or 6.1%10.7%, as compared with December 31, 2016. Currency effects provided an increase of approximately $52 million. Backlog at December 31, 2017 included $16.0 million of interdivision backlog (which is eliminated and not included in consolidated backlog as disclosed above). Backlog of $1.0 billion at December 31, 2016 decreased by $191.7 million, or 16.5%, as compared with December 31, 2015.2020. Currency effects provided a decrease of approximately $2$29 million. The decrease includes the impact of cancellations of orders booked during prior years. Order cancellations do not typically result in material negative impacts to our financial results due to the cancellation provisions of our long lead time contracts. Backlog at December 31, 2016 included $11.7 million of interdivision backlog (which is eliminated and not included in consolidated backlog as disclosed above).
Industrial Product Division Segment Results
Through IPD we design, manufacture, distribute and service engineered and pre-configured industrial pumps and pump systems, including submersible motors and specialty products, collectively referred to as "original equipment." Additionally, IPD manufactures replacement parts and related equipment, and provides a full array of support services, collectively referred to as "aftermarket". IPD primarily operates in the oil and gas, chemical, water management, power generation and general industries. IPD operates 19 manufacturing facilities, five of which are located in the U.S and eight in Europe and six in Asia and it operates 30 QRCs worldwide, including 19 sites in Europe and six in the U.S. two in Latin America and three in Asia, including those co-located in manufacturing facilities and/or shared with EPD.
37

 IPD
 2017 2016 2015
 (Amounts in millions, except percentages)
Bookings$821.7
 $797.7
 $887.2
Sales775.2
 835.1
 981.9
Gross profit143.6
 182.5
 238.7
Gross profit margin18.5 % 21.9 % 24.3%
Segment operating (loss) income(49.5) (6.4) 29.1
Segment operating (loss) income as a percentage of sales(6.4)% (0.8)% 3.0%
Backlog (at period end)424.3
 375.6
 424.6


Bookings in 2017 increased by $24.0 million, or 3.0%, as compared with 2016. The increase included currency benefits of approximately $7 million. The increase in customer bookings was primarily driven by the oil and gas and general industries, partially offset by a decrease in the chemical industry. Bookings increased $23.8 million into Europe, $19.3 million into Latin America and $12.6 million into North America and were partially offset by decreased bookings of $22.5 million into the Middle East and $18.2 million into Asia Pacific. The increase was driven by customer original equipment bookings. Of the $821.7 million of bookings in 2017, approximately 45% were from general industries, 19% from chemical, 17% from oil and gas, 13% from water management and 6% from power generation. Interdivision bookings (which are eliminated and are not included in consolidated bookings as disclosed above) increased $1.7 million.

Bookings in 2016 decreased by $89.5 million, or 10.1%, as compared with 2015. The decrease included negative currency effects of approximately $10 million. The decrease in customer bookings was primarily driven by the oil and gas, power generation and chemical industries. Bookings decreased $36.7 million into Asia Pacific, $19.1 million into Europe, $12.5 million into Africa, $7.7 million into Latin America and $7.2 million into North America. The decrease was driven by customer original equipment bookings. Of the $797.7 million of bookings in 2016, approximately 44% were from general industries, 22% from chemical, 14% from oil and gas, 14% from water management and 6% from power generation. Interdivision bookings (which are eliminated and are not included in consolidated bookings as disclosed above) decreased $7.4 million.
Sales in 2017 decreased by $59.9 million, or 7.2%, as compared with 2016. The decrease included currency benefits of approximately $8 million and was driven by decreased customer original equipment sales. Customer sales decreased $35.0 million into Asia Pacific, $26.0 million into North America, $14.1 million into Africa and $5.7 million into Latin America, partially offset by increased sales of $10.0 million into the Middle East and $7.4 million into Europe. Interdivision sales (which are eliminated and are not included in consolidated sales as disclosed above) increased $0.4 million.

Sales in 2016 decreased by $146.8 million, or 15.0%, as compared with 2015. The decrease included negative currency effects of approximately $13 million and was primarily driven by customer original equipment sales. Customer sales decreased $54.8 million into Europe, $31.3 million into North America, $17.8 million into Asia Pacific, $14.5 million into the Middle East, $13.1 million into Latin America and $5.4 million into Africa. Interdivision sales (which are eliminated and are not included in consolidated sales as disclosed above) decreased $9.0 million.
Gross profit in 2017 decreased by $38.9 million, or 21.3%, as compared with 2016. Gross profit margin in 2017 of 18.5% decreased from 21.9% in 2016. The decrease in gross profit margin was primarily attributable to a $16.9 million charge in the second quarter of 2017 for costs incurred related to a contract to supply oil and gas platform equipment to an end user in Latin America and the negative impact of decreased sales on our absorption of fixed manufacturing costs, partially offset by lower charges and increased savings related to our Realignment Programs.
Gross profit in 2016 decreased by $56.2 million, or 23.5%, as compared with 2015. Gross profit margin in 2016 of 21.9% decreased from 24.3% in 2015. The decrease in gross profit margin was primarily attributable to the negative impact of decreased sales on our absorption of fixed manufacturing costs, lower margin projects that shipped from backlog and the unfavorable impact of short-term operational inefficiencies related to the initial execution of certain Realignment Programs, partially offset by savings achieved related to our Realignment Programs and the reduced impact of SIHI purchase accounting adjustments in 2016.
Operating loss for 2017 increased by $43.1 million, or 673.4%, as compared with 2016. The increase included negative currency effects of approximately $1 million. The increase was primarily due to the $38.9 million decrease in gross profit and a $4.2 million increase in SG&A (including an increase due to currency effects of approximately $2 million). The increase in SG&A is primarily due to increased charges related to our Realignment Programs which were partially offset by increased savings related to our Realignment Programs.
Operating loss for 2016 decreased by $35.5 million, or 122.0%, as compared with 2015. The decrease included currency benefits of approximately $1 million. The decrease was primarily due to the $56.2 million decrease in gross profit, partially offset by a $20.8 million decrease in SG&A related primarily to savings achieved and decreased charges related to our Realignment Programs, lower SIHI integration costs and lower selling-related expenses.
Backlog of $424.3 million at December 31, 2017 increased by $48.7 million, or 13.0%, as compared with December 31, 2016. Currency effects provided an increase of approximately $38 million. Backlog at December 31, 2017 included $17.3 million of interdivision backlog (which is eliminated and not included in consolidated backlog as disclosed above). Backlog of $375.6 million at December 31, 2016 decreased by $49.0 million, or 11.5%, as compared with December 31, 2015. Currency effects provided a decrease of approximately $17 million. Backlog at December 31, 2016 included $14.2 million of interdivision backlog (which is eliminated and not included in consolidated backlog as disclosed above).
Flow Control Division Segment Results
Our second largest business segment is FCD which designs, manufactures, distributes and distributesservices a broad portfolio of engineered-to-orderengineered and configured-to-orderindustrial valve and automation solutions, including isolation valves,and control valves, valve automation products, boileractuation, controls and related services.equipment. FCD leverages its experience and application know-how by offering a complete menu of engineeredengineering and project management services to complement its expansive product portfolio. FCD has a total of 4745 manufacturing facilities and QRCs in 2122 countries around the world, with five of its 2219 manufacturing operations located in the U.S., 10eight located in Europe, and sixfive located in

Asia Pacific. Based on independent industry sources, wePacific and one located in Latin America. We believe that FCD is the thirdsecond largest industrial valve supplier on a global basis.in the world.
 FCD
 202120202019
 (Amounts in millions, except percentages)
Bookings$1,112.8 $1,065.8 $1,240.9 
Sales1,075.9 1,057.5 1,238.9 
Gross profit316.7 321.9 405.5 
Gross profit margin29.4 %30.4 %32.7 %
SG&A197.4 196.3 213.6 
Segment operating income119.7 125.6 191.9 
Segment operating income as a percentage of sales11.1 %11.9 %15.5 %
Backlog (at period end)639.8 623.1 600.0 
 FCD
 2017 2016 2015
 (Amounts in millions, except percentages)
Bookings$1,225.7
 $1,216.8
 $1,318.5
Sales1,188.1
 1,233.7
 1,415.5
Gross profit395.1
 427.4
 496.8
Gross profit margin33.3% 34.6% 35.1%
Segment operating income321.2
 198.6
 233.6
Segment operating income as a percentage of sales27.0% 16.1% 16.5%
Backlog (at period end)617.4
 584.5
 622.0

Bookings in 20172021 increased $8.9$47.0 million,, or 0.7%4.4%, as compared with 2016.2020. The increase included currency benefits of approximately $20 million. The increase in customer bookings was driven by higher bookings in general, chemical and power generation industries, partially offset by lower bookings in the oil and gas industry. Increased customer bookings of $82.1 million into North America and $8.0 million into Europe, were partially offset by decreased bookings of $28.5 million into Asia Pacific, $6.7 million into the Middle East, $6.6 million into Latin America and $0.3 million into Africa. The increase was driven by original equipment bookings. Of the $1.1 billion of bookings in 2021, approximately 33% were from chemical, 26% were from oil and gas, 26% from general industries and 15% from power generation.
Sales in 2021 increased by $18.4 million, or 1.7%, as compared with 2020. The increase included currency benefits of approximately $9 million. The increase in customer bookings$22 million and was primarily driven by the oil and gas, water management and power generation industries and was partially offset by decreasedincreased customer bookings in general industries. Increased customer bookings of $43.2 million into North America, $39.4aftermarket sales. Sales increased $65.8 million into Asia Pacific, and $10.0 million into Africa were largely offset by decreased bookings of $66.8 million into Europe and $18.8 million into Latin America. The increase was driven by customer aftermarket bookings. Of the $1.2 billion of bookings in 2017, approximately 32% were from oil and gas, 29% from chemical, 21% from general industries, 16% from power generation and 2% from water management.

Bookings in 2016 decreased $101.7 million, or 7.7%, as compared with 2015. The decrease included negative currency effects of approximately $22 million. The decrease in customer bookings was primarily driven by the oil and gas industry, and to a lesser extent, the general and chemical industries. Decreased customer bookings of $69.6 million into North America and $46.7 million into the Middle East were partially offset by increased bookings of $22.7 million into Europe and $6.6 million into Latin America. The decrease was primarily driven by decreased customer original equipment bookings. Of the $1.2 billion of bookings in 2016, approximately 31% were from oil and gas, 28% from chemical, 24% from general industries, 16% from power generation and 1% from water management.
Sales in 2017 decreased by $45.6 million, or 3.7%, as compared with 2016. The decrease included currency benefits of approximately $13 million and was driven by decreased customer original equipment sales. Sales decreased $21.4 million into Europe, $17.7$2.3 million into the Middle East and $16.1$4.2 million into Latin America, partially offset by an increasedecreased customer sales of $6.8$37.1 million into Asia Pacific.North America, $5.9 million into Europe and $5.3 million into Africa.

SalesGross profit in 20162021 decreased by $181.8$5.2 million, or 12.8%1.6%, as compared with 2015. The decrease included negative currency effects of approximately $14 million and was primarily driven by decreased customer original equipment sales. Sales decreased $83.5 million into Asia Pacific, $62.7 million into Europe, $45.0 million into North America and $18.3 million into Latin America, partially offset by an increase of $25.9 million into the Middle East.
Gross profit in 2017 decreased by $32.3 million, or 7.6%, as compared with 2016.2020. Gross profit margin in 20172021 of 33.3%29.4% decreased from 34.6% for the same period30.4% in 2016.2020. The decrease in gross profit margin was primarily attributable to the negative impact of decreased salesrevenue recognized on our absorption of fixed manufacturing costslower margin original equipment orders, inflationary cost pressure and lower margin projects shipped from backlog,sales volume due to supply chain and logistical impacts related to COVID-19, partially offset by a mix shift to higher margin aftermarket sales, a $5.8 million charge of underutilized capacity manufacturing costs expensed related to the COVID-19 pandemic in 2020 that did not recur and decreased charges and increased savings achieved related tounder our Realignment Programsrealignment actions as compared to the same period in 2016.2020.

Gross profitSG&A in 2016 decreased2021 increased by $69.4$1.1 million, or 14.0%,0.6% as compared with 2015. Gross profit margin2020. Currency effects provided an increase of approximately $3 million. The increase in 2016 of 34.6% decreased from 35.1% for the same period in 2015. The decrease in gross profit marginSG&A was primarily attributabledue to the negative impact of decreased sales on our absorption of fixed manufacturing costs and lower margin projects that shipped from backlog, partiallyincreased selling-related costs, partially offset by savings achieveddecreased charges and decreased chargesincreased savings related to our Realignment Programsrealignment actions as compared to the same period in 2015.2020.
Operating income in 2017 increased2021 decreased by $122.6$5.9 million, or 61.7%4.7%, as compared with 2016.2020. The increasedecrease included currency benefits of approximately $2 million. The increase was primarily attributable to the $141.2 million of pre-tax gain from the sales of the Gestra and Vogt businesses and a decrease in SG&A of $14 million (including an increase due to currency effects of approximately $1 million), partially offset by the $32.3 million decrease in gross profit. The decrease in SG&A was primarily due to savings achieved related to our Realignment Programs compared to the same period in 2016.

Operating income in 2016 decreased by $35.0 million, or 15.0%, as compared with 2015. The decrease included negative currency effects of approximately $3 million. The decrease was primarily attributabledue to the $69.4$5.2 million decrease in gross profit partially offset byand the $34.4 million decrease in SG&A. The decreaseincrease in SG&A was primarily due to savings achieved and decreased charges related to our Realignment Programs and lower selling-related expenses as compared to the same period in 2015.of $1.1 million.
Backlog of $617.4$639.8 million at December 31, 20172021 increased by $32.9$16.7 million, or 5.6%2.7%, as compared with December 31, 2016.2020. Currency effects provided an increasea decrease of approximately $20 million. Backlog of $584.5 million at December 31, 2016 decreased by $37.5 million, or 6.0%, as compared with December 31, 2015. Currency effects provided an increase of less than $1$13 million.


38


LIQUIDITY AND CAPITAL RESOURCES
Cash Flow Analysis
202120202019
 (Amounts in millions)
Net cash flows provided (used) by operating activities$250.1 $310.5 $324.1 
Net cash flows provided (used) by investing activities(59.5)(41.7)(33.4)
Net cash flows provided (used) by financing activities(599.7)147.6 (231.5)
 2017 2016 2015
 (Amounts in millions)
Net cash flows provided by operating activities$311.1
 $240.5
 $440.8
Net cash flows provided (used) by investing activities176.6
 (91.5) (525.3)
Net cash flows (used) provided by financing activities(185.4) (143.7) 37.7
The following is a discussion and analysis of the Company’s liquidity and capital resources for the years ended December 31, 2021 and 2020. A discussion of changes in the Company’s liquidity and capital resources for the year ended December 31, 2020 and 2019 can be found in Part II, “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations - Liquidity and Capital Resources” of our Annual Report on Form 10-K for the fiscal year ended December 31, 2020, filed with the SEC on February 23, 2021.

Existing cash, cash generated by operations and borrowings available under our existing revolvingsenior credit facility are our primary sources of short-term liquidity. We monitor the depository institutions that hold our cash and cash equivalents on a regular basis, and we believe that we have placed our deposits with creditworthy financial institutions. Our sources of operating cash generally include the sale of our products and services and the conversion of our working capital, particularly accounts receivable and inventories. Our total cash balance at December 31, 20172021 was $703.4$658.5 million,, compared with $367.2$1,095.3 million at December 31, 2016 and $366.4 million at 2020.
At December 31, 2015.
Our2021 our cash provided by operating activities was $311.1$250.1 million, $240.5 compared to $310.5 million and $440.8 million in 2017, 2016 and 2015, respectively,2020, which provided cash to support short-term working capital needs. Cash flow provided by working capital increased in 20172021 due primarily to higher cash provided by lower accounts receivablecontract assets, net of $60.2$74.3 million and higher contract liabilities of $14.2 million, partially offset by cash used by higher inventory, net of $32.1 million, lower inventoryaccounts payable of $48.6$19.5 million and higher accounts payablereceivable, net of $12.4$8.7 million. During 2017, we contributed $44.9 million to our defined benefit pension plans. Working capital increased in 2016 due primarily to lower accounts payable of $71.0 million and lower accrued liabilities of $88.8 million, partially offset by higher cash provided by lower accounts receivable of $36.9 million and lower inventory of $52.9 million. During 2016, we contributed $42.5 million to our defined benefit pension plans.
DecreasesIncreases in accounts receivable provided $60.2used $8.7 million of cash flow in 2017, as2021, compared with $36.9to cash flow provided of $45.6 million in 2016 and $53.1 million in 2015. The decrease in accounts receivable in 2017 was partially attributable to lower sales during the period as compared to the same period in 2016. 2020. For the fourth quarter of 20172021 our days' sales outstanding ("DSO") was 7572 days as compared to 7469 days for 2016 and 72 days for 2015.in 2020. We have not experienced a significant increase in customer payment defaults in 2017.2021.
DecreasesIncreases in inventory provided $48.6used $32.1 million of cash flow in 20172021 as compared with $52.9cash used of $15.3 million in 2016 and a use of $21.3 million in 2015.2020. The source of cash used from inventory in 20172021 was primarily due to decreasedan increase in work in process and finished goods inventory and in 2016 was primarily a result of decreased backlog.process. Inventory turns were 3.3 times3.8 times at December 31, 2017,2021, as compared with 3.34.1 times for 2016 and 3.7 for 2015.2020. Our calculation of inventory turns does not reflect the impact of advanced cash received from our customers.
IncreasesDecreases in accounts payablecontract assets provided $12.4$74.3 million of cash flow and increases in contact liabilities provided $14.2 million of cash flow in 20172021.
Decreases in accounts payable used $19.5 million of cash flow in 2021 compared with a usecash used of $71.0$22.6 million  in 2016.2020. Decreases in accrued liabilities and income taxes payable used $3.4$13.9 million of cash flow in 20172021 compared with $88.8to cash flow provided of $50.2 million in 2016.2020.
Cash flows providedused by investing activities were $176.6$59.5 million in 2017,2021, as compared to a use $41.7 million in 2020. The increase of cash used in 2021 was primarily due to lower cash proceeds provided from the disposal of $91.5assets during the year of $13.0 million and $525.3 million in 2016 and 2015, respectively. Cash flow provided by investing activities include $232.8 millionnet affiliate investment activity of net proceeds from the sale of our Gestra and Vogt businesses. Cash outflows for 2015 resulted primarily from payments for the SIHI acquisition of $353.7$7.2 million. Capital expenditures were $61.6 million, $89.7 million and $181.9$54.9 million in 2017, 2016 and 2015, respectively.2021, as compared to $57.4 million in 2020. In 2018,2022, we currently estimate capital expenditures to be between $80$70 million and $90$80 million, before consideration of any acquisition activity.

Cash flows used by financing activities were $185.4$599.7 million in 20172021 compared to $143.7cash flow used of $147.6 million in 2016 and a source of cash of $37.7 million in 2015.2020. Cash outflows during 20172021 resulted primarily from $99.2the $1,243.5 million in payments on senior notes resulting from the redemption of our 2022 Euro Senior Notes, 2023 Senior Notes and 2022 Senior Notes in 2021, $104.6 million of dividend payments and $60.0the repurchase of $17.5 million of our common stock, partially offset by $498.3 million in payments on long-term debt. Cash outflows during 2016 resulted primarily from $97.7 million of dividend payments and $60.0 million in payments on long-term debt. Cash inflows during 2015 resulted primarily from the $526.3 million innet proceeds from the issuance of the 2022 EURsenior notes due January 15, 2032 ("2032 Senior Notes, partially offset by outflows fromNotes") and $300.0 million of proceeds related to the repurchase of $303.7 millionunsecured term loan facility draw.
39


In 2021 we repurchased 440,000 shares of our outstanding common stock $93.7 million of dividend payments and $45.0 million in payments on long-term debt.
We have maintained our previously-announced policy of annually returning 40% to 50% of running two-year average net earnings to shareholders following attainment of the previously announced target leverage ratio. On November 13, 2014, our Board of Directors approved a $500.0 million share repurchase authorization, of which asfor $17.5 million. As of December 31, 20172021, we had $160.7$96.1 million of remaining capacity. While we intend to adhere to this policy forcapacity under our share repurchase plan previously approved by the foreseeable future, any future returns of cash through dividends and/or share repurchases, will be reviewed individually, declared by our Board of Directors and implemented by management at its discretion, depending on our financial condition, business opportunities and market conditions at such time.Directors.
Our material cash needsrequirements for the next 12 months, include our estimated 2022 capital expenditures described above, our contractual obligations summarized below under the subheading "--Contractual Obligations", and a one-time tax payment of approximately $29 million associated with accrued withholding taxes related to foreign undistributed earnings. In the aggregate, our cash needs in 2022 are expected to be comparable tolower than those of 2017.2021 due to anticipated benefits from working capital reductions and lower long-term debt repayments from financing activities. We believe cash flows from operating activities, combined with availability under our Revolving Credit Facilitysenior credit facility and our existing cash balances, will be sufficient to enable us to meet our cash flow needs for the next 12 months. However, cash flows from operations could be adversely affected by a continued decrease in the rate of general global economic growth and an extended decrease in capital spending of our customers, as well as economic, political and other risks associated with sales of our products, operational factors, competition, regulatory actions, fluctuations in foreign currency exchange rates and fluctuations in interest rates, among other factors. We believe that cash flows from operating activities and our expectation of continuing availability to draw upon our credit agreements are also sufficient to meet our cash flow needs for periods beyond the next 12 months.
Acquisitions and Dispositions
We regularly evaluate acquisition opportunities of various sizes. The cost and terms of any financing to be raised in conjunction with any acquisition, including our ability to raise economical capital, is a critical consideration in any such evaluation.
Note 2 to our consolidated financial statements included in Item 8 of this Annual Report contains a discussion of our disposition and acquisition activity.
Financing
OurOn September 13, 2021 ("Closing Date"), we amended and restated our credit agreement ("Amended and Restated Credit Agreement") under our Senior Credit Facility ("Credit Facility") with Bank of America, N.A. ("Administrative Agent") and the other lenders to provide greater flexibility in maintaining adequate liquidity and access to available borrowings. The Amended and Restated Credit Agreement, (i) retained, from the previous credit agreement, the $800.0 million unsecured Revolving Credit Facility, which includes a $750.0 million sublimit for the issuance of letters of credit and a $30.0 million sublimit for swing line loans ii) provides for an initial $400.0up to $300 million term loan (“Term Loan Facility”) and a $1.0 billion revolving credit facility (“Revolving Credit Facility” and, together with theunsecured Term Loan Facility (the "Term Loan"), (iii) extends the “Senior Credit Facility”) with amaturity date of the agreement to September 13, 2026, (iv) reduces commitment fees, (v) extends net leverage ratio covenant definition through the maturity of October 14, 2020. the agreement, and (vi) provides the ability to make certain adjustments to the otherwise applicable commitment fee, interest rate and letter of credit fees based on the Company’s performance against to-be-established key performance indicators with respect to certain of the Company’s environmental, social and governance targets. Most other terms and conditions under the previous Credit Facility remained unchanged.
On June 30, 2017, we amended our existingthe Closing Date, approximately $300.0 million was drawn under the unsecured Term Loan to fund, in part, the previously announced redemption of the Company’s 2022 Senior Credit Facility. The amendment, among other changes, includes the following: (i) a decrease ofNotes and 2023 Senior Notes.
The interest rates per annum applicable to the Revolving Credit Facility commitment from $1.0 billionare unchanged under the Amended and Restated Credit Agreement. The interest rates per annum applicable to $800 million, (ii) an increase of the leverage ratio from 3.50Credit Facility, other than with respect to 4.00 times debtswing line loans, are LIBOR plus between 1.000% to total Consolidated EBITDA through June 30, 2019, with a step-down to 3.75 for any fiscal quarter ending after July 1, 2019, (iii) the addition of a new pricing level1.750%, depending on our senior unsecured long-term debt ratings for Ba2/BB, with an increaserating by either Moody’s Investors Service, Inc. ("Moody's") or Standard & Poor’s Financial Services LLC ("S&P"), or, at our option, the Base Rate (as defined in the Amended and Restated Credit Agreement) plus between 0.000% to 0.750% depending on our debt rating by either Moody’s or S&P. At December 31, 2021, the interest rate margin for LIBOR loans to 2.00% and for base rate loans to 1.00% and (iv) a revision to the restrictions on the ability to incur debt by decreasing the maximum principal amount of priority debt allowed from 15% to 7.5% of the consolidated tangible assets and a decrease on the maximum amount of receivables that could be securitized from $200 million to $100 million. Subject to certain conditions, we have the right to increase the amount of the Term Loan Facility or the Revolving Credit Facility by an aggregate amount not to exceed $400.0 million. All other material termswas LIBOR plus 1.375% in the case of LIBOR loans and the Base Rate plus 0.375% in the case of Base Rate loans. In addition, a commitment fee is payable quarterly in arrears on the daily unused portions of the Credit Facility. The commitment fee will be between 0.080% and 0.250% of unused amounts under the Senior Credit Facility remained unchanged. depending on our debt rating by either Moody’s or S&P. The commitment fee was 0.175% (per annum) during the period ended December 31, 2021.
Under the terms and conditions of the Amended and Restated Credit Agreement, interest rates per annum applicable to the Term Loan are stated as LIBOR plus between 0.875% to 1.625%, depending on the Company’s debt rating by either Moody’s or S&P, or, at the option of the Company, the Base Rate plus between 0.000% to 0.625% depending on the Company’s debt rating by either Moody’s or S&P.
A discussion of our debt and related covenants is included in Note 1013 to our consolidated financial statements included in Item 8 of this Annual Report. We were in compliance with allthe covenants as of December 31, 2017.2021.
Certain financing arrangements contain provisions that may result in an event of default if there was a failure under other financing arrangements to meet payment terms or to observe other covenants that could result in an acceleration of payment due. Such provisions are referred to as "cross default" provisions. The Senior Credit Facility and the Senior Notes as described in Note 10 to our consolidated financial statements included in Item 8 of this Annual Report are cross-defaulted to each other.
The rating agencies assign credit ratings to certain of our debt. Our access to capital markets and costs of debt could be directly affected by our credit ratings. Any adverse action with respect to our credit ratings could generally cause borrowing costs to increase and the potential pool of investors and funding sources to decrease. In particular, a decline in credit ratings would increase the cost of borrowing under our Senior Credit Facility.

Liquidity Analysis
40


Our cash balance increaseddecreased by $336.3$436.8 million to $703.4$658.5 million as of December 31, 20172021 as compared with December 31, 2016.2020. The cash increasedecrease included $311.1$1,243.5 million in payments on senior notes, $104.6 million in dividend payments, $54.9 million in capital expenditures and the repurchase of $17.5 million of our common stock, partially offset by $250.1 million in operating cash flowsinflows and $232.8$498.3 million ofin net proceeds from the saleissuance of our Gestra and Vogt businesses, partially offset by $61.6the 2032 Senior Notes.
During 2021 we contributed $20.0 million in capital expenditures, $99.2 million in dividend payments and $60.0 million in payments on long-term debt.
Approximately 36% of our currently outstanding Term Loan Facility and $22.2 million of other short-term borrowings are due to mature in 2018 and 2019. Our Senior Credit Facility matures in October 2020. As of December 31, 2017, we had no revolving loans and $94.8 million letters of credit outstanding under our $800.0 million Revolving Credit Facility. Our Revolving Credit Facility is committed and held by a diversified group of financial institutions. For additional information on our Senior Credit Facility, see Note 10 to our consolidated financial statements includedU.S. pension plan, compared to no contributions in Item 8 of this Annual Report.
2020. At December 31, 20172021 and 2016,2020, as a result of increases inthe values of the plan’s assets and our contributions to the plan, our U.S. pension plan was fully-funded as defined by applicable law. After considerationAs of our intent to maintain fully funded status, we contributed $20.0 million to ourDecember 31, 2021 direct benefits paid by the U.S. pension plan in 2017, excluding direct benefits paid of $3.8were $3.9 million. We continue to maintain an asset allocation consistent with our strategy to maximize total return, while reducing portfolio risks through asset class diversification.
At December 31, 2017, $635.3 million of our total cash balance of $703.4 million was held by foreign subsidiaries, $529.2 million of which we consider permanently reinvested outside the U.S. Based on the expected 2018 liquidity needs of our various geographies, we currently do not anticipate the need to repatriate any permanently reinvested cash to fund domestic operations that would generate adverse tax results. However, in the event this cash is needed to fund domestic operations, we estimate the $529.2 million could be repatriated resulting in a U.S. cash tax liability between $5 million and $15 million. 

OUTLOOK FOR 2018
Our future results of operations and other forward-looking statements contained in this Annual Report, including this MD&A, involve a number of risks and uncertainties — in particular, the statements regarding our goals and strategies, new product introductions, plans to cultivate new businesses, future economic conditions, revenue, pricing, gross profit margin and costs, capital spending, expected cost savings from our realignment programs, depreciation and amortization, research and development expenses, potential impairment of assets, tax rate and pending tax and legal proceedings. Our future results of operations may also be affected by employee incentive compensation including our annual program and the amount, type and valuation of share-based awards granted, as well as the amount of awards forfeited due to employee turnover. In addition to the various important factors discussed above, a number of other factors could cause actual results to differ materially from our expectations. See the risks described in "Item 1A. Risk Factors" of this Annual Report.
Our bookings were $3,803.9 million during 2017. Because a booking represents a contract that can be, in certain circumstances, modified or canceled, and can include varying lengths between the time of booking and the time of revenue recognition, there is no guarantee that bookings will result in comparable revenues or otherwise be indicative of future results.
The outlook for the oil and gas industry is heavily dependent on the demand growth from both mature markets and developing geographies. In the short-term, we believe that an improved oil price outlook will somewhat positively impact oil and gas upstream investment and impact mid-stream and downstream investment to a lesser extent. In addition, a recovery in the overall level of spending by oil and gas companies could continue to increase demand for our aftermarket products and services. We believe the medium and long-term fundamentals for this industry remain solid as the industry works through current excess supply while projected depletion rates of existing fields and forecasted long-term demand grow. With our long-standing reputation in providing successful solutions for upstream, mid-stream and downstream applications, along with the advancements in our portfolio of offerings, we believe that we continue to be well-positioned to assist our customers in this challenging environment.
We expect a continued competitive economic environment in 2018. Continued execution of our Realignment Programs and investments in broad-based employee incentive compensation, while providing long-term benefits, will pressure operating margins in 2018. We anticipate benefits from the continuation of our end-user strategies, the strength of our high margin aftermarket business, continued disciplined cost management, our diverse customer base, our broad product portfolio and our unified operating platform. Similar to prior years, we expect our results will be weighted towards the second half of the year.  While we believe that our primary markets continue to provide opportunities, we remain cautious in our outlook for 2018 given the continuing uncertainty of capital spending in many of our markets and global economic conditions.
On December 31, 2017, we had $1,388.6 million of fixed-rate Senior Notes outstanding and $164.4 million of variable-rate debt under our Term Loan Facility.  As of December 31, 2017,2021, we had no variable to fixed interest rate derivative contracts.

However, because a portionapproximately $1,273 million of our debt carries a variable rate of interest, our debt is subject to volatility in rates, which could impact interest expense. We expect our interest expense in 2018 will be relatively consistent with amounts incurred in 2017. Our results of operations may also be impacted by unfavorable foreign currency exchange rate movements. See “Item 7A. Quantitative and Qualitative Disclosures about Market Risk” of this Annual Report.
We expect to generate sufficient cash from operations and have sufficient capacity under our Revolving Credit Facility to fund our working capital, capital expenditures, dividend payments, share repurchases, debt payments and pension plan contributions in 2018. The amountliquidity, consisting of cash generated or consumed by working capital is dependent on our leveland cash equivalents of revenues, customer cash advances, backlog, customer-driven delays and other factors. We seek to improve our working capital utilization, with a particular focus on improving the management of accounts receivable and inventory. In 2018, our cash flows for investing activities will be focused on strategic initiatives, information technology infrastructure, general upgrades and cost reduction opportunities and we currently estimate capital expenditures to be between $80$658 million and $90$614 million before consideration of any acquisition activity. We have $60.0 million in scheduled principal repayments in 2018 under our Term Loan Facility, and we expect to comply with the covenantsborrowings available under our Senior Credit Facility. In light of the liquidity currently available to us, and the costs savings measures planned and already in place, we expect to be able to maintain adequate liquidity over the next 12 months as we manage through the current market environment. We do not currently anticipate, nor are we aware of, any significant market conditions or commitments that would change any of our conclusions of the liquidity currently available to us. Additionally, we expect that the costs savings measures planned and already in place will enable us to maintain adequate liquidity over the next 12 months as we manage through the current market environment. We will continue to actively monitor the potential impacts of COVID-19 variants and related events on the credit markets in order to maintain sufficient liquidity and access to capital throughout 2022.

Contractual Obligations
The following table presents a summary of our contractual obligations at December 31, 2021:
 Payments Due By Period
(Amounts in millions)Within 1 Year1-3 Years3-5 YearsBeyond 5
Years
Total
Senior Notes and Term Loan Facility$32.5 $99.5 $159.9 $988.1 $1,280.0 
Fixed interest payments(1)36.7 76.1 69.4 136.3 318.5 
Other debt8.6 14.3 — — 22.9 
Leases:
Operating39.6 88.2 19.7 87.4 234.9 
Finance5.3 7.9 0.7 4.6 18.5 
Purchase obligations:(2) 
Inventory543.1 11.7 0.4 1.8 557.0 
Non-inventory60.4 0.4 0.3 0.2 61.3 
Pension and postretirement benefits(3)58.7 118.1 120.1 294.8 591.7 
Total$784.9 $416.2 $370.5 $1,513.2 $3,084.8 

(1)Fixed interest payments represent interest payments on the Senior Notes and Term Loan Facility as defined in 2018. See Note 1013 to our consolidated financial statements included in Item 8 of this Annual Report for further discussion of our debt covenants.Report.
We currently anticipate that our minimum contribution to our qualified U.S. pension plan will be approximately $20 million, excluding direct benefits paid, in 2018 in order to maintain fully-funded status as defined by applicable law. We currently anticipate that our contributions to our non-U.S. pension plans will be approximately $10 million in 2018, excluding direct benefits paid.
Effective January 1, 2018, we adopted Accounting Standards Update ("ASU") No. 2014-09, "Revenue from Contracts with Customers (Topic 606)". A discussion of our adoption(2)Purchase obligations are presented at the face value of the ASU is includedpurchase order, excluding the effects of early termination provisions. Actual payments could be less than amounts presented herein.
(3)Retirement and postretirement benefits represent estimated benefit payments for our U.S. and non-U.S. defined benefit plans and our postretirement medical plans, as more fully described below and in Note 114 to our consolidated financial statements included in Item 8 of this Annual Report.

CONTRACTUAL OBLIGATIONS AND COMMERCIAL COMMITMENTS
The following table presents a summaryAs of our contractual obligations at December 31, 2017:
 Payments Due By Period
 Within 1 Year 1-3 Years 3-5 Years 
Beyond 5
Years
 Total
 (Amounts in millions)
Term Loan Facility and Senior Notes:$60.0
 $104.4
 $1,091.2
 $297.4
 $1,553.0
Fixed interest payments(1)37.0
 73.9
 62.9
 10.5
 184.3
Variable interest payments(2)4.8
 4.0
 
 
 8.8
Other debt and capital lease obligations15.6
 6.6
 
 
 22.2
Operating leases51.7
 66.3
 43.6
 71.7
 233.3
Purchase obligations:(3)         
Inventory407.5
 2.5
 
 
 410.0
Non-inventory36.5
 0.7
 
 
 37.2
Pension and postretirement benefits(4)60.0
 119.7
 127.2
 308.3
 615.2
Total$673.1
 $378.1
 $1,324.9
 $687.9
 $3,064.0

(1)Fixed interest payments represent interest payments on the Senior Notes and Term Loan Facility as defined in Note 10 to our consolidated financial statements included in Item 8 of this Annual Report.
(2)
Variable interest payments under our Term Loan Facility were estimated using a base rate of three-month LIBOR as of December 31, 2017.
(3)Purchase obligations are presented at the face value of the purchase order, excluding the effects of early termination provisions. Actual payments could be less than amounts presented herein.
(4)Retirement and postretirement benefits represent estimated benefit payments for our U.S. and non-U.S. defined benefit plans and our postretirement medical plans, as more fully described below and in Note 11 to our consolidated financial statements included in Item 8 of this Annual Report.

As of December 31, 2017,2021, the gross liability for uncertain tax positions was $51.5was $49.9 million. We do not expect a material payment related to these obligations to be made within the next twelve months. We are unable to provide a reasonably reliable estimate of the timing of future payments relating to the uncertain tax positions.
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The following table presents a summary of our commercial commitments at December 31, 2017:2021:
 Commitment Expiration By Period
Within 1 Year1-3 Years3-5 YearsBeyond 5
Years
Total
 (Amounts in millions)
Letters of credit$287.8 $155.2 $23.9 $26.9 $493.8 
Surety bonds53.2 10.7 — — 63.9 
Total$341.0 $165.9 $23.9 $26.9 $557.7 
 Commitment Expiration By Period
 Within 1 Year 1-3 Years 3-5 Years 
Beyond 5
Years
 Total
 (Amounts in millions)
Letters of credit$340.0
 $141.3
 $24.8
 $23.2
 $529.3
Surety bonds93.6
 6.8
 0.7
 0.4
 101.5
Total$433.6
 $148.1
 $25.5
 $23.6
 $630.8


We expect to satisfy these commitments through performance under our contracts.


PENSION AND POSTRETIREMENT BENEFITS OBLIGATIONS

Plan Descriptions
We and certain of our subsidiariessubsidiaries have defined benefit pension plans and defined contribution plans for full-time and part-time employees. Approximately 65%64% of total defined benefit pension plan assets and approximately 53%52% of defined benefit pension obligations are related to the U.S. qualified plan as of December 31, 2017.2021. Unless specified otherwise, the references in this section are to all of our U.S. and non-U.S. plans. None of our common stock is directly held by these plans.
Our U.S. defined benefit plan assets consist of a balanced portfolio of equity and fixed income securities. Our non-U.S. defined benefit plan assets include a significant concentration of United Kingdom ("U.K.") fixed income securities, as discussed in Note 1114 to our consolidated financial statements included in Item 8 of this Annual Report. We monitor investment allocations and manage plan assets to maintain an acceptable levelslevel of risk. At December 31, 2017,2021, the estimated fair market value of U.S. and non-U.S. plan assets for our defined benefit pension plans increaseddecreased to $713.5$764.2 million from $642.3$765.0 million at December 31, 2016.2020. Assets were allocated as follows:follows:
 U.S. Plan
Asset category20212020
Cash and Cash Equivalents%%
Global Equity26 %30 %
Global Real Assets16 %13 %
Equity securities42 %43 %
Diversified Credit15 %14 %
Liability-Driven Investment42 %42 %
Fixed income57 %56 %

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  U.S. Plan
Asset category 2017 2016
Cash and Cash Equivalents

 1% %
U.S. Large Cap % 20%
U.S. Small Cap % 4%
International Large Cap % 14%
Emerging Markets % 5%
World Equity % 8%
Global Equity 36% %
Global Real Assets 12% %
Equity securities 48% 51%
Diversified Credit

 12% %
Liability Driven Investment 39% 39%
Long-Term Government/Credit % 10%
Fixed income 51% 49%
 Non-U.S. Plans
Asset category20212020
Cash and Cash Equivalents— %%
North American Companies%%
Global Equity%%
Equity securities%%
U.K. Government Gilt Index42 %39 %
Liability-Driven Investment%12 %
Fixed income51 %51 %
Multi-asset20 %20 %
Buy-in Contract20 %20 %
Other%%
Other types47 %46 %


  Non-U.S. Plans
Asset category 2017 2016
Cash and Cash Equivalents

 3% 4%
North American Companies 3% 3%
Global Equity 3% 8%
Equity securities 6% 11%
U.K. Government Gilt Index 41% 31%
U.K. Corporate Bond Index 1% 1%
Global Fixed Income Bond 2% 2%
Liability Driven Investment 9% 11%
Fixed income 53% 45%
Multi-asset 22% 25%
Buy-in Contract 10% 9%
Other 6% 6%
Other Types 38% 40%
The projected benefit obligation ("Benefit Obligation") for our defined benefit pension plans was $875.3$892.6 million and $833.5$957.4 million as of December 31, 20172021 and 2016,2020, respectively. Benefits under our defined benefit pension plans are based primarily on participants’ compensation and years of credited service.
The estimated prior service cost and the estimated actuarial net loss for the defined benefit pension plans that will be amortized from accumulated other comprehensive loss into net pension expense in 2018 is approximately $0.2 million and $9.2 million, respectively. We amortize estimated prior service costs and estimated net losses over the remaining expected service period or over the remaining expected lifetime for plans with only inactive participants.
We sponsor defined benefit postretirement medical plans covering certain current retirees and a limited number of future retirees in the U.S. These plans provide for medical and dental benefits and are administered through insurance companies. We fund the plans as benefits are paid, such that the plans hold no assets in any period presented. Accordingly, we have no investment strategy or targeted allocations for plan assets. The benefits under the plans are not available to new employees or most existing employees.
The Benefit Obligation for our defined benefit postretirement medical plans was $23.9$17.0 million and $27.3$18.6 million as of December 31, 20172021 and 2016,2020, respectively. The estimated actuarial net gain for the defined benefit postretirement medical plans that will be amortized from accumulated other comprehensive income into net pension expense in 2018 is $0.5 million. The estimated prior service cost that is expected to be amortized from accumulated other comprehensive loss into pension expense in 2018 is $0.1 million. We amortize any estimated net gain over the remaining average expected service period of approximately two years.
Accrual Accounting and Significant Assumptions
We account for pension benefits using the accrual method, recognizing pension expense before the payment of benefits to retirees. The accrual method of accounting for pension benefits requires actuarial assumptions concerning future events that will determine the amount and timing of the benefit payments.
Our key assumptions used in calculating our cost of pension benefits are the discount rate, the rate of compensation increase and the expected long-term rate of return on plan assets. We, in consultation with our actuaries, evaluate the key actuarial assumptions and other assumptions used in calculating the cost of pension and postretirement benefits, such as discount rates, expected return on plan assets for funded plans, mortality rates, retirement rates and assumed rate of compensation increases, and determine such assumptions as of December 31 of each year to calculate liability information as of that date and pension and postretirement expense for the following year. See discussion of our accounting for and assumptions related to pension and postretirement benefits in the “Our Critical Accounting Estimates” section of this MD&A.
In 2017, net2021, the service cost component of the pension expense for our defined benefit pension plans included in operating income was $35.2$32.5 million compared with $37.5to $32.9 million in 20162020. The non-service cost portion of net pension expense (e.g., interest cost, actuarial gains and $40.1losses and expected return on plan assets) for our defined benefit pension plans included in other income (expense), net was $(0.2) million in 2021, compared to $4.0 million in 2015.2020.

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The following are assumptions related to our defined benefit pension plans as of December 31, 2017:2021:
U.S. Plan Non-U.S. PlansU.S. PlanNon-U.S. Plans
Weighted average assumptions used to determine Benefit Obligation: 
  
Weighted average assumptions used to determine Benefit Obligation:  
Discount rate3.63% 2.25%Discount rate3.00 %1.71 %
Rate of increase in compensation levels4.01
 3.25
Rate of increase in compensation levels3.50 3.18 
Weighted average assumptions used to determine 2017 net pension expense:   
Weighted average assumptions used to determine 2021 net pension expense:Weighted average assumptions used to determine 2021 net pension expense:
Long-term rate of return on assets6.00% 3.88%Long-term rate of return on assets6.00 %2.37 %
Discount rate4.00
 2.34
Discount rate2.62 1.23 
Rate of increase in compensation levels4.01
 3.22
Rate of increase in compensation levels3.50 3.11 
Weighted-average interest crediting ratesWeighted-average interest crediting rates3.79 %1.41 %
The following provides a sensitivity analysis of alternative assumptions on the U.S. qualified and aggregate non-U.S. pension plans and U.S. postretirement plans.
Effect of Discount Rate Changes and Constancy of Other Assumptions:
0.5% Increase 0.5% Decrease0.5% Increase0.5% Decrease
(Amounts in millions) (Amounts in millions)
U.S. defined benefit pension plan: 
  
U.S. defined benefit pension plan:  
Effect on net pension expense$(1.3) $1.3
Effect on net pension expense$(1.9)$2.0 
Effect on Benefit Obligation(17.2) 18.6
Effect on Benefit Obligation(18.8)20.4 
Non-U.S. defined benefit pension plans:   Non-U.S. defined benefit pension plans:
Effect on net pension expense(0.9) 1.1
Effect on net pension expense(0.8)1.1 
Effect on Benefit Obligation(31.2) 33.8
Effect on Benefit Obligation(31.0)34.9 
U.S. Postretirement medical plans:   U.S. Postretirement medical plans:
Effect on postretirement medical expense(0.3) 0.2
Effect on Benefit Obligation(0.7) 0.8
Effect on Benefit Obligation(0.5)0.5 
Effect of Changes in the Expected Return on Assets and Constancy of Other Assumptions:
0.5% Increase 0.5% Decrease0.5% Increase0.5% Decrease
(Amounts in millions) (Amounts in millions)
U.S. defined benefit pension plan: 
  
U.S. defined benefit pension plan:  
Effect on net pension expense$(2.0) $2.0
Effect on net pension expense$(2.1)$2.1 
Non-U.S. defined benefit pension plans: 
  
Non-U.S. defined benefit pension plans:  
Effect on net pension expense(1.1) 1.1
Effect on net pension expense(1.3)1.3 
As discussed below, accounting principles generally accepted in the U.S. (“U.S. GAAP”) provide that differences between expected and actual returns are recognized over the average future service of employees.employees or over the remaining expected lifetime for plans with only inactive participants.
At December 31, 2017,2021, as compared with December 31, 2016,2020, we decreasedincreased our discount rate for the U.S. plan from 4.00%2.62% to 3.63%3.00% based on an analysis of publicly-traded investment grade U.S. corporate bonds, which had lowerhigher yields due to current market conditions. The average discount rate for the non-U.S. plans decreasedincreased from 2.34%1.23% to 2.25%1.71% based on analysis of bonds and other publicly-traded instruments, by country, which had lowerhigher yields due to market conditions. The average assumed rate of compensation remained relatively constant at approximately 4.01%decreased to 3.50% for the U.S. plan and increased to 3.25%3.18% from 3.22%3.11% for our non-U.S. plans. To determine the 20172021 pension expense, the expected rate of return on U.S. plan and non-US plan assets remained constant at 6.00% and we decreased our average rate of return on non-U.S. plan assets from 4.68% to 3.88%2.37%, primarilyrespectively, based on our target allocations and expected long-term asset returns. As the expected rate of return on plan assets is long-term in nature, short-term market changesfluctuations do not significantly impact the rate. For all U.S. plans, we adopted the RP-2006Pri-2012 mortality tables and the MP-2017MP-2021 improvement scale published in October 2017.2021. We applied the RP-2006Pri-2012 tables based on the constituency of our plan population for union and non-union participants. We adjusted the improvement scale to utilize 75% of the ultimate improvement rate,Proxy SSA Long Term Improvement Rates, consistent with assumptions adopted by the Social Security Administration trustees, based on long-term historical experience. Currently, we believe this approach provides the best estimate of our future obligation. Most plan participants
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elect to receive plan benefits as a lump sum at the end of service, rather than an annuity. As such, the updated mortality tables had an immaterial effect on our pension obligation.

We expect that the net pension expense for our defined benefit pension plans included in earnings before income taxes will be approximately $3.7$4.1 million lower in 20182022 than the $35.2$32.3 million in 2017,2021, primarily due to an increase in expected return on plan assets, a decrease in expected interest cost andthe amortization of net loss with no anticipated special events. We have used discount rates of 3.63%3.00%, 2.25%1.71% and 3.48%2.83% at December 31, 2017,2021, in calculating our estimated 20182022 net pension expense for the U.S. pension plans, non-U.S. pension plans and postretirement medical plans, respectively.
The assumed ranges for the annual rates of increase in health care costs were 7.0% for 20172021 and 7.5%7.0% for both 2016 and 2015,2020 with a gradual decrease to 5.0% for 20252029 and future years. If actual costs are higher than those assumed, this will likely put modest upward pressure on our expense for retiree health care.
Plan Funding
Our funding policy for defined benefit plans is to contribute at least the amounts required under applicable laws and local customs. WeIn 2021, we contributed $44.9 million, $46.8 million and $48.9$35.8 million, to our defined benefit plans, compared to $15.9 million in 2017, 2016 and 2015, respectively.2020. After consideration of our intent to remain fully-funded based on standards set by law, we currently anticipate that our contribution to our U.S. pension plan in 20182022 will be approximately $20 million, excluding direct benefits paid. We expect to contribute approximately $10$2 million to our non-U.S. pension plansplans in 2018,2022, excluding direct benefits paid.
For further discussion of our pension and postretirement benefits, see Note 1114 to our consolidated financial statements included in Item 8 of this Annual Report.


OUR CRITICAL ACCOUNTING ESTIMATES
The process of preparing financial statements in conformity with U.S. GAAP requires the use of estimates and assumptions to determine reported amounts of certain assets, liabilities, revenues and expenses and the disclosure of related contingent assets and liabilities. These estimates and assumptions are based upon information available at the time of the estimates or assumptions, including our historical experience, where relevant. The most significant estimates made by management include: timing and amount of revenue recognition; deferred taxes, tax valuation allowances and tax reserves; reserves for contingent loss; pension and postretirement benefits; and valuation of goodwill, indefinite-lived intangible assets and other long-lived assets. The significant estimates are reviewed at least annually if not quarterly by management. Because of the uncertainty of factors surrounding the estimates, assumptions and judgments used in the preparation of our financial statements, actual results may differ from the estimates, and the difference may be material.
Our critical accounting policies are those policies that are both most important to our financial condition and results of operations and require the most difficult, subjective or complex judgments on the part of management in their application, often as a result of the need to make estimates about the effect of matters that are inherently uncertain. We believe that the following represent our critical accounting policies. For a summary of all of our significant accounting policies, see Note 1 to our consolidated financial statements included in Item 8 of this Annual Report. Management and our external auditors have discussed our critical accounting estimates and policies with the Audit Committee of our Board of Directors.
Revenue Recognition
Revenues for product sales are recognizedWe recognize revenue when the risks and rewards(or as) we satisfy a performance obligation by transferring control to a customer. Transfer of ownership are transferred to the customers, whichcontrol is typicallyevaluated based on the contractual deliverycustomer’s ability to direct the use of and obtain substantially all of the benefits of a performance obligation. Revenue is recognized either over time or at a point in time, depending on the specific facts and circumstances for each contract, including the terms and conditions of the contract as agreed to with the customer and fulfillmentthe nature of all but inconsequential or perfunctory actions. In addition, our policy requires persuasive evidence of an arrangement, a fixed or determinable sales price and reasonable assurance of collectibility. We defer the recognition of revenue when advance payments are received from customers before performance obligations have been completed and/products or services have been performed. Freight charges billed to customers are included in sales and the related shipping costs are included in COS in our consolidated statements of income. be provided.
Our contracts typically include cancellation provisions that require customers to reimburse usprimary method for costs incurred up to the date of cancellation, as well as any contractual cancellation penalties.
We enter into certain agreements with multiple deliverables that may include any combination of designing, developing, manufacturing, modifying, installing and commissioning of flow management equipment and providing services related to the performance of such products. Delivery of these products and services typically occurs within a one to two-year period, although many arrangements, such as "short-cycle" type orders, have a shorter timeframe for delivery. We separate deliverables into units of accounting based on whether the deliverable(s) have standalone value to the customer (impact of general rights of returnrecognizing revenue over time is immaterial). Contract value is allocated ratably to the units of accounting in the arrangement based on their relative selling prices determined as if the deliverables were sold separately.

Revenues for long-term contracts that exceed certain internal thresholds regarding the size and duration of the project and provide for the receipt of progress billings from the customer are recorded on the percentage of completion (“POC”) method, withwhereby progress towards completion is measured by applying an input measure based on a cost-to-cost basis. Percentage of completion revenue represented approximately 4%, 5% and 7% of our consolidated sales as of December 31, 2017, 2016 and 2015, respectively.
Revenue on service and repair contracts is recognized after services have been agreedcosts incurred to by the customer and rendered. Revenues generated under fixed fee service and repair contracts are recognized on a ratable basis over the termdate relative to total estimated costs at completion. If control of the contract. These contracts can rangeproducts and/or services does not transfer over time, then control transfers at a point in duration, but generally extend for uptime. We determine the point in time that control transfers to five years. Fixed fee service contracts represent approximately 1% a customer based on the evaluation of consolidated sales for each year presented.
In certain instances, we provide guaranteed completion dates under the termsspecific indicators, such as title transfer, risk of our contracts. Failureloss transfer, customer acceptance and physical possession. For a discussion related to meet contractual delivery dates can result in late delivery penalties or non-recoverable costs. In instances where the payment of such costs are deemedrevenue recognition refer to be probable, we perform a project profitability analysis, accounting for such costs as a reduction of realizable revenues, which could potentially cause estimated total project costs to exceed projected total revenues realized from the project. In such instances, we would record reserves to cover such excesses in the period they are determined. In circumstances where the total projected revenues still exceed total projected costs, the incurrence of penalties or non-recoverable costs generally reduces profitability of the project at the time of subsequent revenue recognition. Our reported results would change if different estimates were used for contract costs or if different estimates were used for contractual contingencies.
Effective January 1, 2018, we adopted ASU No. 2014-09, "Revenue from Contracts with Customers (Topic 606)". A discussion of our adoption of the ASU is included in Note 1 to our consolidated financial statements3 included in Item 8 of this Annual Report.
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Deferred Taxes, Tax Valuation Allowances and Tax Reserves
We recognize valuation allowances to reduce the carrying value of deferred tax assets to amounts that we expect are more likely than not to be realized. Our valuation allowances primarily relate to the deferred tax assets established for certain tax credit carryforwards and net operating loss carryforwards for non-U.S. subsidiaries, and we evaluate the realizability of our deferred tax assets by assessing the related valuation allowance and by adjustingadjust the amount of thesethe valuation allowances, if necessary. We assess such factors as our forecast of future taxable income and available tax planning strategies that could be implemented to realize the net deferred tax assets in determining the sufficiency of our valuation allowances. Failure to achieve forecasted taxable income in the applicable tax jurisdictions could affect the ultimate realization of deferred tax assets and could result in an increase in our effective tax rate on future earnings. Implementation of different tax structures in certain jurisdictions could, if successful, result in future reductions of certain valuation allowances.
The amount of income taxes we pay is subject to ongoing audits by federal, state and foreign tax authorities, which often result in proposed assessments. Significant judgment is required in determining income tax provisions and evaluating tax positions. We establish reserves for open tax years for uncertain tax positions that may be subject to challenge by various tax authorities. The consolidated tax provision and related accruals include the impact of such reasonably estimable losses and related interest and penalties as deemed appropriate. Tax benefits recognized in the financial statements from uncertain tax positions are measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement.
While we believe we have adequately provided for any reasonably foreseeable outcomeoutcomes related to these matters, our future results may include favorable or unfavorable adjustments to our estimated tax liabilities. To the extent that the expected tax outcome of these matters changes, such changes in estimate will impact the income tax provision in the period in which such determination is made. For a discussion related to deferred taxes, tax valuation allowances and tax reserves refer to Note 19 included in Item 8 of this Annual Report.
Reserves for Contingent Loss
We are a defendant in a number of lawsuits that seek to recover damages for personal injury allegedly resulting from exposure to asbestos-containing products formerly manufactured and/or distributed by heritage companies of the Company. We have estimated that the liability for pending and future claims not yet asserted, and which are probable and estimable, could be experienced through 2049, which represents the expected end of our asbestos liability exposure with no further ongoing claims expected beyond that date. In light of the uncertainties and variables inherent in the long-term projection of the total asbestos liability, as part of our ongoing review of asbestos claims, each year we will reassess the projected liability of unasserted asbestos claims to be filed through 2049, and we will continually reassess the time horizon over which a reasonable estimate of unasserted claims can be projected.
In connection with our ongoing review of asbestos-related claims, we have also reviewed the amount of potential insurance coverage for such claims, taking into account the remaining limits of such coverage, the number and amount of claims on our insurance from co-insured parties, ongoing litigation against the Company’s insurers, potential remaining recoveries from insolvent insurers, the impact of previous insurance settlements and coverage available from solvent insurers not party to the coverage litigation. Continuously, we review ongoing insurance coverage available for a significant amount of the potential future asbestos-related claims and in the future could secure additional insurance coverage as deemed necessary. For a discussion pertaining to asbestos claims refer to Note 16 included in Item 8 of this Annual Report.
Liabilities are recorded for various non-asbestos contingencies arising in the normal course of business when it is both probable that a loss has been incurred and such loss is reasonably estimable. Assessments of reserves are based on information obtained from our independent and in-house experts, including recent legal decisions and loss experience in similar situations. The recorded legal reserves are susceptible to changes due to new developments regarding the facts and circumstances of each matter, changes in political environments, legal venue and other factors. Recorded environmental reserves could change based on further analysis of our properties, technological innovation and regulatory environment changes.
Estimates of liabilities for unsettled asbestos-related claims are based on known claims and on our experience during the preceding two years for claims filed, settled and dismissed, with adjustments for events deemed unusual and unlikely to recur. A substantial majority of our asbestos-related claims are covered by insurance or indemnities. Estimated indemnities

and receivables from insurance carriers for unsettled claims and receivables for settlements and legal fees paid by us for asbestos-related claims are estimated using our historical experience with insurance recovery rates and estimates of future recoveries, which include estimates of coverage and financial viability of our insurance carriers. We have claims pending against certain insurers that, if resolved more favorably than estimated future recoveries, would result in discrete gains in the applicable quarter. We are currently unable to estimate the impact, if any, of unasserted asbestos-related claims, although future claims would also be subject to existing indemnities and insurance coverage. Changes in claims filed, settled and dismissed and differences between actual and estimated settlement costs and insurance or indemnity recoveries could impact future expense.
Pension and Postretirement Benefits
We provide pension and postretirement benefits to certain of our employees, including former employees, and their beneficiaries. The assets, liabilities and expenses we recognize and disclosures we make about plan actuarial and financial information are dependent on the assumptions and estimates used in calculating such amounts. The assumptions include
46


factors such as discount rates, health care cost trend rates, inflation, expected rates of return on plan assets, retirement rates, mortality rates, turnover, rates of compensation increases and other factors.
The assumptions utilized to compute expense and benefit obligations are shown in Note 1114 to our consolidated financial statements included in Item 8 of this Annual Report. These assumptions are assessed annually in consultation with independent actuaries and investment advisors as of December 31 and adjustments are made as needed. We evaluate prevailing market conditions and local laws and requirements in countries where plans are maintained, including appropriate rates of return, interest rates and medical inflation (health care cost trend) rates. We ensure that our significant assumptions are within the reasonable range relative to market data. The methodology to set our significant assumptions includes:
Discount rates are estimated using high quality debt securities based on corporate or government bond yields with a duration matching the expected benefit payments. For the U.S. the discount rate is obtained from an analysis of publicly-traded investment-grade corporate bonds to establish a weighted average discount rate. For plans in the U.K. and the Eurozone we use the discount rate obtained from an analysis of AA-graded corporate bonds used to generate a yield curve. For other countries or regions without a corporate AA bond market, government bond rates are used. Our discount rate assumptions are impacted by changes in general economic and market conditions that affect interest rates on long-term high-quality debt securities, as well as the duration of our plans’ liabilities.
The expected rates of return on plan assets are derived from reviews of asset allocation strategies, expected long-term performance of asset classes, risks and other factors adjusted for our specific investment strategy. These rates are impacted by changes in general market conditions, but because they are long-term in nature, short-term market changes do not significantly impact the rates. Changes to our target asset allocation also impact these rates.
The expected rates of compensation increase reflect estimates of the change in future compensation levels due to general price levels, seniority, age and other factors.
Depending on the assumptions used, the pension and postretirement expense could vary within a range of outcomes and have a material effect on reported earnings. In addition, the assumptions can materially affect benefit obligations and future cash funding. Actual results in any given year may differ from those estimated because of economic and other factors.
We evaluate the funded status of each retirement plan using current assumptions and determine the appropriate funding level considering applicable regulatory requirements, tax deductibility, reporting considerations, cash flow requirements and other factors. We discuss our funding assumptions with the Finance Committee of our Board of Directors.
Valuation of Goodwill, Indefinite-Lived Intangible Assets and Other Long-Lived Assets
The initial recording of goodwill and intangible assets requires subjective judgments concerning estimates of the fair value of the acquired assets. We test the value of goodwill, and indefinite-lived intangible assets and long-lived assets for impairment as of December 31 each year or whenever events or circumstances indicate such assets may be impaired.
The test for goodwill impairment involves significant judgment in estimating projections of fair value generated through future performance of each of the reporting units. The identification of our reporting units began at the operating segment level and considered whether components one level below the operating segment levels should be identified as reporting units for purpose of testing goodwill for impairment based on certain conditions. These conditions included, among other factors, (i) the extent to which a component represents a business and (ii) the aggregation of economically similar components within the operating segments and resulted in four reporting units. Other factors that were considered in determining whether the

aggregation of components was appropriate included the similarity of the nature of the products and services, the nature of the production processes, the methods of distribution and the types of industries served.
An impairment loss for goodwill is recognized if the implied fair value of goodwill is less than the carrying value. We estimate the fair value of our reporting units based on an income approach, whereby we calculate the fair value of a reporting unit based on the present value of estimated future cash flows. A discounted cash flow analysis requires us to make various judgmental assumptions about future sales, operating margins, growth rates and discount rates, which are based on our budgets, business plans, economic projections, anticipated future cash flows and market participants. Assumptions are also made for varying perpetual growth rates for periods beyond the long-term business plan period.
We did not record an impairment of goodwill in 2017, 2016 or 2015; however, the estimated fair value of our EPO and IPD reporting units reduced significantly in 2016 and 2015 due to broad-based capital spending declines and heightened pricing pressure experienced in the oil and gas markets which are anticipated to continue in the near to mid-term.  The EPO reporting unit is a component of our EPD reporting segment and is primarily focused on long lead time, custom and other highly-engineered pumps and pump systems. As of December 31, 2017, our EPO reporting unit had approximately $159 million of goodwill and its estimated fair value exceeded its carrying value by approximately 82% as compared to approximately $156 million of goodwill and its estimated fair value exceeded its carrying value by approximately 45% as of December 31, 2016. In addition, our IPD reporting unit had approximately $319 million of goodwill and its fair value exceeded its carrying value by approximately 66% as of December 31, 2017 as compared to approximately $298 million of goodwill and its fair value exceeded its carrying value by approximately 70% as of December 31, 2016. Key assumptions used in determining the estimated fair value of our EPO and IPD reporting units included the annual operating plan and forecasted operating results, successful execution of our current realignment programs and identified strategic initiatives, a constant cost of capital, continued stabilization and mid to long-term improvement of the macro-economic conditions of the oil and gas market, and a relatively stable global gross domestic product. A 100 basis point increase in our cost of capital would reduce the estimated fair values of both EPO and IPD reporting units by approximately 12%, which coupled with a prolonged down cycle of the oil and gas markets, could potentially put both reporting units' goodwill at risk of a future impairment. Although we have concluded that there is no impairment on the goodwill associated with our EPO and IPD reporting units as of December 31, 2017, we will continue to closely monitor their performance and related market conditions for future indicators of potential impairment and reassess accordingly. 
We also consider our market capitalization in our evaluation of the fair value of our goodwill. Our market capitalization decreased slightly as compared with 2016 and did not indicate a potential impairment of our goodwill as of December 31, 2017.
Impairment losses for indefinite-lived intangible assets are recognized whenever the estimated fair value is less than the carrying value. Fair values are calculated for trademarks using a "relief from royalty" method, which estimates the fair value of a trademark by determining the present value of estimated royalty payments that are avoided as a result of owning the trademark. This method includes judgmental assumptions about sales growth and discount rates that have a significant impact on the fair value and are substantially consistent with the assumptions used to determine the fair value of our reporting units discussed above. We did not record a material impairment of our trademarks in 2017, 2016for goodwill, indefinite-lived intangible assets or 2015.
The recoverable value of other long-lived assets including property, plant and equipment and finite-lived intangible assets, is reviewed when indicators of potential impairments are present. The recoverable value is based upon an assessment of the estimated future cash flows related to those assets, utilizing assumptions similar to those for goodwill. Additional considerations related to our long-lived assets include expected maintenance and improvements, changes in expected uses and ongoing operating performance and utilization.2021 or 2020.
Due to uncertain market conditions and potential changes in strategy and product portfolio, it is possible that forecasts used to support asset carrying values may change in the future, which could result in non-cash charges that would adversely affect our financial condition and results of operations. For a discussion pertaining to goodwill, indefinite-lived intangible assets and long-lived assets refer to Note 1 included in Item 8 of this Annual Report.


ACCOUNTING DEVELOPMENTSDEVELOPMENTS
We have presented the informationinformation about accounting pronouncements not yet implemented in Note 1 to our consolidated financial statements included in Item 8 of this Annual Report.

47

ITEM 7A.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK


ITEM 7A.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
We have market risk exposure arising from changes in interest rates and foreign currency exchange rate movements. We are exposed to credit-related losses in the event of non-performance by counterparties to financial instruments, but we currently expect allthe counterparties will continue to meet their obligations given their current creditworthiness.
Interest Rate Risk
Our earnings are impacted by changes in short-term interest rates as a result of borrowings under our Senior Credit Facility, which bear interest based on floating rates. At December 31, 2017, we had $164.4 million of variable rate debt obligations outstanding under our Senior Credit Facility with a weighted average interest rate of 3.19%. A hypothetical change of 100 basis points in the interest rate for these borrowings, assuming constant variable rate debt levels, would have changed interest expense by $1.6 million for the year ended December 31, 2017.
Foreign Currency Exchange Rate Risk
A substantial portion of our operations are conducted by our subsidiaries outside of the U.S. in currencies other than the U.S. dollar. The primary currencies in which we operate, in addition to the U.S. dollar, are the Argentine peso, Australian dollar, Brazilian real, British pound, Canadian dollar, Chinese yuan, Colombian peso, Euro, Hungarian forint, Indian rupee, Japanese yen, Mexican peso, Singapore dollar, Swedish krona, Russian ruble, Malaysian ringgit and Venezuelan bolivar. Almost all of our non-U.S. subsidiaries conduct their business primarily in their local currencies, which are also their functional currencies. Foreign currency exposures arise from translation of foreign-denominated assets and liabilities into U.S. dollars and from transactions, including firm commitments and anticipated transactions, denominated in a currency other than a non-U.S. subsidiary’s functional currency. In March 2015, we designated €255.7 million of our €500.0 million 2022 EUR Senior NotesOn September 22, 2020, as a netmeans of managing the volatility of foreign currency exposure with the Euro/U.S. dollar exchange rate, we entered into a swap associated with our Euro investment hedge of our investments in certain of our international subsidiaries that useand was designated as a net investment hedge. As of December 31, 2021, the Euro as their functional currency. Generally,notional value of the swap was €423.2 million. Routinely, we viewreview our investments in foreign subsidiaries from a long-term perspective and use capital structuring techniques to manage our investment in foreign subsidiaries as deemed necessary. We realized net gains (losses) associated with foreign currency translation of $98.8$0.5 million, $(72.0)$(15.2) million and $(173.4)$6.6 million for the years ended December 31, 2017, 20162021, 2020 and 2015,2019, respectively, which are included in other comprehensive loss.income (loss). The net gain in 20172021 was primarily driven by the strengtheningweakening of the Euro, British poundColombian peso and Indian rupeeMexican peso versus the U.S. dollar at December 31, 20172021 as compared with December 31, 2016.2020.
We employ a foreign currency risk management strategy to minimize potential changes in cash flows from unfavorable foreign currency exchange rate movements. Where available, the use of forward exchange contracts allows us to mitigate transactional exposure to exchange rate fluctuations as the gains or losses incurred on the forward exchange contracts will offset, in whole or in part, losses or gains on the underlying foreign currency exposure. Our policy allows foreign currency coverage only for identifiable foreign currency exposures. As of December 31, 2017,2021, we had a U.S. dollar equivalent of $235.6$425.2 million in aggregate notional amount outstanding in foreign exchange contracts with third parties, compared with $393.8$388.1 million at December 31, 2016.2020. Transactional currency gains and losses arising from transactions outside of our sites’ functional currencies and changes in fair value of non-designated foreign exchange contracts are included in our consolidated results of operations. We recognized foreign currency net gains (losses) gains of $(14.0)$(27.4) million, $2.8$9.6 million and $(37.7)$(14.5) million for the years ended December 31, 2017, 20162021, 2020 and 2015,2019, respectively, which are included in other income (expense), net in the accompanying consolidated statements of income.
Based on a sensitivity analysis at December 31, 2017,2021, a 10% change in the foreign currency exchange rates for the year ended December 31, 20172021 would have impacted our net earnings by approximately $7$10 million. At December 31, 2020, a 10% change in the foreign currency exchange rates for the year ended December 31, 2020 would have impacted our net earnings by approximately $16 million. This calculation assumes that all currencies change in the same direction and proportion relative to the U.S. dollar and that there are no indirect effects, such as changes in non-U.S. dollar sales volumes or prices. This calculation does not take into account the impact of the foreign currency forward exchange contracts discussed above.


ITEM 8.FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA


48
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM



ITEM 8.FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

Report of Independent Registered Public Accounting Firm

Tothe Board of Directors and Shareholders of Flowserve Corporation

Opinions on the Financial Statements and Internal Control over Financial Reporting

We have audited the accompanying consolidated balance sheets of Flowserve Corporation and its subsidiaries (the “Company”) as of December 31, 20172021 and 2016,2020, and the related consolidated statements of income, of comprehensive income, shareholders’of shareholders' equity and of cash flows for each of the three years in the period ended December 31, 2017,2021, including the related notes and schedule of valuation and qualifying accounts for each of the three years in the period ended December 31, 2017 appearing under Item15(a)(2) (collectively referred to as the “consolidated financial statements”).We also have audited the Company's internal control over financial reporting as of December 31, 2017,2021, based on criteria established in Internal Control - Integrated Framework(2013)issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the consolidatedfinancial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 20172021 and 2016, 2020, and the results of theirits operations and theirits cash flows for each of the three years in the period ended December 31, 20172021 in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2017,2021, based on criteria established in Internal Control - Integrated Framework(2013)issued by the COSO.

Basis for Opinions

The Company's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in Management'sManagement’s Report on Internal Control Overover Financial Reporting appearing under Item 9A. Our responsibility is to express opinions on the Company’s consolidatedfinancial statements and on the Company's internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB")(PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidatedfinancial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.

Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.


Definition and Limitations of Internal Control over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and
49


procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Critical Audit Matters

The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that (i) relates to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
Goodwill Impairment Test – Pump Reporting Unit
As described in Notes 1 and 6 to the consolidated financial statements, the Company’s consolidated goodwill balance was $1,196.5 million as of December 31, 2021, and the goodwill associated with the pump reporting unit was approximately $467 million. The value of goodwill is tested for impairment as of December 31 each year or whenever events or circumstances indicate goodwill may be impaired. If the carrying value of a reporting unit exceeds its fair value, the goodwill of that reporting unit is impaired and an impairment loss is recorded equal to the excess of the carrying value over its fair value. Fair value is estimated using a discounted cash flow analysis, which requires management to make various judgmental assumptions about future sales, operating margins, growth rates and discount rates.
The principal considerations for our determination that performing procedures relating to the goodwill impairment test of the pump reporting unit is a critical audit matter are (i) the significant judgment by management when estimating the fair value of the reporting unit; (ii) a high degree of auditor judgment, subjectivity and effort in performing procedures and evaluating management’s significant assumption related to the discount rate; and (iii) the audit effort involved the use of professionals with specialized skill and knowledge.
Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to management’s goodwill impairment test, including controls over the valuation of the pump reporting unit. These procedures also included, among others (i) testing management’s process for estimating the fair value of the pump reporting unit, (ii) evaluating the appropriateness of the discounted cash flow analysis, (iii) testing the completeness and accuracy of underlying data used in the analysis, and (iv) evaluating the significant assumption used by management related to the discount rate. Professionals with specialized skill and knowledge were used to assist in the evaluation of the Company’s discounted cash flow analysis and assumption related to the discount rate.

/s/  PricewaterhouseCoopers LLP
PricewaterhouseCoopers LLP
Dallas, Texas
February 28, 201823, 2022


We have served as the Company’s auditor since 2000.




50


FLOWSERVE CORPORATION
CONSOLIDATED BALANCE SHEETS
 December 31,
 20212020
 (Amounts in thousands, except per share data)
ASSETS
Current assets:  
Cash and cash equivalents$658,452 $1,095,274 
Accounts receivable, net739,210 753,462 
Contract assets, net195,598 277,734 
Inventories, net678,287 667,228 
Prepaid expenses and other117,130 110,635 
Total current assets2,388,677 2,904,333 
Property, plant and equipment, net515,927 556,873 
Operating lease right-of-use assets, net193,863 208,125 
Goodwill1,196,479 1,224,886 
Deferred taxes44,049 30,538 
Other intangible assets, net152,463 168,496 
Other assets, net258,310 221,426 
Total assets$4,749,768 $5,314,677 
LIABILITIES AND EQUITY
Current liabilities:  
Accounts payable$410,062 $440,199 
Accrued liabilities445,092 463,222 
Contract liabilities202,965 194,227 
Debt due within one year41,058 8,995 
Operating lease liabilities32,628 34,990 
Total current liabilities1,131,805 1,141,633 
Long-term debt due after one year1,261,770 1,717,911 
Operating lease liabilities166,786 176,246 
Retirement obligations and other liabilities352,062 517,566 
Commitments and contingencies (See Note 16)00
Shareholders’ equity:  
Common shares, $1.25 par value220,991 220,991 
Shares authorized — 305,000  
Shares issued — 176,793 and 176,793, respectively  
Capital in excess of par value506,386 502,227 
Retained earnings3,691,023 3,670,543 
Treasury shares, at cost — 46,794 and 46,768 shares, respectively
(2,057,706)(2,059,309)
Deferred compensation obligation7,214 6,164 
Accumulated other comprehensive loss(563,589)(609,625)
Total Flowserve Corporation shareholders’ equity1,804,319 1,730,991 
Noncontrolling interests33,026 30,330 
Total equity1,837,345 1,761,321 
Total liabilities and equity$4,749,768 $5,314,677 
 December 31,
 2017 2016
 (Amounts in thousands, except per share data)
ASSETS
Current assets: 
  
Cash and cash equivalents$703,445
 $367,162
Accounts receivable, net856,711
 882,638
Inventories, net884,273
 897,690
Prepaid expenses and other114,316
 150,199
Total current assets2,558,745
 2,297,689
Property, plant and equipment, net671,796
 724,805
Goodwill1,218,188
 1,205,054
Deferred taxes51,974
 83,722
Other intangible assets, net210,049
 214,527
Other assets, net199,722
 183,126
Total assets$4,910,474
 $4,708,923
LIABILITIES AND EQUITY
Current liabilities: 
  
Accounts payable$443,113
 $412,087
Accrued liabilities724,196
 680,986
Debt due within one year75,599
 85,365
Total current liabilities1,242,908
 1,178,438
Long-term debt due after one year1,499,658
 1,485,258
Retirement obligations and other liabilities496,954
 407,839
Commitments and contingencies (See Note 12)

 

Shareholders’ equity: 
  
Common shares, $1.25 par value220,991
 220,991
Shares authorized — 305,000 
  
Shares issued — 176,793 and 176,793, respectively 
  
Capital in excess of par value488,326
 491,848
Retained earnings3,503,947
 3,598,396
Treasury shares, at cost — 46,471 and 46,980 shares, respectively(2,059,558) (2,078,527)
Deferred compensation obligation6,354
 8,507
Accumulated other comprehensive loss(505,473) (624,788)
Total Flowserve Corporation shareholders’ equity1,654,587
 1,616,427
Noncontrolling interests16,367
 20,961
Total equity1,670,954
 1,637,388
Total liabilities and equity$4,910,474
 $4,708,923


See accompanying notes to consolidated financial statements.

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FLOWSERVE CORPORATION
CONSOLIDATED STATEMENTS OF INCOME
 Year Ended December 31,
 202120202019
 (Amounts in thousands, except per share data)
Sales$3,541,060 $3,728,134 $3,939,697 
Cost of sales(2,491,335)(2,611,365)(2,650,354)
Gross profit1,049,725 1,116,769 1,289,343 
Selling, general and administrative expense(797,076)(878,245)(913,203)
Gain on sale of business1,806 — — 
Net earnings from affiliates16,304 11,753 10,483 
Operating income270,759 250,277 386,623 
Interest expense(57,617)(56,185)(54,980)
Loss on extinguishment of debt(46,176)(1,201)— 
Interest income2,764 4,175 8,409 
Other income (expense), net(36,142)5,226 (17,619)
Earnings before income taxes133,588 202,292 322,433 
(Provision for) benefit from income taxes2,594 (61,417)(75,493)
Net earnings, including noncontrolling interests136,182 140,875 246,940 
Less: Net earnings attributable to noncontrolling interests(10,233)(10,455)(8,112)
Net earnings attributable to Flowserve Corporation$125,949 $130,420 $238,828 
Net earnings per share attributable to Flowserve Corporation common shareholders:   
Basic$0.97 $1.00 $1.82 
Diluted0.96 1.00 1.81 
Weighted average shares – basic130,305 130,395 131,034 
Weighted average shares – diluted130,857 131,050 131,719 
 Year Ended December 31,
 2017 2016 2015
 (Amounts in thousands, except per share data)
Sales$3,660,831
 $3,990,487
 $4,557,791
Cost of sales(2,575,454) (2,759,254) (3,080,254)
Gross profit1,085,377
 1,231,233
 1,477,537
Selling, general and administrative expense(903,864) (968,530) (972,733)
Gain (loss) on sale of businesses141,317
 (7,664) 
Net earnings from affiliates12,592
 12,926
 9,861
Operating income335,422
 267,965
 514,665
Interest expense(59,730) (60,137) (65,270)
Interest income3,429
 2,804
 2,065
Other (expense) income, net(16,114) 2,280
 (39,093)
Earnings before income taxes263,007
 212,912
 412,367
Provision for income taxes(258,679) (77,380) (148,351)
Net earnings, including noncontrolling interests4,328
 135,532
 264,016
Less: Net earnings attributable to noncontrolling interests(1,676) (3,077) (5,605)
Net earnings attributable to Flowserve Corporation$2,652
 $132,455
 $258,411
Net earnings per share attributable to Flowserve Corporation common shareholders: 
  
  
Basic$0.02
 $1.02
 $1.94
Diluted0.02
 1.01
 1.93
Cash dividends declared per share$0.76
 $0.76
 $0.72


See accompanying notes to consolidated financial statements.

52


FLOWSERVE CORPORATION
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
 Year Ended December 31,
 202120202019
 (Amounts in thousands)
Net earnings, including noncontrolling interests$136,182 $140,875 $246,940 
Other comprehensive income (loss):   
Foreign currency translation adjustments, net of deferred taxes of $(875), $11,104 and $(740) in 2021, 2020 and 2019, respectively524 (15,185)6,561 
Pension and other postretirement effects, net of deferred taxes of $(7,474), $(311)and $(598) in 2021, 2020 and 2019, respectively45,058 (9,562)(16,514)
Cash flow hedging activity, net(848)183 187 
Other comprehensive income (loss)44,734 (24,564)(9,766)
Comprehensive income (loss), including noncontrolling interests180,916 116,311 237,174 
Comprehensive (income) loss attributable to noncontrolling interests(8,930)(11,225)(8,691)
Comprehensive income attributable to Flowserve Corporation$171,986 $105,086 $228,483 
 Year Ended December 31,
 2017 2016 2015
 (Amounts in thousands)
Net earnings, including noncontrolling interests$4,328
 $135,532
 $264,016
Other comprehensive income (loss): 
  
  
Foreign currency translation adjustments, net of deferred taxes of $19,593, $(8,628) and $6,093 in 2017, 2016 and 2015, respectively98,830
 (71,994) (173,385)
Pension and other postretirement effects, net of deferred taxes of $(14,228), $9,737 and $(4,472) in 2017, 2016 and 2015, respectively20,775
 (16,069) 14,937
Cash flow hedging activity, net of deferred taxes of $(38), $(296) and $(831) in 2017, 2016 and 2015, respectively148
 2,220
 1,752
Other comprehensive income (loss)119,753
 (85,843) (156,696)
Comprehensive income, including noncontrolling interests124,081
 49,689
 107,320
Comprehensive income attributable to noncontrolling interests(2,114) (3,787) (7,036)
Comprehensive income attributable to Flowserve Corporation$121,967
 $45,902
 $100,284


See accompanying notes to consolidated financial statements.

53


FLOWSERVE CORPORATION
CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY
 Total Flowserve Corporation Shareholders’ Equity  
Capital
in Excess of Par Value
Retained EarningsDeferred Compensation ObligationAccumulated
Other Comprehensive Loss
Total Equity
 Common StockTreasury StockNoncontrolling Interests
 SharesAmountSharesAmount
 (Amounts in thousands)
Balance — January 1, 2019176,793 $220,991 $494,551 $3,514,229 (46,237)$(2,049,404)$7,117 $(573,947)$18,466 $1,632,003 
Stock activity under stock plans— — (17,388)— 300 12,821 1,217 — — (3,350)
Stock-based compensation— — 23,882 — — — — — — 23,882 
Net earnings— — — 238,828 — — — — 8,112 246,940 
Cash dividends declared— — — (100,813)— — — — — (100,813)
Repurchases of common shares— — — — (325)(15,000)— — — (15,000)
Other comprehensive loss, net of tax— — — — — — — (10,345)579 (9,766)
Other, net— — — — — — — — (1,555)(1,555)
Balance — December 31, 2019176,793 $220,991 $501,045 $3,652,244 (46,262)$(2,051,583)$8,334 $(584,292)$25,602 $1,772,341 
ASU No. 2016-13 - Measurement of Credit Losses on Financial Instruments (Topic 326)
— — — (7,291)— — — — — (7,291)
Stock activity under stock plans— — (26,070)— 551 24,386 (2,170)— — (3,854)
Stock-based compensation— — 27,252 — — — — — — 27,252 
Net earnings— — — 130,420 — — — — 10,455 140,875 
Cash dividends declared— — — (104,830)— — — — — (104,830)
Repurchases of common shares— — — — (1,057)(32,112)— — — (32,112)
Other comprehensive loss, net of tax— — — — — — — (25,333)769 (24,564)
Other, net— — — — — — — — (6,496)(6,496)
Balance — December 31, 2020176,793 $220,991 $502,227 $3,670,543 (46,768)$(2,059,309)$6,164 $(609,625)$30,330 $1,761,321 
Stock activity under stock plans— — (25,320)— 414 19,134 1,050 — — (5,136)
Stock-based compensation— — 29,479 — — — 29,479 
Net earnings— — — 125,949 — — — — 10,233 136,182 
Cash dividends declared— — — (105,469)— — — — — (105,469)
Repurchases of common shares— — — — (440)(17,531)— — — (17,531)
Other comprehensive loss, net of tax— — — — — — — 46,036 (1,302)44,734 
Other, net— — — — — — — — (6,235)(6,235)
Balance — December 31, 2021176,793 $220,991 $506,386 $3,691,023 (46,794)$(2,057,706)$7,214 $(563,589)$33,026 $1,837,345 
See accompanying notes to consolidated financial statements.

54
 Total Flowserve Corporation Shareholders’ Equity    
     
Capital
in Excess of Par Value
 Retained Earnings     Deferred Compensation Obligation 
Accumulated
Other Comprehensive Loss
   Total Equity
 Common Stock   Treasury Stock   Noncontrolling Interests 
 Shares Amount   Shares Amount    
 (Amounts in thousands)
Balance, as reported — January 1, 2015176,793
 $220,991
 $495,600
 $3,403,834
 (42,444) $(1,830,919) $10,558
 $(380,099) $10,281
 $1,930,246
Stock activity under stock plans
 
 (41,860) 
 789
 27,785
 
 
 
 (14,075)
Stock-based compensation
 
 34,797
 19
 
 
 
 
 
 34,816
Tax benefit associated with stock-based compensation
 
 6,424
 
 
 
 
 
 
 6,424
Net earnings
 
 
 258,411
 
 
 
 
 5,605
 264,016
Cash dividends declared
 
 
 (96,306) 
 
 
 
 
 (96,306)
Repurchases of common shares
 
 
 
 (6,048) (303,651) 
 
 
 (303,651)
Other comprehensive loss, net of tax
 
 
 
 
 
 
 (158,133) 1,437
 (156,696)
Purchase of shares from and dividends paid to noncontrolling interests
 
 
 
 
 
 
 
 (67) (67)
Other, net
 
 
 
 
 
 (325) 
 
 (325)
Balance — December 31, 2015176,793
 220,991
 494,961
 3,565,958
 (47,703) (2,106,785) 10,233
 (538,232) 17,256
 1,664,382
Stock activity under stock plans
 
 (33,571) 
 723
 28,258
 
 
 
 (5,313)
Stock-based compensation
 
 30,203
 10
 
 
 
 
 
 30,213
Tax benefit associated with stock-based compensation
 
 255
 
 
 
 
 
 
 255
Net earnings
 
 
 132,455
 
 
 
 
 3,077
 135,532
Cash dividends declared
 
 
 (100,027) 
 
 
 
 
 (100,027)
Repurchases of common shares
 
 
 
 
 
 
 
 
 
Other comprehensive loss, net of tax
 
 
 
 
 
 
 (86,556) 713
 (85,843)
Purchase of shares from and dividends paid to noncontrolling interests
 
 
 
 
 
 
 
 (85) (85)
Other, net
 
 
 
 
 
 (1,726) 
 
 (1,726)
Balance — December 31, 2016176,793
 $220,991
 $491,848
 $3,598,396
 (46,980) $(2,078,527) $8,507
 $(624,788) $20,961
 $1,637,388
ASU No. 2016-09, Compensation - Stock Compensation
 
 (2,966) 2,966
 
 
 
 
 
 
Stock activity under stock plans
 
 (23,479) 
 509
 18,969
 
 
 
 (4,510)
Stock-based compensation
 
 22,820
 
 
 
 
 
 
 22,820
Tax benefit associated with stock-based compensation
 
 103
 
 
 
 
 
 
 103
Net earnings
 
 
 2,652
 
 
 
 
 1,676
 4,328
Cash dividends declared
 
 
 (100,067) 
 
 
 
 
 (100,067)
Repurchases of common shares
 
 
 
 
 
 
 
 
 
Other comprehensive income, net of tax
 
 
 
 
 
 
 119,315
 438
 119,753
Purchase of shares from and dividends paid to noncontrolling interests
 
 
 
 
 
 
 
 (6,708) (6,708)
Other, net
 
 
 
 
 
 (2,153) 
 
 (2,153)
Balance — December 31, 2017176,793
 $220,991
 $488,326
 $3,503,947
 (46,471) $(2,059,558) $6,354
 $(505,473) $16,367
 $1,670,954
See accompanying notes to consolidated financial statements.



FLOWSERVE CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
 Year Ended December 31,
 202120202019
 (Amounts in thousands)
Cash flows — Operating activities:   
Net earnings, including noncontrolling interests$136,182 $140,875 $246,940 
Adjustments to reconcile net earnings to net cash provided (used) by operating activities:   
Depreciation85,175 86,175 92,042 
Amortization of intangible and other assets14,647 14,578 13,862 
Loss on extinguishment of debt46,176 1,201 — 
Stock-based compensation29,478 27,252 23,882 
Foreign currency, asset write downs and other non-cash adjustments29,772 4,277 (11,724)
Change in assets and liabilities:   
Accounts receivable, net(8,675)45,648 2,883 
Inventories, net(32,124)15,306 (31,058)
Contract assets, net74,333 4,258 (45,220)
Prepaid expenses and other assets, net1,302 34,262 (9,455)
Accounts payable(19,505)(22,571)24,678 
Contract liabilities14,196 (34,066)19,699 
Accrued liabilities and income taxes payable(13,948)50,203 12,418 
Retirement obligations and other(15,690)3,636 (3,357)
Net deferred taxes(91,200)(60,497)(11,493)
Net cash flows provided (used) by operating activities250,119 310,537 324,097 
Cash flows — Investing activities:   
Capital expenditures(54,936)(57,405)(75,716)
Proceeds from disposal of assets2,663 15,705 42,333 
Affiliate investment activity(7,204)— — 
Net cash flows provided (used) by investing activities(59,477)(41,700)(33,383)
Cash flows — Financing activities:   
Payments on senior notes(1,243,548)(191,258)— 
Proceeds from issuance of senior notes498,280 498,280 — 
Payments on long-term debt(7,500)— (105,000)
Proceeds from issuance of long-term debt300,000 — — 
Payments of deferred loan costs(6,739)(4,572)— 
Proceeds from short-term financing— — 75,000 
Payments on short-term financing— — (75,000)
Proceeds under other financing arrangements1,408 2,285 3,404 
Payments under other financing arrangements(7,213)(9,792)(9,856)
Payments related to tax withholding for stock-based compensation(5,984)(4,607)(3,900)
Repurchases of common shares(17,531)(32,112)(15,000)
Payments of dividends(104,604)(104,159)(99,557)
Other(6,276)(6,478)(1,555)
Net cash flows provided (used) by financing activities(599,707)147,587 (231,464)
Effect of exchange rate changes on cash(27,757)7,870 (7,953)
Net change in cash and cash equivalents(436,822)424,294 51,297 
Cash and cash equivalents at beginning of year1,095,274 670,980 619,683 
Cash and cash equivalents at end of year$658,452 $1,095,274 $670,980 
Income taxes paid (net of refunds)$65,621 $75,342 $66,372 
Interest paid72,247 57,041 53,607 
See accompanying notes to consolidated financial statements.
55
 Year Ended December 31,
 2017 2016 2015
 (Amounts in thousands)
Cash flows — Operating activities: 
  
  
Net earnings, including noncontrolling interests$4,328
 $135,532
 $264,016
Adjustments to reconcile net earnings to net cash provided by operating activities: 
  
  
Depreciation101,438
 99,897
 99,501
Amortization of intangible and other assets17,016
 16,855
 27,586
(Gain) loss on sale of businesses(141,317) 7,664
 
Stock-based compensation22,820
 30,213
 34,816
Provision for U.S. Tax Cuts and Jobs Act of 2017 and Latin America accounts receivable reserve115,320
 73,452
 
Foreign currency, asset impairment and other non-cash adjustments33,087
 (8,127) 74,382
Change in assets and liabilities: 
  
  
Accounts receivable, net60,216
 36,927
 53,060
Inventories, net48,642
 52,892
 (21,260)
Prepaid expenses and other42,159
 (25,165) (13,882)
Other assets, net(9,224) (20,310) 6,646
Accounts payable12,403
 (71,008) (113,639)
Accrued liabilities and income taxes payable(3,383) (88,770) 51,073
Retirement obligations and other(43,431) 16,372
 (21,456)
Net deferred taxes50,992
 (15,948) (84)
Net cash flows provided by operating activities311,066
 240,476
 440,759
Cash flows — Investing activities: 
  
  
Capital expenditures(61,602) (89,699) (181,861)
Payments for acquisition, net of cash acquired
 
 (353,654)
Proceeds from disposal of assets5,435
 3,294
 10,220
Proceeds from (payments for) for disposition of businesses232,767
 (5,064) 
Net cash flows provided (used) by investing activities176,600
 (91,469) (525,295)
Cash flows — Financing activities: 
  
  
Payments on long-term debt(60,000) (60,000) (45,000)
Proceeds from issuance of senior notes
 
 526,332
Payments of deferred loan costs(1,503) 
 (5,108)
Proceeds under other financing arrangements7,359
 35,680
 9,426
Payments under other financing arrangements(19,030) (12,636) (34,949)
Payments related to tax withholding for stock-based compensation(6,238) (10,405) (15,844)
Repurchases of common shares
 
 (303,651)
Payments of dividends(99,233) (97,746) (93,650)
Other(6,708) 1,386
 99
Net cash flows (used) provided by financing activities(185,353) (143,721) 37,655
Effect of exchange rate changes on cash33,970
 (4,568) (37,025)
Net change in cash and cash equivalents336,283
 718
 (83,906)
Cash and cash equivalents at beginning of year367,162
 366,444
 450,350
Cash and cash equivalents at end of year$703,445
 $367,162
 $366,444
Income taxes paid (net of refunds)$59,409
 $151,191
 $152,536
Interest paid56,808
 57,393
 57,030
See accompanying notes to consolidated financial statements.



FLOWSERVE CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 20172021 AND 20162020 AND FOR THE
THREE YEARS ENDED DECEMBER 31, 20172021


1.SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING DEVELOPMENTS
1.SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING DEVELOPMENTS
We are principally engaged in the worldwide design, manufacture, distribution and service of industrial flow management equipment. We provide long lead time, custom and other highly-engineered pumps; standardized, general-purpose pumps; mechanical seals; engineered and industrial valves; and related automation productsproducts; and services and solutions primarily for oil and gas, chemical, power generation, water management and other general industries requiring flow management products and services. Equipment manufactured and serviced by us is predominantly used in industries that deal with difficult-to-handle and corrosive fluids, as well as environments with extreme temperatures, pressure, horsepower and speed. Our business is affected by economic conditions in the United States ("U.S.") and other countries where our products are sold and serviced, by the cyclical nature and competitive environment of our industries served, by the relationship of the U.S. dollar to other currencies and by the demand for and pricing of our customers’ end products.
Revision to Previously Reported Financial Information As previously disclosed in our Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2017, we identified accounting errors focused mainly at two of our non-U.S. sites in the inventory, accounts receivable, COS and SG&A balances for prior periods through During the first quarter of 2017. We assessed these errors, individually and in2021, as previously disclosed, we identified an accounting error involving foreign currency transactions beginning with the aggregate, and concluded that they were not material to any prior annual or interim period. However, to facilitate comparisons among periods we revised our previously issued audited consolidated financial information which is included in our 2016 Annual Report and unaudited condensed consolidated financial information for the interim periods included in our Form 10-Q/A and Form 10-Q for the quarters ended March 31, 2017 and June 30, 2017, respectively. 
Venezuela Our operations in Venezuela primarily consistfirst quarter of a service center that performs service and repair activities. Our Venezuelan subsidiary's sales for2020 through the year ended December 31, 2017 represented less than 0.5%2020. These adjustments increased retirement obligations and other liabilities by $1.5 million, retained earnings by $14.1 million and accumulated other comprehensive loss by $15.6 million as of consolidated sales and its assets at December 31, 2017 represented less than 0.5%2020. The consolidated statements of total consolidated assets. Assets primarily consisted of United States ("U.S.") dollar-denominated monetary assetscash flows and bolivar-denominated non-monetary assets at shareholders' equity for the year ended December 31, 2017. In addition, certain2020 have been revised to reflect the impacts of the above described error.
We have assessed the above described errors and concluded the effects were not material to the period ended December 31, 2020 or any previous period. The December 31, 2020 balances, as presented herein, have been revised. Refer to Note 2 for a detailed discussion related to the impact of the revision as of and for the period ended December 31, 2020.
Coronavirus Pandemic ("COVID-19") and Oil and Gas Market — Over the past year, we continue to be challenged by macroeconomics and global economic impacts based on the disruption and uncertainties caused by COVID-19. As a result of the COVID-19 pandemic’s effect on oil prices, many of our operationslarge customers reduced capital expenditures and budgets in other countries sell equipment2020. To date, while we have seen customer maintenance, repair and parts thatoverhaul ("MRO") and aftermarket spending return close to pre-pandemic levels, and although we are typically denominatedseeing momentum in U.S. dollars directlyproject-based capital expenditures, such business has yet to Venezuelan customers. In addition, certain of our operations in other countries sell equipment and parts that are typically denominated in U.S. dollars directlyreturn to Venezuelan customers. In the third quarter of 2016 we recorded a charge of $73.5 million to SG&A to fully reserve for those potentially uncollectible accounts receivable (classified as other assets, net on the condensed consolidated balance sheet) and a charge to COS of $1.9 million to reserve for related net inventory exposures. We continue to pursue payments from our Venezuelan customer and in 2017 collected approximately $2 million of previously reserved accounts receivable.pre-pandemic levels.
Principles of Consolidation — The consolidated financial statements include the accounts of our company and our wholly and majority-owned subsidiaries. In addition, we would consolidate any variable interest entities for which we are deemed to be the primary beneficiary. Noncontrolling interests of non-affiliated parties have been recognized for all majority-owned consolidated subsidiaries. Intercompany profits/losses, transactions and balances among consolidated entities have been eliminated from our consolidated financial statements.
In the ordinary course of our operations worldwide, we have entered into joint ventures and interests (collectively referred to as “affiliates”) to provide greater flexibility in delivering our products and services, gain access to markets and geographical locations and reduce exposure and diversify risk. Investments in unconsolidated affiliatedaffiliate companies which representwith a noncontrolling ownership interests between 20% and 50%, are unconsolidated and are accounted for using the equity method, which approximates our equity interest in their underlying equivalent net book value under accounting principles generally accepted in the U.S. ("U.S. GAAP"). InvestmentsAll equity method investments are reviewed for impairment whenever events and conditions indicate that a decrease in intereststhe value of an investment has occurred that is other than temporary. If impaired, an impairment loss representing the difference between our carrying value and fair value is recorded and the investment is written down to a new carrying value. Investment in affiliate companies where we own less than 20% of the investee are accounted for by the cost method, whereby income is only recognized in the event of dividend receipt. Investments accounted for by the cost method are tested for impairment if an impairment indicator is present.
Reclassifications — Certain reclassifications have been made to prior year financial information to conform to the current year presentation.
56


Use of Estimates — The process of preparing financial statements in conformity with U.S. GAAP requires us to make estimates and assumptions that affect reported amounts of certain assets, liabilities, revenues and expenses. We believe our estimates and assumptions are reasonable; however, actual results may differ materially from such estimates. The full extent to which the COVID-19 pandemic directly or indirectly impacts our business, results of operations and financial condition, including sales, expenses, our allowance for expected credit losses, stock based compensation, the carrying value of our goodwill and other long-lived assets, financial assets, and valuation allowances for tax assets, will depend on future developments that are highly uncertain, including as a result of new information that may emerge concerning COVID-19 and the actions taken to contain it or treat it, as well as the economic impact on local, regional, national and international customers, suppliers and markets. We have made estimates of the impact of COVID-19 within our financial statements and there may be changes to those estimates in the near to mid-term as new information becomes available. Actual results may differ from these estimates. The most significant estimates and assumptions are used in determining:
Timing and amount of revenue recognition;
Deferred taxes, tax valuation allowances and tax reserves;

Reserves for contingent loss;
Pension and postretirement benefits; and
Valuation of goodwill, indefinite-lived intangible assets and other long-lived assets.
Revenue Recognition — Revenues for product sales are recognized when the risks and rewardsThe majority of ownership are transferredour revenues relate to the customers, which iscustomer orders that typically based on the contractual delivery terms agreed to with the customer and fulfillmentcontain a single commitment of all but inconsequential or perfunctory actions. In addition, our policy requires persuasive evidence of an arrangement, a fixed or determinable sales price and reasonable assurance of collectibility. We defer the recognition of revenue when advance payments are received from customers before performance obligations have been completed and/goods or services which have been performed. Freight charges billed tolead times under a year. Longer lead time, more complex contracts with our customers are included in salestypically have multiple commitments of goods and the related shipping costs are included in COS in our consolidated statements of income. Our contracts typically include cancellation provisions that require customers to reimburse us for costs incurred up to the date of cancellation, as well as any contractual cancellation penalties.
We enter into certain agreements with multiple deliverables that may includeservices, including any combination of designing, developing, manufacturing, modifying, installing and commissioning of flow management equipment and providing services and parts related to the performance of such products. DeliveryWe recognize revenue when (or as) we satisfy a performance obligation by transferring control to a customer. Transfer of these products and services typically occurs within a one to two-year period, although many arrangements, such as "short-cycle" type orders, have a shorter timeframe for delivery. We separate deliverables into units of accountingcontrol is evaluated based on whether the deliverable(s) have standalone valuecustomer’s ability to direct the use of and obtain substantially all of the benefits of a performance obligation. Revenue is recognized either over time or at a point in time, depending on the specific facts and circumstances for each contract, including the terms and conditions of the contract as agreed with the customer (impact of general rights of return is immaterial). Contract value is allocated ratably toand the units of accounting in the arrangement based on their relative selling prices determined as if the deliverables were sold separately.
Revenues for long-term contracts that exceed certain internal thresholds regarding the size and durationnature of the project and provideproducts or services to be provided.
Our primary method for the receipt of progress billings from the customer are recorded onrecognizing revenue over time is the percentage of completion (“POC”) method, withwhereby progress towards completion is measured by applying an input measure based on a cost-to-cost basis. Percentage of completion revenue represented approximately 4%, 5% and 7% of our consolidated sales as of December 31, 2017, 2016 and 2015, respectively.
Revenue on service and repair contracts is recognized after services have been agreedcosts incurred to by the customer and rendered. Revenues generated under fixed fee service and repair contracts are recognized on a ratable basis over the termdate relative to total estimated costs at completion. If control of the contract. These contracts can rangeproducts and/or services does not transfer over time, then control transfers at a point in duration, but generally extend for uptime. We determine the point in time that control transfers to five years. Fixed fee service contracts represent approximately 1%a customer based on the evaluation of consolidated sales for each year presented.specific indicators, such as title transfer, risk of loss transfer, customer acceptance and physical possession. For a detailed discussion related to revenue recognition refer to Note 3.
In certain instances, we provide guaranteed completion dates under the terms of our contracts. Failure to meet contractual delivery dates can result in late delivery penalties or non-recoverable costs. In instances where the payment of such costs are deemed to be probable, we perform a project profitability analysis, accounting for such costs as a reduction of realizable revenues, which could potentially cause estimated total project costs to exceed projected total revenues realized from the project. In such instances, we would record reserves to cover such excesses in the period they are determined. In circumstances where the total projected revenues still exceed total projected costs, the incurrence of penalties or non-recoverable costs generally reduces profitability of the project at the time of subsequent revenue recognition.
Cash and Cash Equivalents — We place temporary cash investments with financial institutions and, by policy, invest in those institutions and instruments that have minimal credit risk and market risk. These investments, with an original maturity of three months or less when purchased, are classified as cash equivalents. They are highly liquid and principal values are not subject to significant risk of change due to interest rate fluctuations.
Accounts Receivable, Allowance for Doubtful AccountsExpected Credit Losses and Credit RiskTheTrade accounts receivables are recorded at the invoiced amount and do not bear interest. We establish an allowance for doubtful accountsexpected credit losses on an aging schedule and according to historical losses as determined from our billings and collections history. Additionally, we consider factors that are specific to our customers’ credit risk such as financial difficulties, liquidity issues, insolvency, and country and political risk. We also consider both the current and forecasted direction of macroeconomic conditions at the reporting date in estimating expected credit losses. Receivables are written off against the allowance in the period when the receivable is established based on estimatesdeemed to be uncollectible and further collection efforts have ceased. Subsequent recoveries of amounts previously written off are reflected as a reduction to credit impairment losses in the amount of uncollectible accounts receivable, which is determined principally based upon the aging of the accounts receivable, but also customer credit history, industry and market segment information, economic trends and conditions and credit reports. Customer credit issues, customer bankruptcies or general economic conditions may also impact our estimates.income statement.
Credit risks are mitigated by the diversity of our customer base across many different geographic regions and industries and by performing creditworthiness analyses on our customers. Additionally, we mitigate credit risk through letters of credit and advance payments received from our customers. In 2016 we experienced increased aging and slower collection of receivables with our primary Venezuelan customer. Due to certain actions of this customer and the diminished activity of business and payments in 2016 we recorded a charge to SG&A to fully reserve for those potential uncollectible accounts receivable and a charge to COS to reserve for related net inventory exposures. We do not believe that we have any other significant concentrations of credit risk.

57


Inventories and Related Reserves — Inventories are stated at the lower of cost and net realizable value. Cost is determined by the first-in, first-out method. Reserves for excess and obsolete inventories are based upon our assessment of market conditions for our products determined by historical usage and estimated future demand. Due to the long life cycles of our products, we carry spare parts inventories that have historically low usage rates and provide reserves for such inventory based on demonstrated usage and aging criteria.
Income Taxes, Deferred Taxes, Tax Valuation Allowances and Tax Reserves — We account for income taxes under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are calculated using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the period that includes the enactment date. We record valuation allowances to reflectreduce the estimated amountcarrying value of deferred tax assets to amounts that maywe expect are more likely than not to be realized based upon our analysis ofrealized. We assess existing deferred tax assets, net operating losses and tax credits by jurisdiction and expectations of our ability to utilize these tax attributes through a review of past, current and estimated future taxable income and establishment of tax planning strategies.
We provide deferred taxes for the temporary differences associated with our investment in foreign subsidiaries that have a financial reporting basis that exceeds tax basis, unless we can assert permanent reinvestment in foreign jurisdictions. Financial reporting basis and tax basis differences in investments in foreign subsidiaries consist of both unremitted earnings and losses, as well as foreign currency translation adjustments.
The amount of income taxes we pay is subject to ongoing audits by federal, state, and foreign tax authorities, which often result in proposed assessments. We establish reserves for open tax years for uncertain tax positions that may be subject to challenge by various tax authorities. The consolidated tax provision and related accruals include the impact of such reasonably estimable losses and related interest and penalties as deemed appropriate.
We recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities. The determination is based on the technical merits of the position and presumes that each uncertain tax position will be examined by the relevant taxing authority that has full knowledge of all relevant information. The tax benefits recognized in the financial statements from such a position are measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement.
Legal and Environmental Contingencies — Legal and environmental reserves are recorded based upon a case-by-case analysis of the relevant facts and circumstances and an assessment of potential legal obligations and costs. Amounts relating to legal and environmental liabilities are recorded when it is probable that a loss has been incurred and such loss is reasonably estimable. Assessments of legal and environmental costs are based on information obtained from our independent and in-house experts and our loss experience in similar situations. Estimates are updated as applicable when new information regarding the facts and circumstances of each matter becomes available. Legal fees associated with legal and environmental liabilities are expensed as incurred.
EstimatesWe are a defendant in a number of liabilitieslawsuits that seek to recover damages for unsettledpersonal injury allegedly resulting from exposure to asbestos-containing products formerly manufactured and/or distributed by heritage companies of the Company. We have estimated that the liability for pending and future claims not yet asserted, and which are probable and estimable, could be experienced through 2049, which represents the expected end of our asbestos liability exposure with no further ongoing claims expected beyond that date. This estimate is based on the Company's historical claim experience and estimates of the number and resolution cost of potential future claims that may be filed based on anticipated levels of unique plaintiff asbestos-related claims are basedin the U.S. tort system against all defendants, the diminished volatility and consistency of observable claims data, the period of time that has elapsed since we stopped manufacturing products that contained encapsulated asbestos and an expected downward trend in claims due to the average age of our claimants. This estimate is not discounted to present value. In light of the uncertainties and variables inherent in the long-term projection of the total asbestos liability, as part of our ongoing review of asbestos claims, each year we will reassess the projected liability of unasserted asbestos claims to be filed through 2049, and we will continually reassess the time horizon over which a reasonable estimate of unasserted claims can be projected.
We assess the sufficiency of the estimated liability for pending and future claims on known claims and on ouran ongoing basis by evaluating actual experience during the preceding two years forregarding claims filed, settled and dismissed, and amounts paid in settlements. In addition to claims and
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settlement experience, we consider additional quantitative and qualitative factors such as changes in legislation, the legal environment and the Company's defense strategy. In connection with adjustments for events deemed unusual and unlikely to recur, and are included in retirement obligations and other liabilities in our consolidated balance sheets. A substantial majorityongoing review of our asbestos-related claims, are covered bywe have also reviewed the amount of potential insurance or indemnities. Estimated indemnitiescoverage for such claims, taking into account the remaining limits of such coverage, the number and receivablesamount of claims on our insurance from co-insured parties, ongoing litigation against the Company’s insurers, potential remaining recoveries from insolvent insurers, the impact of previous insurance carrierssettlements and coverage available from solvent insurers not party to the coverage litigation. Continuously, we review ongoing insurance coverage available for unsettleda significant amount of the potential future asbestos-related claims and in the future could secure additional insurance coverage as deemed necessary.
The study from the Company's actuary, based on data as of August 31, 2021, provided for a range of possible future liability from approximately $75.9 million to $124.6 million. The Company does not believe any amount within the range of potential outcomes represents a better estimate than another given the many factors and assumptions inherent in the projections and therefore the Company has recorded the liability at the actuarial central estimate of approximately $94.4 million as of December 31, 2021. In addition, the Company has recorded estimated insurance receivables of approximately $57.4 million as of December 31, 2021. The amounts recorded for settlementsthe asbestos-related liability and legal fees paid by us for asbestos-related claims are estimated using our historical experience withthe related insurance recovery rates and estimates of future recoveries, which include estimates of coverage and financial viability of our insurance carriers. Estimated receivables are includedbased on facts known at the time and a number of assumptions. However, projecting future events, such as the number of new claims to be filed each year, the length of time it takes to defend, resolve, or otherwise dispose of such claims, coverage issues among insurers and the continuing solvency of various insurance companies, as well as the numerous uncertainties surrounding asbestos litigation in other assets, net in our consolidated balance sheets. Wethe United States, could cause the actual liability and insurance recoveries for us to be higher or lower than those projected or recorded. Additionally, we have claims pending against certain insurers that, if resolved more favorably than estimated future recoveries,reflected in the recorded receivables, would result in discrete gains in the applicable quarter. We are currently unableyear. Changes recorded in the estimated liability and estimated insurance recovery based on projections of asbestos litigation and corresponding insurance coverage, result in the recognition of additional expense or income. For a discussion pertaining to estimate the impact, if any, of unasserted asbestos-relatedactivity related to asbestos claims although future claims would also be subjectrefer to existing indemnities and insurance coverage.Note 16.
Warranty Accruals— Warranty obligations are based upon product failure rates, materials usage, service delivery costs, an analysis of all identified or expected claims and an estimate of the cost to resolve such claims. The estimates of expected claims are generally a factor of historical claims and known product issues. Warranty obligations based on these factors are adjusted based on historical sales trends for the precedingpreceding 24 months.

Insurance Accruals — Insurance accruals are recorded for wholly or partially self-insured risks such as medical benefits and workers’ compensation and are based upon an analysis of our claim loss history, insurance deductibles, policy limits and other relevant factors that are updated annually and are included in accrued liabilities in our consolidated balance sheets. The estimates are based upon information received from actuaries, insurance company adjusters, independent claims administrators or other independent sources. Receivables from insurance carriers are estimated using our historical experience with insurance recovery rates and estimates of future recoveries, which include estimates of coverage and financial viability of our insurance carriers. Estimated receivables are included in accounts receivable, net and other assets, net, as applicable, in our consolidated balance sheets.
Pension and Postretirement Obligations — Determination of pension and postretirement benefits obligations is based on estimates made by management in consultation with independent actuaries and investment advisors. Inherent in these valuations are assumptions including discount rates, expected rates of return on plan assets, retirement rates, mortality rates and rates of compensation increase and other factors all of which are reviewed annually and updated if necessary. Current market conditions, including changes in rates of return, interest rates and medical inflation rates, are considered in selecting these assumptions.
Actuarial gains and losses and prior service costs are recognized in accumulated other comprehensive loss as they arise and we amortize these costs into net pension expense over the remaining expected service period.
Property, Plant and Equipment and Depreciation — Property, plant and equipment are stated at historical cost, less accumulated depreciation. If asset retirement obligations exist, they are capitalized as part of the carrying amount of the asset and depreciated over the remaining useful life of the asset. The useful lives of leasehold improvements are the lesser of the remaining lease term or the useful life of the improvement. When assets are retired or otherwise disposed of, their costs and related accumulated depreciation are removed from the accounts and any resulting gains or losses are included in income from operations for the period. Depreciation is computed by the straight-line method based on the estimated useful lives of the depreciable assets, or in the case of assets under capitalfinance leases, over the related lease turn.term. Generally, the estimated useful lives of the assets are:
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Buildings and improvements10 to 40 years
Machinery, equipment and tooling3 to 14 years
Software, furniture and fixtures and other3 to 7 years


Costs related to routine repairs and maintenance are expensed as incurred.
Leases — We have operating and finance leases for certain manufacturing facilities, offices, service and quick response centers, machinery, equipment and automobiles. Our leases have remaining lease terms of up to 31 years. The terms and conditions of our leases may include options to extend or terminate the lease which are considered and included in the lease term when these options are reasonably certain of exercise.
We determine if a contract is (or contains) a lease at inception by evaluating whether the contract conveys the right to control the use of an identified asset. For all classes of leased assets, we account for any non-lease components in the contract together with the related lease component in the same unit of account. For lease contracts containing more than one lease component, we allocate the contract consideration to each of the lease components on the basis of relative standalone prices in order to identify the lease payments for each lease component.
Right-of-use ("ROU") assets and lease liabilities are recognized in our consolidated balance sheets at the commencement date based on the present value of remaining lease payments over the lease term. Additionally, ROU assets include any lease payments made at or before the commencement date, as well as any initial direct costs incurred, and are reduced by any lease incentives received. In determining the discount rate used to measure the right-of-use asset and lease liability, we utilize the Company’s incremental borrowing rate and consider the term of the lease, as well as the geographic location of the leased asset. For a detailed discussion related to leases refer to Note 5.
Internally Developed Software — We capitalize certain costs associated with the development of internal-use software. Generally, these costs are related to significant software development projects and are amortized over their estimated useful life, typically typically three to fiveseven years, upon implementation of the software. We also capitalize certain costs incurred during the application development stage of implementation of cloud computing arrangements. Amounts capitalized for cloud arrangements are amortized on a straight-line basis over a period of three to seven years and are reported as a component of other long-term assets.
Intangible Assets — Intangible assets, excluding trademarks (which are considered to have an indefinite life), consist primarily of engineering drawings, patents, existing customer relationships, software, distribution networks and other items that are being amortized over their estimated useful lives generally ranging from from four to 40 years. These assets are reviewed for impairment whenever events and circumstances indicate impairment may have occurred.
Valuation of Goodwill, Indefinite-Lived Intangible Assets and Other Long-Lived Assets — The value of goodwill and indefinite-lived intangible assets is tested for impairment as of December 31 each year or whenever events or circumstances indicate such assets may be impaired. The identification of our reporting units beganbegins at the operating segment level and considered whether components one level below the operating segment levels should be identified as reporting units for purpose of testing goodwill for impairment based on certain conditions. These conditions included, among other factors, (i) the extent to which a component represents a business and (ii) the aggregation of economically similar components within the operating segments and resulted in fourthree reporting units. Other factors that were considered in determining whether the aggregation of components was appropriate included the similarity of the nature of the products and services, the nature of the production processes, the methods of distribution and the types of industries served.
An impairment loss for goodwillAccounting Standards Codification ("ASC") 350 allows an optional qualitative assessment, prior to a quantitative assessment test, to determine whether it is recognized ifmore likely than not that the implied fair value of goodwill is less thana reporting unit exceeds its carrying amount. We generally do not attempt a qualitative assessment and proceed directly to the quantitative test. If the carrying value of a reporting unit exceeds its fair value, the goodwill of that reporting unit is impaired and an impairment loss is recorded equal to the excess of the carrying value over its fair value. We estimate the fair value of our reporting units based on an income approach, whereby we calculate the fair value of a reporting unit based on the present value of estimated future cash flows. A discounted cash flow analysis requires us to make various judgmental assumptions about
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future sales, operating margins, growth rates and discount rates, which are based on our budgets,

business plans, economic projections, anticipated future cash flows and market participants. Assumptions are also made for varying perpetual growth rates for periods beyond the long-term business plan period.
We did not record an impairment of goodwill in 2017, 20162021, 2020 or 2015;2019; however, the estimated fair value of our EPO and IPDpump reporting unitsunit reduced significantlymoderately in 2016 and 20152020 due to decreased broad-based capital spending declines and heightened pricing pressure experiencedresulting from the ongoing COVID-19 pandemic, however in 2021 we did see a modest improvement in the oil and gas markets which arepump reporting unit estimated fair value due to anticipated improvements in mid to continue in the near to mid-term.long-term capital spending. The EPOpump reporting unit is a component of our EPDFPD reporting segment and is primarily focused on long lead time,highly engineered custom and other highly-engineered pumpspre-configured pump products and pump systems. As of December 31, 2017,2021 our EPOpump reporting unit had approximately $159 $467 million of goodwill and itsan estimated fair value that exceeded its carrying value by approximately 82% as compared to approximately $156$483 million and $469 million of goodwill and itsan estimated fair value that exceeded its carrying value by approximately 45%46% and 131% as of December 31, 2016. In addition, our IPD reporting unit had approximately $319 million of goodwill2020 and its fair value exceeded its carrying value by approximately 66% as of December 31, 2017 as compared to approximately $298 million of goodwill and its fair value exceeded its carrying value by approximately 70% as of December 31, 2016. Key assumptions used2019, respectively. The key factors considered in determining the estimated fair value of our EPO and IPD reporting units included the annual operating plan and forecasted operating results, successful execution of our current realignment programscontinuous improvement and identified strategic initiatives, a constant cost of capital, continued stabilization and mid to long-term improvement of the macro-economic conditions of the oil and gas market, and a relatively stable global gross domestic product. Although we have concluded that there is no impairment on the goodwill associated with our EPO and IPDpump reporting unitsunit as of December 31, 2017,2021, we will continue to closely monitor theirits performance and related market conditions for future indicators of potential impairment and reassess accordingly.
We also considerconsidered our market capitalization in our evaluation of the fair value of our goodwill. Our market capitalization decreased slightly as compared with 2016 and2020, however this did not indicate a potential impairment of our goodwill as of December 31, 2017.2021.
Impairment losses for indefinite-lived intangible assets are recognized whenever the estimated fair value is less than the carrying value. Fair values are calculated for trademarks using a "relief from royalty" method, which estimates the fair value of a trademark by determining the present value of estimated royalty payments that are avoided as a result of owning the trademark. This method includes judgmental assumptions about sales growth and discount rates that have a significant impact on the fair value and are substantially consistent with the assumptions used to determine the fair value of our reporting unitsunit discussed above. We did not record a material impairment of our trademarks in 2017, 20162021, 2020 or 2015.2019.
The recoverable value of other long-lived assets, including property, plant and equipment and finite-lived intangible assets, is reviewed when indicators of potential impairments are present. The recoverable value is based upon an assessment of the estimated future cash flows related to those assets, utilizing assumptions similar to those for goodwill. Additional considerations related to our long-lived assets include expected maintenance and improvements, changes in expected uses and ongoing operating performance and utilization.
Deferred Loan Costs — Deferred loan costs, consisting of fees and other expenses associated with debt financing, are amortized over the term of the associated debt using the effective interest method. Additional amortization is recorded in periods where optional prepayments on debt are made.
Fair Values of Financial Instruments — Our financial instruments are presented at fair value in our consolidated balance sheets, with the exception of our long-term debt. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Where available, fair value is based on observable market prices or parameters or derived from such prices or parameters. Where observable prices or inputs are not available, valuation models may be applied.
Assets and liabilities recorded at fair value in our consolidated balance sheets are categorized based upon the level of judgment associated with the inputs used to measure their fair values. Hierarchical levels, as defined by Accounting Standards Codification ("ASC")ASC 820, "Fair Value Measurements and Disclosures," are directly related to the amount of subjectivity associated with the inputs to fair valuation of these assets and liabilities. An asset or a liability’s categorization within the fair value hierarchy is based on the lowest level of significant input to its valuation. Hierarchical levels are as follows:
Level I — Inputs are unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date.

Level II — Inputs (other than quoted prices included in Level I) are either directly or indirectly observable for the asset or liability through correlation with market data at the measurement date and for the duration of the instrument’s anticipated life.
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Level III — Inputs reflect management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date. Consideration is given to the risk inherent in the valuation technique and the risk inherent in the inputs to the model.
Recurring fair value measurements are limited to investments in derivative instruments and certain equity securities.instruments. The fair value measurements of our derivative instruments are determined using models that maximize the use of the observable market inputs including interest rate curves and both forward and spot prices for currencies, and are classified as Level II under the fair value hierarchy. The fair values of our derivative instruments are included in Note 6. The fair value measurements of our investments in equity securities are determined using quoted market prices and are classified as Level I. The fair values of our investments in equity securities, and changes thereto, are immaterial to our consolidated financial position and results of operations.9.
Derivatives and Hedging Activities — We have a foreign currency derivatives and hedging policy outlining the conditions under which we can enter into financial derivative transactions. We do not use derivative instruments for trading or speculative purposes. All derivative instruments are recognized on the balance sheet at their fair values.

We employ a foreign currency economic hedging strategy to mitigate certain financial risks resulting from foreign currency exchange rate movements that impact foreign currency denominated receivables and payables, firm committed transactions and forecasted sales and purchases. The changes in the fair values are recognized immediately in other income (expense), net in the consolidated statements of income. See Note 69 for further discussion of forward exchange contracts.

We are exposed to risk from credit-related losses resulting from nonperformance by counterparties to our financial instruments. We perform credit evaluations of our counterparties under forward exchange contracts and expect all counterparties to meet their obligations. If necessary, we would adjust the values of our derivative contracts for our or our counterparties’ credit risks.
Foreign Currency Translation — Assets and liabilities of our foreign subsidiaries are translated to U.S. dollars at exchange rates prevailing at the balance sheet date, while income and expenses are translated at average rates for each month. Translation gains and losses are reported as a component of accumulated other comprehensive loss. Transactional currency gains and losses arising from transactions in currencies other than our sites’ functional currencies are included in our consolidated results of operations.
Transaction and translation gains and losses arising from intercompany balances are reported as a component of accumulated other comprehensive loss when the underlying transaction stems from a long-term equity investment or from debt designated as not due in the foreseeable future. Otherwise, we recognize transaction gains and losses arising from intercompany transactions as a component of income. Where intercompany balances are not long-term investment related or not designated as due beyond the foreseeable future, we may mitigate risk associated with foreign currency fluctuations by entering into forward exchange contracts.
Stock-Based Compensation — Stock-based compensation is measured at the grant-date fair value. The exercise price of stock option awards and the value of restricted share,shares, restricted share unitunits and performance-based unit awards (collectively referred to as "Restricted Shares") are set at the closing price of our common stock on the New York Stock Exchange on the date of grant, which is the date such grants are authorized by our Board of Directors. Restricted share units and performance-based units refer to restricted awards that do not have voting rights and accrue dividends, whichand are forfeited if vesting does not occur.
The intrinsic value of Restricted Shares, which is typically the product of share price at the date of grant and the number of Restricted Shares granted, is amortized on a straight-line basis to compensation expense over the periods in which the restrictions lapse based on the expected number of shares that will vest. We account for forfeitures as they occur resulting in the reversal of cumulative expense previously recognized.
Earnings Per Share — We use the two-class method of calculating Earnings Per Share ("EPS"), which determines earnings per share for each class of common stock and participating security as if all earnings for the period had been distributed. Unvested restricted share awards that earn non-forfeitable dividend rights qualify as participating securities and, accordingly,

are included in the basic computation as such. Our unvested restricted sharesRestricted Shares participate on an equal basis with common shares; therefore, there is no difference in undistributed earnings allocated to each participating security. Accordingly, the presentation below is prepared on a combined basis and is presented as earnings per common share. The following is a reconciliation of net earnings of Flowserve Corporation and weighted average shares for calculating basic net earnings per common share.
Earnings per weighted average common share outstanding was calculated as follows:
 Year Ended December 31,
 2017 2016 2015
 (Amounts in thousands, except per share data)
Net earnings of Flowserve Corporation$2,652
 $132,455
 $258,411
Dividends on restricted shares not expected to vest
 6
 12
Earnings attributable to common and participating shareholders$2,652
 $132,461
 $258,423
Weighted average shares: 
  
  
Common stock130,600
 130,147
 132,567
Participating securities103
 285
 507
Denominator for basic earnings per common share130,703
 130,432
 133,074
Effect of potentially dilutive securities655
 543
 737
Denominator for diluted earnings per common share131,358
 130,975
 133,811
Net earnings per share attributable to Flowserve Corporation common shareholders: 
  
  
Basic$0.02
 $1.02
 $1.94
Diluted0.02
 1.01
 1.93

Diluted earnings per share is based upon the weighted average number of shares as determined for basic earnings per share plus shares potentially issuable in conjunction with stock options, restricted share units and performance share units.
Research and Development Expense — Research and development costs are charged to expense when incurred. Aggregate research and development costs included in SG&A were $38.6$34.2 million, $42.8$36.1 million and $45.9$42.0 million in 2017, 20162021, 2020 and 2015,2019, respectively. Costs incurred for research and development primarily include salaries and benefits and
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consumable supplies, as well as rent, professional fees, utilities and the depreciationdepreciation of property and equipment used in research and development activities.
Accounting Developments
Pronouncements Implemented
In July 2015,January 2020, the Financial Accounting Standards Board ("FASB")FASB issued ASU No. 2015-11, "Inventory2020-01, "Investments—Equity Securities (Topic 330)321), Investments—Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815): SimplifyingClarifying the MeasurementInteractions between Topics 321, 323 and 815." The amendments of Inventory." Previousthe ASU addresses accounting for the transition into and out of the equity method and measurement of certain purchased options and forward contracts to acquire investments. The ASU is effective for annual periods beginning after December 15, 2020 and the issuanceamendments should be applied retrospectively to all periods presented. The adoption of this ASU ASC 330 requireddid not have an impact on our consolidated financial condition, results of operations or net cash flows.
In March of 2020, the FASB issued ASU No. 2020-04, "Reference Rate Reform (Topic 848): Facilitation of The Effects of Reference Rate Reform on Financial Reporting." The ASU provides guidance designed to enable the process for migrating away from reference rates such as the London Interbank Offered Rate ("LIBOR") and others to new reference rates. Further, the amendments of the ASU provides optional expedients and exceptions for applying U.S. GAAP to contract modifications and hedging relationships, subject to meeting certain criteria, that an entity measure inventory at the lower of costreference LIBOR or market.another reference rate expected to be discontinued. The amendments are effective as of ASU 2015-11 updatesMarch 12, 2020 through December 31, 2022 and may be applied to contract modifications and hedging relationships from the beginning of an interim period that “market” requirementincludes or is subsequent to “net realizable value,” which is definedMarch 12, 2020. At this time, we do not have hedging relationships that reference LIBOR or another reference rate expected to be discontinued and therefore, have not applied the practical expedients and exceptions as required by the ASU as the estimated selling pricesASU. The Company’s Senior Credit Facility agreement includes a transition clause in the ordinary courseevent LIBOR is discontinued, as such, we do not expect the transition of business, less reasonably predictable costs of completion, disposal, and transportation. OurLIBOR to have a material impact on our consolidated financial statements. The adoption of this ASU No. 2015-11 effective January 1, 2017 did not have an impact on our consolidated financial condition and results of operations.
In March 2016,October 2020, the FASB issued ASU No. 2016-09, "Compensation - Stock Compensation (Topic 718), Improvements2020-10, "Codification Improvements: Amendments to Employee Share-Based Payment Accounting.the FASB Accounting Standards Codification." The amendments in this ASU affectsdo not change GAAP and, therefore, are not expected to result in a significant change in practice. Rather, the accountingamendments are intended to improve codification guidance and disclosure requirements in Company's financial statements and notes to the financial statements. The amendments are effective for employee share-based payment transactions as it relatesannual periods beginning after December 15, 2020 and the amendments should be applied retrospectively to accounting for income taxes, accounting for forfeitures, and statutory tax withholding requirements. We adopted the provisions of ASU 2016-09 as of January 1, 2017.all periods presented. The adoption resulted in a $3.0 million one-time, cumulative adjustment to beginning retained earnings related to the change inof this ASU did not have an impact on our accounting policy from estimated forfeitures to share cancellations. Additionally, the adoption resulted in retrospective adjustments to the classificationconsolidated financial condition, results of specific items in our statement ofoperations or net cash flows. Specifically, we reclassified cash outflows for employee taxes paid from operating to financing and elected to reclassify the cash impacts due to excess tax deficiencies and benefits from financing to operating, which resulted in a net reclassification of cash flows used from operating to financing of approximately $12.9 million and $22.7 million for

the years ended December 31, 2016 and 2015, respectively.

Pronouncements Not Yet Implemented
In May 2014,October 2021, the FASB issued ASU No. 2014-09, "Revenue2021-08, "Accounting for Contract Assets and Contract Liabilities from Contracts with Customers (Topic 606)" which supersedes most of the revenue recognition requirements in "Revenue Recognition (Topic 605).Customers." The standard is principle-basedamendments in this Update improve comparability for both the recognition and provides a five-step model to determine when and howmeasurement of acquired revenue is recognized. The core principle is that a company should recognize revenue when (or as) it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. Companies are permitted to adopt the new standard using one of two transition methods. Under the full retrospective method, the requirements of the new standard are applied to contracts for each prior reporting period presented and the cumulative effect of applying the standard is recognized in the earliest period presented. Under the modified retrospective method, the requirements of the new standard are applied to contracts that are open as of January 1, 2018, the required date of adoption, and the cumulative effect of applying the standard is recognized as an adjustment to beginning retained earnings in that same year. The standard also includes significantly expanded disclosure requirements for revenue. Since 2014, the FASB has issued several updates to Topic 606.
We have adopted the new revenue guidance effective January 1, 2018 using the modified retrospective method for transition, applying the guidance to those contracts which were not completed as of that date. We have developed and implemented a framework of accounting policies and practices to meet the requirements of the standard, which reflects the applicability of the key factors of the five step model, aligning our business processes, systems and controls to support compliance with the standard requirements.
To date, our assessment of our contracts with customers underat the new revenue standard indicates that we will experience an increase in performance obligations satisfied “over-time,” for which the percentagedate of completion (“POC”) method will be used as the primary measure of progress toward satisfaction. Historically, revenue recognized under the POC method has been 5% to 10% of our consolidated sales. We estimate that the adoption of the new revenue standard and application to performance obligations satisfied after January 1, 2018 will result in revenue recognized under the POC method of approximately 30% to 40% of consolidated sales, driven primarily by contract provisions that transfer ownership overtime or cancellation provisions that require reimbursement for costs incurred plus a reasonable margin and application to more contracts under the the new revenue standard. While the Company is still in the process of final evaluation, we expect to recognize a total cumulative effect to the opening balance of retained earnings as of January 1, 2018 of approximately $20 million, mostly associated with the increase in POC revenue recognition, as a result of initially applying the standard. We also anticipate changes to the consolidated balance sheet related to accounts receivable, inventory, contract assets, accrued liabilities and contract liabilities. In addition, the adoption of the new revenue standard will significantly expand our disclosure requirements, specifically around the quantitative and qualitative information about performance obligations as it pertains to our backlog, changes in contract assets and liabilities, and disaggregation of revenue.
In January 2016, the FASB issued ASU No. 2016-01, "Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities."business combination. The ASU requires entities to measure equity investments that do not result in consolidation andamendments are not accounted for under the equity method at fair value with changes in fair value recognized in net income. The ASU also requires an entity to present separately in other comprehensive income the portion of the total change in the fair value of a liability resulting from a change in the instrument-specific credit risk when the entity has elected to measure the liability at fair value in accordance with the fair value option for financial instruments. The requirement to disclose the method(s) and significant assumptions used to estimate the fair value for financial instruments measured at amortized cost on the balance sheet has been eliminated by this ASU. This ASU is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. The adoption of of ASU No. 2016-01 is not expected to have a material impact on our consolidated financial condition and results of operations.
In February 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842)”.  The ASU requires that organizations that lease assets recognize assets and liabilities on the balance sheet for the rights and obligations created by those leases.  The ASU will affect the presentation of lease related expenses on the income statement and statement of cash flows and will increase the required disclosures related to leases.  This ASU is effective for annual periods beginning after December 15, 2018,2022, including interim periods within those fiscal years with early adoption permitted.and should be applied prospectively to business combinations occurring on or after the effective date of the amendments. We are currently evaluating the impact of ASU No. 2016-02 and all related ASUs on our consolidated financial condition and results of operations.  Although we are continuing to evaluate, upon initial qualitative evaluation, we believe a key change upon adoption will be the balance sheet

recognition of leased assets and liabilities. Based on our qualitative evaluation to date, we believe that any changes in income statement recognition will not be material.2021-08.
In June 2016,November 2021, the FASB issued ASU No. 2016-13, "Financial Instruments-Credit Losses2021-10, "Government Assistance (Topic 326), Measurement of Credit Losses on Financial Instruments.832)." The amendments in this ASU replacedo not change GAAP and, therefore, are not expected to result in a significant change in practice. Rather, the current incurred loss impairment methodology with a methodology that reflects expected credit losses and requires considerationamendments aim to provide increased transparency by requiring business entities to disclose information about certain types of a broader range of reasonable and supportable informationgovernment assistance they receive in the notes to inform credit loss estimates. This ASU isthe financial statements. The amendments are effective for fiscal yearsannual periods beginning after December 15, 2019, including interim periods within those fiscal years.2021 and can be applied either prospectively or retrospectively. We are currently evaluating the impact of ASU No. 2016-132021-10 and we anticipate that our adoption of this ASU will not have an impact on our disclosures.

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2.REVISION TO PREVIOUSLY REPORTED FINANCIAL INFORMATION
During the first quarter of 2021, we identified an accounting error involving foreign currency transactions beginning with the first quarter of 2020 though the year ended December 31, 2020. These adjustments increased retirement obligations and other liabilities by $1.5 million, retained earnings by $14.1 million and accumulated other comprehensive loss by $15.6 million as of December 31, 2020.
The following tables present the impact to affected line items on our consolidated financial condition and results of operations.
In August 2016,statements for the FASB issued ASU No. 2016-15, “Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments - A consensusperiods indicated for the correction of the FASB Emerging Issues Task Force.” The update was issued with the objective of reducing the existing diversity in practice in how certain cash receipts and cash payments are presented and classifiedaccounting error involving foreign currency transactions identified in the statementfirst quarter of 2021:
December 31, 2020
(Amounts in thousands)As ReportedAdjustmentsAs Revised
Retirement obligations and other liabilities516,087 1,479 517,566 
Retained earnings3,656,449 14,094 3,670,543 
Total Flowserve Corporation shareholders’ equity1,732,470 (1,479)1,730,991 
Total equity1,762,800 (1,479)1,761,321 

Three Months Ended December 31, 2020
(Amounts in thousands)As ReportedAdjustmentsAs Revised
Other income (expense), net(17,811)(931)(18,742)
Earnings before income taxes61,314 (931)60,383 
Provision for income taxes(856)89 (767)
Net earnings, including noncontrolling interests60,458 (842)59,616 
Net earnings attributable to Flowserve Corporation$56,893 $(842)$56,051 
Basic$0.44 $(0.01)$0.43 
Diluted0.43 — 0.43 
Three Months Ended December 31, 2020
(Amounts in thousands)As ReportedAdjustmentsAs Revised
Net earnings, including noncontrolling interests$60,458 $(842)$59,616 
Other comprehensive income (loss):
Foreign currency translation adjustments, net of taxes41,411 862 42,273 
Other comprehensive income (loss)24,803 862 25,665 
Comprehensive income (loss), including noncontrolling interests85,261 20 85,281 
Comprehensive income (loss) attributable to Flowserve Corporation$81,698 $20 $81,718 
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Year Ended December 31, 2020
(Amounts in thousands)As ReportedAdjustmentsAs Revised
Other income (expense), net(10,254)15,480 5,226 
Earnings before income taxes186,812 15,480 202,292 
Provision for income taxes(60,031)(1,386)(61,417)
Net earnings, including noncontrolling interests126,781 14,094 140,875 
Net earnings attributable to Flowserve Corporation$116,326 $14,094 $130,420 
Net earnings per share attributable to Flowserve Corporation common shareholders:  
Basic$0.89 $0.11 $1.00 
Diluted0.89 0.11 1.00 


Year Ended December 31, 2020
(Amounts in thousands)As ReportedAdjustmentsAs Revised
Net earnings, including noncontrolling interests$126,781 $14,094 $140,875 
Other comprehensive income (loss):
Foreign currency translation adjustments, net of taxes388 (15,573)(15,185)
Other comprehensive income (loss)(8,991)(15,573)(24,564)
Comprehensive income (loss), including noncontrolling interests117,790 (1,479)116,311 
Comprehensive income (loss) attributable to Flowserve Corporation$106,565 $(1,479)$105,086 

The consolidated statements of cash flows and shareholders' equity for the year ended December 31, 2020 have been revised to reflect the impacts of the above described error.

3.REVENUE RECOGNITION
The majority of our revenues relate to customer orders that typically contain a single commitment of goods or services which have lead times under Topic 230a year. Longer lead time, more complex contracts with our customers typically have multiple commitments of goods and services, including any combination of designing, developing, manufacturing, modifying, installing and commissioning of flow management equipment and providing services and parts related to the performance of such products. Control transfers over time when the customer is able to direct the use of and obtain substantially all of the benefits of our work as we perform.
Our primary method for recognizing revenue over time is the percentage of completion ("POC") method. Revenue from products and services transferred to customers over time accounted for approximately 15%, 22% and 19% of total revenue for the years ended December 31, 2021, 2020 and 2019, respectively. If control does not transfer over time, then control transfers at a point in time. We recognize revenue at a point in time at the level of each performance obligation based on the evaluation of certain indicators of control transfer, such as title transfer, risk of loss transfer, customer acceptance and physical possession. Revenue from products and services transferred to customers at a point in time accounted for approximately 85%, 78% and 81% of total revenue for the years ended December 31, 2021, 2020 and 2019, respectively.
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Disaggregated Revenue
We conduct our operations through 2 business segments based on the type of product and how we manage the business:
Flowserve Pump Division ("FPD") for custom, highly-engineered pumps, pre-configured industrial pumps, pump systems, mechanical seals, auxiliary systems and replacement parts and related services; and
Flow Control Division ("FCD") for engineered and industrial valves, control valves, actuators and controls and related services.
Our revenue sources are derived from our original equipment manufacturing and our aftermarket sales and services. Our original equipment revenues are generally related to originally designed, manufactured, distributed and installed equipment that can range from pre-configured, short-cycle products to more customized, highly-engineered equipment ("Original Equipment"). Our aftermarket sales and services are derived from sales of replacement equipment, as well as maintenance, advanced diagnostic, repair and retrofitting services ("Aftermarket"). Each of our 2 business segments generate Original Equipment and Aftermarket revenues.
The following table presents our customer revenues disaggregated by revenue source:
December 31, 2021
(Amounts in thousands)FPDFCDTotal
Original Equipment$899,519 $804,744 $1,704,263 
Aftermarket1,568,579 268,218 1,836,797 
$2,468,098 $1,072,962 $3,541,060 
December 31, 2020
(Amounts in thousands)FPDFCDTotal
Original Equipment$1,091,906 $808,585 $1,900,491 
Aftermarket1,581,799 245,844 1,827,643 
$2,673,705 $1,054,429 $3,728,134 
December 31, 2019
(Amounts in thousands)FPDFCDTotal
Original Equipment$994,719 $967,271 $1,961,990 
Aftermarket1,709,726 267,981 1,977,707 
$2,704,445 $1,235,252 $3,939,697 


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Our customer sales are diversified geographically. The following table presents our revenues disaggregated by geography, based on the shipping addresses of our customers:
December 31, 2021
(Amounts in thousands)FPDFCDTotal
North America(1)$955,283 $389,766 $1,345,049 
Latin America(1)211,150 30,554 241,704 
Middle East and Africa311,161 107,533 418,694 
Asia Pacific482,596 333,513 816,109 
Europe507,908 211,596 719,504 
$2,468,098 $1,072,962 $3,541,060 
December 31, 2020
(Amounts in thousands)FPDFCDTotal
North America(1)$1,039,285 $429,572 $1,468,857 
Latin America(1)191,517 26,393 217,910 
Middle East and Africa359,403 110,539 469,942 
Asia Pacific537,792 270,238 808,030 
Europe545,708 217,687 763,395 
$2,673,705 $1,054,429 $3,728,134 
December 31, 2019
(Amounts in thousands)FPDFCDTotal
North America(1)$1,085,627 $542,182 $1,627,809 
Latin America(1)202,247 28,899 231,146 
Middle East and Africa355,937 98,959 454,896 
Asia Pacific499,932 315,886 815,818 
Europe560,702 249,326 810,028 
$2,704,445 $1,235,252 $3,939,697 

(1) North America represents United States and Canada; Latin America includes Mexico.
On December 31, 2021, the aggregate transaction price allocated to unsatisfied (or partially unsatisfied) performance obligations related to contracts having an original expected duration in excess of one year was approximately $430 million. We estimate recognition of approximately $346 million of this amount as revenue in 2022 and an additional $84 million in 2023 and thereafter.
Contract Balances
We receive payment from customers based on a contractual billing schedule and specific performance requirements as established in our contracts. We record billings as accounts receivable when an unconditional right to consideration exists. A contract asset represents revenue recognized in advance of our right to bill the customer under the terms of a contract. A contract liability represents our contractual billings in advance of revenue recognized for a contract.
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The following table presents opening and closing balances of contract assets and contract liabilities, current and long-term, for the years ended December 31, 2021 and 2020:
( Amounts in thousands)Contract Assets, net (Current)Long-term Contract Assets, net(1)Contract Liabilities (Current)Long-term Contract Liabilities(2)
Balance January 1, 2020
$272,914 $9,280 $221,095 $1,652 
Revenue recognized that was included in contract liabilities at the beginning of the period— — (180,522)— 
Increase due to revenue recognized in the period in excess of billings925,244 — — — 
Increase due to billings arising during the period in excess of revenue recognized— — 140,391 — 
Amounts transferred from contract assets to receivables(917,885)(1,666)— — 
Currency effects and other, net(2,539)(6,475)13,263 (830)
Balance December 31, 2020
$277,734 $1,139 $194,227 $822 
Revenue recognized that was included in contract liabilities at the beginning of the period— — (153,221)— 
Increase due to revenue recognized in the period in excess of billings784,934 — — — 
Increase due to billings arising during the period in excess of revenue recognized— — 165,990 — 
Amounts transferred from contract assets to receivables(848,031)(2,329)— — 
Currency effects and other, net(19,039)1,616 (4,031)(358)
Balance December 31, 2021
$195,598 $426 $202,965 $464 

(1) Included in other assets, net.
(2) Included in retirement obligations and other topics. This ASUliabilities.

4.ALLOWANCE FOR EXPECTED CREDIT LOSSES
The allowance for credit losses is effectivean estimate of the credit losses expected over the life of our financial assets and instruments. We assess and measure expected credit losses on a collective basis when similar risk characteristics exist, including market, geography, credit risk and remaining duration. Financial assets and instruments that do not share risk characteristics are evaluated on an individual basis. Our estimate of the allowance balance is assessed and quantified using internal and external valuation information relating to past events, current conditions and reasonable and supportable forecasts over the contractual terms of an asset.
Our primary exposure to expected credit losses is through our trade receivables and contract assets. For these financial assets, we record an allowance for fiscal years beginning afterexpected credit losses that, when deducted from the gross asset balance, presents the net amount expected to be collected. Primarily, our experience of historical credit losses provides the basis for our estimation of the allowance. We estimate the allowance based on an aging schedule and according to historical losses as determined from our history of billings and collections. Additionally, we adjust the allowance for factors that are specific to our customers’ credit risk such as financial difficulties, liquidity issues, insolvency, and country and geopolitical risks. We also consider both the current and forecasted macroeconomic conditions as of the reporting date. As identified and needed, we adjust the allowance and recognize adjustments in the income statement each period. Trade receivables are written off against the allowance in the period when the receivable is deemed to be uncollectible and further collection efforts have ceased. Subsequent recoveries of previously written off amounts are reflected as a reduction to credit impairment losses in the consolidated statements of income.
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Contract assets represent a conditional right to consideration for satisfied performance obligations that become a receivable when the conditions are satisfied. Generally, contract assets are recorded when contractual billing schedules differ from revenue recognition based on timing and are managed through the revenue recognition process. Based on our historical credit loss experience, the current expected credit loss for contract assets is estimated to be approximately 1% of the asset balance.

The following table presents the changes in the allowance for expected credit losses for our trade receivables and short-term contract assets as of December 15, 2017, including interim31, 2021, 2020 and 2019:
(Amounts in thousands)Trade receivablesShort-term contract assets
Beginning balance, January 1, 2021$75,176 $3,205 
Charges to cost and expenses, net of recoveries3,934 — 
Write-offs(2,015)— 
Currency effects and other, net(2,759)(812)
Ending balance, December 31 , 2021$74,336 $2,393 
Beginning balance, January 1, 2020$53,412 $206 
Adoption of ASU 2016-136,970 2,779 
Charges to cost and expenses, net of recoveries9,326 — 
Currency effects and other, net5,468 220 
Ending balance, December 31 , 2020$75,176 $3,205 
Beginning balance, January 1, 2019$51,501 $— 
Charges to cost and expenses, net of recoveries734 206 
Currency effects and other, net1,177 — 
Ending balance, December 31 , 2019$53,412 $206 

Our allowance on long-term receivables, included in other assets, net, represent receivables with collection periods within those fiscallonger than 12 months and the balance primarily consists of reserved receivables associated with the national oil company in Venezuela. The following table presents the changes in the allowance for long-term receivables as of December 31, 2021, 2020 and 2019:

(Amounts in thousands)202120202019
Beginning balance, January 1,$67,842 $68,555 $68,792 
Adoption of ASU 2016-13— (679)— 
Currency effects and other, net(146)(34)(237)
Ending balance, December 31,$67,696 $67,842 $68,555 
We also have exposure to credit losses from off-balance sheet exposures, such as financial guarantees and standby letters of credit, where we believe the risk of loss is immaterial to our financial statements as of December 31, 2021.

5.LEASES
We have operating and finance leases for certain manufacturing facilities, offices, service and quick response centers, machinery, equipment and automobiles. Our leases have remaining lease terms of up to 31 years. The adoptionterms and conditions of ASU No. 2016-15our leases may include options to extend or terminate the lease which are considered and included in the lease term when these options are reasonably certain of exercise.
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We determine if a contract is (or contains) a lease at inception by evaluating whether the contract conveys the right to control the use of an identified asset. For all classes of leased assets, we have elected the practical expedient to account for any non-lease components in the contract together with the related lease component in the same unit of account. For lease contracts containing more than one lease component, we allocate the contract consideration to each of the lease components on the basis of relative standalone prices in order to identify the lease payments for each lease component.
ROU assets and lease liabilities are recognized in our consolidated balance sheets at the commencement date based on the present value of remaining lease payments over the lease term. Additionally, ROU assets include any lease payments made at or before the commencement date, as well as any initial direct costs incurred, and are reduced by any lease incentives received. As most of our operating leases do not provide an implicit rate, we apply our incremental country-specific borrowing rate to determine the present value of remaining lease payments. Our incremental borrowing country-specific rate is determined based on information available at the commencement date of the lease.
Operating leases are included in operating lease right-of-use assets, net and operating lease liabilities in our consolidated balance sheets. Finance leases are included in property plant and equipment, debt due within one year and long-term debt due after one year in our consolidated balance sheets.
For all classes of leased assets, we have applied an accounting policy election to exclude short-term leases from recognition in our consolidated balance sheets. A short-term lease has a lease term of 12 months or less at the commencement date and does not include a purchase option that is reasonably certain of exercise. We recognize short-term lease expense in our consolidated income statements on a straight-line basis over the lease term. Our short-term lease expense and short-term lease commitments as of December 31, 2021 are immaterial.
We have certain lease contracts with terms and conditions that provide for variability in the payment amount based on changes in facts or circumstances occurring after the commencement date. These variable lease payments are recognized in our consolidated income statements as the obligation is incurred.
We have certain lease contracts where we provide a guarantee to the lessor that the value of an underlying asset will be at least a specified amount at the end of the lease. Estimated amounts expected to be paid for residual value guarantees are included in lease liabilities and ROU assets.
We had $15.8 million and $0.4 million of legally binding minimum lease payments for operating leases signed but not yet commenced as of December 31, 2021 and 2020. We did not have a material impact onsubleases, leases that imposed significant restrictions or covenants, material related party leases or sale-leaseback arrangements.
Other information related to our leases is as follows:
December 31,
20212020
(Amounts in thousands)
Finance Leases:
ROU assets recorded under finance leases$28,416 $27,624 
Accumulated depreciation associated with finance leases(12,227)(9,463)
Total finance leases ROU assets, net(1)$16,189 $18,161 
Total finance leases liabilities(2)$16,477 $18,287 
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        The costs components of operating and finance leases are as follows:
December 31,
202120202019
(Amounts in thousands)
Operating Lease Costs:
Fixed lease expense(3)$57,482 $57,050 $57,450 
Variable lease expense(3)9,331 7,299 6,492 
Total operating lease expense$66,813 $64,349 $63,942 
Finance Lease Costs:
Depreciation of finance lease ROU assets(3)$5,374 $5,392 $4,729 
Interest on lease liabilities(4)617 646 352 
Total finance lease expense$5,991 $6,038 $5,081 
_____________________
(1) Included in property plant and equipment, net
(2) Included in debt due within one year and long-term debt due after one year, accordingly
(3) Included in cost of sales and selling, general and administrative expense, accordingly
(4) Included in interest expense

Supplemental cash flows information related to our leases is as follows:
December 31,
(Amounts in thousands, except lease term and discount rate)202120202019
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases(1)$61,240 $66,478 $64,725 
Financing cash flows from finance leases(2)5,285 4,704 4,465 
ROU assets obtained in exchange for lease obligations:
Operating leases$35,542 $62,425 $14,569 
Finance leases4,177 13,124 10,615 
Weighted average remaining lease term (in years)
Operating leases8 years9 years9 years
Finance leases6 years7 years3 years
Weighted average discount rate (percent)
Operating leases3.9 %4.2 %4.5 %
Finance leases3.4 %3.5 %3.6 %
_____________________
(1) Included in our consolidated statement of cash flows.flows, operating activities, prepaid expenses and other assets, net and retirement obligations and other
In October 2016, the FASB issued ASU No. 2016-16, "Income Taxes (Topic 740) Intra-Entity Transfers of Assets Other Than Inventory." The ASU guidance requires the recognition of the income tax consequences of an intercompany asset transfer, other than transfers of inventory, when the transfer occurs. For intercompany transfers of inventory, the income tax effects will continue to be deferred until the inventory has been sold to a third party. The ASU is effective for reporting periods beginning after December 15, 2017, with early adoption permitted. We are currently evaluating the impact of ASU No. 2016-16 on our consolidated financial condition and results of operations.
In November 2016, the FASB issued ASU No. 2016-18, "Statement of Cash Flows (Topic 230): Restricted Cash." The amendments(2) Included in this ASU require that a statement of cash flows explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. Therefore, amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. The ASU is effective for reporting periods beginning after December 15, 2017, including interim periods with those fiscal years. The adoption of ASU No. 2016-18 is not expected to have a material impact on our consolidated statement of cash flows.flows, financing activities, payments under other financing arrangements
In January 2017, the FASB issued ASU No. 2017-01, "Business Combinations (Topic 805): "Clarifying the Definition
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Future undiscounted lease payments under operating and finance leases as of a Business." The ASU clarifies the definition of a business and provides guidance on evaluatingDecember 31, 2021, were as to whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The definition clarification as outlined in this ASU affects many areas of accounting including acquisitions, disposals, goodwill, and consolidation. The amendments of the ASU are effective for annual periods beginning after December 15, 2017, including interim periods within those annual periods. The adoption of ASU No. 2017- 01 is not expected to have a material impact on our consolidated financial condition and results of operations.follows:
In January 2017, the FASB issued ASU No. 2017-04, "Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment." The amendments in this ASU allow companies to apply a one-step quantitative test and record the amount of goodwill impairment as the excess of a reporting unit’s carrying amount over its fair value, not to exceed the total amount of goodwill allocated to the reporting unit. The amendments of the ASU are effective for annual or interim goodwill impairment tests in fiscal years beginning after December 15, 2019. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. We are currently evaluating the impact of ASU No. 2017- 04 on our consolidated financial condition and results of operations.
Year ending December 31,Operating
Leases
Finance Leases
(Amounts in thousands)
202239,602 5,277 
202334,342 3,871 
202429,800 2,461 
202524,041 1,591 
202619,653 716 
Thereafter87,367 4,597 
Total future minimum lease payments$234,805 $18,513 
Less: Imputed interest(35,391)(2,036)
Total$199,414 $16,477 
Other current liabilities$32,628 $— 
Operating lease liabilities166,786 — 
Debt due within one year— 5,169 
Long-term debt due after one year— 11,308 
Total$199,414 $16,477 
In February 2017, the FASB issued ASU No. 2017-05, "Other Income - Gains and Losses from the Derecognition of Nonfinancial Assets (Subtopic 610-20): Clarifying the Scope of Asset Derecognition Guidance and Accounting for Partial Sales of Nonfinancial Assets." The FASB issued this ASU to clarify the scope of subtopic 610-20, which the FASB had failed to define in its issuance of ASU No. 2014-09, "Revenue from Contracts with Customers (Topic 606)." ASU No. 2017-05 will be effective concurrently with ASU No. 2014-09. Similar to ASU 2014-09, we are continuing our evaluation of ASU No. 2017-05 to determine the impact on our consolidated financial condition and results of operations.
On March 10, 2017, the FASB issued ASU No. 2017-07, "Compensation-Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost." The amendments of this ASU provide additional guidance intended to improve the presentation of net benefit costs, pension costs and net periodic postretirement costs. The amendments in this ASU must be applied to annual reporting periods beginning after December
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15, 2017, and to interim periods in 2018. Early adoption of the standard is permitted. The adoption of ASU No. 2017- 07 is not expected to have a material impact on our consolidated financial condition and results of operations.6.GOODWILL AND OTHER INTANGIBLE ASSETS
On May 10, 2017, the FASB issued ASU No. 2017-09, "Compensation-Stock Compensation (Topic 718): Scope of Modification Accounting." The amendments of this ASU provide guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718. The amendments of the ASU must be applied to annual reporting periods beginning after December 15, 2017, including interim periods within those annual periods. The adoption of ASU No. 2017-09 is not expected to have a material impact on our consolidated financial condition and results of operations.
On August 28, 2017, the FASB issued ASU No. 2017-12, "Derivatives and Hedging (Topic 815): Targeted improvements of Accounting for Hedging Activities." The purpose of this ASU is to better align a company’s risk management activities and financial reporting for hedging relationships. Additionally, the ASU simplifies the hedge accounting requirements and improve the disclosures of hedging arrangements. The amendments of the ASU must be applied to annual reporting periods beginning after December 15, 2018, including interim periods within those annual periods. Early adoption of the standard is permitted. The adoption of ASU No. 2017-12 is not expected to have a material impact on our consolidated financial condition and results of operations.

On February 2018, the FASB issued ASU No. 2018-02, "Income Statement - Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Comprehensive Income (“AOCI”)." The ASU and its amendments were issued as a result of the enactment of the U.S. Tax Cuts and Jobs Act of 2017. The amendments of this ASU address the available options to reclassify stranded tax effects within AOCI to retained earnings in each period in which the effect of the change (or portion thereof) is recorded. Additionally, the ASU outlines the disclosure requirements for releasing income tax effects from AOCI. The ASU is effective for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. Early adoption is permitted. The ASU should be applied either in the period of adoption or retrospectively to each period (or periods) in which the effect of the change in the U.S. federal corporate income tax rate in the Tax Cuts and Jobs Act is recognized. We are currently evaluating the impact of ASU No. 2018-02 on our consolidated financial condition and results of operations.

2.DISPOSITIONS AND ACQUISITION
Vogt
Effective July 6, 2017, we sold our FCD's Vogt product line and related assets and liabilities to a privately held company for $28.0 million of cash received at closing. The sale resulted in a pre-tax gain of $11.1 million recorded in gain on sale of business in the consolidated statements of income. In 2016, net sales related to the Vogt business totaled approximately $17 million, with earnings before interest and taxes of approximately $4 million.
Gestra AG
Effective May 2, 2017, we sold our FCD's Gestra AG ("Gestra") business to a leading provider of steam system solutions for $203.6 million (€178.3 million), which included $180.8 million (€158.3 million) of cash received at closing (net of divested cash and subsequent working capital adjustments) and $24.0 million (€20.0 million) of previous escrow amounts collected in the fourth quarter of 2017. The sale resulted in a pre-tax gain of $130.2 million ($79.4 million after-tax) recorded in gain on sale of business in the consolidated statements of income. The sale included Gestra’s manufacturing facility in Germany as well as related operations in the U.S., the United Kingdom ("U.K."), Spain, Poland, Italy, Singapore and Portugal. In 2016, Gestra recorded revenues of approximately $101 million (€92 million) with earnings before interest and taxes of approximately $17 million (€15 million).
SIHI Group B.V.
Effective January 7, 2015, we acquired for inclusion in IPD, 100% of SIHI Group B.V. ("SIHI"), a global provider of engineered vacuum and fluid pumps and related services, primarily servicing the chemical market, as well as the pharmaceutical, food & beverage and other process industries, in a stock purchase for €286.7 million ($341.5 million based on exchange rates in effect at the time the acquisition closed and net of cash acquired) in cash. The acquisition was funded using approximately $110 million in available cash and approximately $255 million in initial borrowings from our Revolving Credit Facility (as defined and discussed in Note 10), which was subsequently paid down with a portion of the net proceeds from our March 2015 offering of the 2022 EUR Senior Notes (as defined and discussed in Note 10). SIHI, based in The Netherlands, had operations primarily in Europe and, to a lesser extent, the Americas and Asia.
The excess of the acquisition date fair value of the total purchase price over the estimated fair value of the net assets was recorded as goodwill. Goodwill of $201.1 million represents the value expected to be obtained from strengthening our portfolio of products and services through the addition of SIHI's engineered vacuum and fluid pumps, as well as the associated aftermarket services and parts. The goodwill related to this acquisition is recorded in the IPD segment and is not expected to be deductible for tax purposes. Subsequent to January 7, 2015, the revenues and expenses of SIHI have been included in our consolidated statement of income. No pro forma information has been provided due to immateriality.


3.GOODWILL AND OTHER INTANGIBLE ASSETS
The changes in the carrying amount of goodwill for the years ended December 31, 20172021 and 20162020 are as follows:
 FPDFCDTotal
 (Amounts in thousands)
Balance as of December 31, 2019$786,630 $406,380 $1,193,010 
Currency translation and other18,425 13,451 31,876 
Balance as of December 31, 2020$805,055 $419,831 $1,224,886 
Currency translation and other(17,842)(10,565)(28,407)
Balance as of December 31, 2021$787,213 $409,266 $1,196,479 
 EPD IPD FCD Total
 (Amounts in thousands)
Balance as of January 1, 2016$478,059
 $301,116
 $444,811
 $1,223,986
Currency translation and other

(4,228) (1,351) (13,353) (18,932)
Balance as of December 31, 2016$473,831
 $299,765
 $431,458
 $1,205,054
Dispositions
 (1,900) (36,880) (38,780)
Currency translation and other8,378
 21,435
 22,101
 51,914
Balance as of December 31, 2017$482,209
 $319,300
 $416,679
 $1,218,188
The following table provides information about our intangible assets for the years ended December 31, 20172021 and 2016:2020:
 December 31, 2017 December 31, 2016 December 31, 2021December 31, 2020
Useful
Life
(Years)
 
Ending
Gross
Amount
 
Accumulated
Amortization
 
Ending
Gross
Amount
 
Accumulated
Amortization
Useful
Life
(Years)
Ending
Gross
Amount
Accumulated
Amortization
Ending
Gross
Amount
Accumulated
Amortization
(Amounts in thousands, except years) (Amounts in thousands, except years)
Finite-lived intangible assets:   
  
  
  
Finite-lived intangible assets:     
Engineering drawings(1)10-22 $90,442
 $(71,761) $92,135
 $(69,881)Engineering drawings(1)10-22$89,699 $(86,275)$90,638 $(83,620)
Existing customer relationships(2)5-10 84,291
 (41,279) 78,610
 (31,671)Existing customer relationships(2)5-1082,420 (67,279)85,214 (62,796)
Patents9-16 26,876
 (26,231) 26,529
 (25,318)Patents9-1626,339 (26,339)27,015 (27,015)
Other4-40 88,887
 (34,251) 83,171
 (30,949)Other4-4093,849 (46,436)93,923 (43,633)
  $290,496
 $(173,522) $280,445
 $(157,819)  $292,307 $(226,329)$296,790 $(217,064)
Indefinite-lived intangible assets(3)  $94,665
 $(1,590) $93,475
 $(1,573)Indefinite-lived intangible assets(3) $88,069 $(1,585)$90,355 $(1,585)

(1)Engineering drawings represent the estimated fair value associated with specific acquired product and component schematics.
(2)
(1)Engineering drawings represent the estimated fair value associated with specific acquired product and component schematics.
(2)Existing customer relationships acquired prior to 2011 had a useful life of five years.
(3)Accumulated amortization for indefinite-lived intangible assets relates to amounts recorded prior to the implementation date of guidance issued in ASC 350.
Existing customer relationships acquired prior to 2011 had a useful life of five years.
(3)Accumulated amortization for indefinite-lived intangible assets relates to amounts recorded prior to the implementation date of guidance issued in ASC 350.
The following schedule outlines actual amortization expense recognized during 20172021 and an estimate of future amortization based upon the finite-lived intangible assets owned at December 31, 2017:2021:
Amortization
Expense
(Amounts in thousands)
Actual for year ended December 31, 2021$13,435 
Estimated for year ended December 31, 202211,150 
Estimated for year ended December 31, 20238,597 
Estimated for year ended December 31, 20246,839 
Estimated for year ended December 31, 20252,098 
Estimated for year ended December 31, 20261,876 
Thereafter35,419 
 
Amortization
Expense
 (Amounts in thousands)
Actual for year ended December 31, 2017$15,324
Estimated for year ending December 31, 201816,649
Estimated for year ending December 31, 201916,127
Estimated for year ending December 31, 202014,620
Estimated for year ending December 31, 202113,099
Estimated for year ending December 31, 202210,934
Thereafter45,545


Amortization expense for finite-lived intangible assets was $13.9$13.6 million in 20162020 and $22.0$13.8 million in 2015.2019.


4.INVENTORIES
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7.INVENTORIES
Inventories, net consisted of the following:
 December 31,
 202120202019
 (Amounts in thousands)
Raw materials$318,348 $321,600 328,080 
Work in process242,143 210,174 192,993 
Finished goods213,096 221,532 218,408 
Less: Excess and obsolete reserve(95,300)(86,078)(78,644)
Inventories, net$678,287 $667,228 $660,837 
 December 31,
 2017 2016
 (Amounts in thousands)
Raw materials$358,827
 $348,012
Work in process548,250
 629,766
Finished goods215,849
 206,086
Less: Progress billings(160,044) (216,783)
Less: Excess and obsolete reserve(78,609) (69,391)
Inventories, net$884,273
 $897,690
During 2017, 20162021, 2020 and 2015,2019, we recognized expenses of $22.9$15.6 million, $14.6$14.9 million and $20.2$17.1 million, respectively, for excess and obsolete inventory. These expenses are included in COS in our consolidated statements of income.
In
8.STOCK-BASED COMPENSATION PLANS
Effective January 1, 2020, our shareholders approved the second quarter of 2017, we recorded a $16.9 million charge for costs incurred related to a contract to supply oilFlowserve Corporation 2020 Long-Term Incentive Plan (“2020 Plan”). The 2020 Plan replaces and gas platform equipment to an end user in Latin America. This charge was primarily related to our IPD reporting segment and resulted in a decrease to work in process.

5.STOCK-BASED COMPENSATION PLANS
We maintainsupersedes the Flowserve Corporation Equity and Incentive Compensation Plan (the "2010("2010 Plan"), which is a shareholder-approved plan authorizing in its entirety. The 2020 Plan authorizes the issuance of up to 8,700,00012,500,000 shares of our common stock in the form of incentive stock options, non-statutory stock options, restricted shares, restricted share units and performance-based units (collectively referred to as "Restricted Shares"), incentive stock options, non-statutory stock options, stock appreciation rights and bonus stock. stock, in addition to any shares available for issuance or subject to forfeiture under the expired 2010 Plan. Of the 8,700,000 shares of common stock authorized under the 2020 Plan and remaining shares under the 2010 Plan, 2,619,67711,349,702 were available for issuance as of December 31, 2017. The long-term incentive program was amended to allow2021. Restricted Shares primarily vest over a three year period. Restricted Shares granted after January 1, 2016 to employees who retire and have achieved at least 55 years of age and ten10 years of service to continue to vest over the original vesting period ("55/10 Provision").

Stock Options — Options granted to officers, other employees and directors allow for the purchase of common shares at the market value of our stock on the date the options are granted. Options generally become exercisable after three years. Options generally expire ten years from the date of the grant or within a short period of time following the termination of employment or cessation of services by an option holder. Until the second quarterAs of 2017, no previous stock options were outstanding. On May 4, 2017,December 31, 2021, 114,943 stock options were grantedoutstanding and exercisable, with a grant date fair value of $2.0 million which is expected to be recognized over three years and a weighted-average periodweighted average exercise price of approximately two years.$48.63. As of December 31, 2020, compensation associated with these stock options was fully earned. Using the Black-Scholes option pricing model to estimate the fair value of each option award, as of December 31, 2021 the total fair value of stock options vested was $2.0 million. No stock options were exercisable during the year ended December 31, 2019. No stock options were granted, canceled or vested during years endingended December 31, 20162021, 2020 or 2015. No stock options vested during 2017, 2016 or 2015.

Information related to stock options issued to officers, other employees and directors under all plans is presented in the following table:
 2017 2016 2015
 Shares 
Weighted
Average
Exercise
Price
 Shares 
Weighted
Average
Exercise
Price
 Shares 
Weighted
Average
Exercise
Price
Number of shares under option: 
  
  
  
  
  
Outstanding — beginning of year
 $
 84,261
 $17.42
 97,962
 $16.61
Granted114,943
 48.63
 
 
 
 
Exercised
 
 (84,261) 17.42
 (13,701) 11.66
Canceled
 
 
 
 
 
Outstanding — end of year114,943
 $48.63
 
 $
 84,261
 $17.42
Exercisable — end of year
 $
 
 $
 84,261
 $17.42

The2019. The weighted average remaining contractual life of options outstanding at December 31, 20172021, 2020 and 2019 was 9.3 years.  The weighted average remaining contractual life of options outstanding at December 31, 2015 was one year. The total intrinsic value of stock options exercised was $2.4 million5.3 years, 6.3 years and $1.0 million for the periods ended December 31, 2016 and 2015,7.3 years, respectively.
Restricted Shares — Generally, the restrictions on Restricted Shares do not expire for a minimum of one year and a maximum of three years, and shares are subject to forfeiture during the restriction period. Most typically, Restricted Share grants have staggered vesting periods over one to three years from grant date. The intrinsic value of the Restricted Shares, which is typically the product of share price at the date of grant and the number of Restricted Shares granted, is amortized on a straight-line basis to compensation expense over the periods in which the restrictions lapse.
Awards of Restricted Shares are valued at the closing market price of our common stock on the date of grant. The unearned compensation isis amortized to compensation expense over the vesting period of the restricted shares,Restricted Shares, except for awards related to the 55/10 Provision which are expensed when granted. Unearned compensation is amortized to compensation expense over the vesting period of the Restricted Shares. As of December 31, 20172021 and 2016,2020, we had $16.7$24.2 million and $15.2$18.7 million, respectively, of unearned compensation cost related to unvested Restricted Shares, which is expected to be recognized over a weighted-average period of approximately one year. These amounts will be recognized into net earnings in prospective periods as the awards vest. The total fair value of Restricted Shares vested during the years ended December 31, 2017, 20162021, 2020 and 20152019 was $30.5$25.2 million, $38.8$26.4 million and $41.3$16.8 million,, respectively.
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We recorded stock-based compensation for Restricted Shares as follows:
Year Ended December 31, Year Ended December 31,
2017 20162015 202120202019
(Amounts in millions) (Amounts in millions)
Stock-based compensation expense$22.8
 $30.2
 $34.8
Stock-based compensation expense$29.5 $27.3 $23.9 
Related income tax benefit(5.2) (10.4) (11.8)Related income tax benefit(6.7)(6.2)(5.4)
Net stock-based compensation expense$17.6
 $19.8
 $23.0
Net stock-based compensation expense$22.8 $21.1 $18.5 
The following table summarizes information regarding Restricted Shares:
 Year Ended December 31, 2021
SharesWeighted Average
Grant-Date Fair Value
Number of unvested Restricted Shares:  
Outstanding — beginning of year1,373,657 $46.76 
Granted1,058,836 39.46 
Vested(569,362)44.22 
Canceled(192,120)46.28 
Outstanding — end of year1,671,011 $43.06 
 Year Ended December 31, 2017
 Shares 
Weighted Average
Grant-Date Fair Value
Number of unvested Restricted Shares: 
  
Outstanding — beginning of year1,259,275
 $50.77
Granted692,819
 49.20
Vested(523,529) 58.28
Canceled(224,713) 48.05
Outstanding — ending of year1,203,852
 $47.10

Unvested Restricted SharesShares outstanding as of December 31, 2017,2021, includes approximately 830,000506,000  units with performance-based vesting provisions. Performance-based units areprovisions issuable in common stock and vest upon the achievement of pre-defined performance targets. Performance-based units granted prior to 2017 havemetrics. Targets for outstanding performance targets based on our average annual return on net assets over a three-year period as compared with the same measure for a defined peer group for the same period. Performance-based units granted in 2017 have performance targetsawards are based on our average return on invested capital, and our total shareholder return ("TSR") or free cash flow as a percent of net income over a three-year period as compared withperiod. Performance units issued in 2021 include a secondary measure, relative total shareholder return, which can increase or decrease the same measures for a defined peer group fornumber of vesting units by 15% depending on the same period. MostCompany's performance versus peers. Performance units were grantedissued in three annual grants since January 1, 20152019 and 2020 have a vesting percentage between0% and 200% depending on, while the achievement of the specific2021 performance targets. Except for shares granted under the 55/10 Provision, compensationunits have a vesting percentage up to 230%. Compensation expense is recognized ratably over a cliff-vesting period of 36 months, based on the fair value of our common stock on the date of grant, as adjusted for actual forfeitures. During the performance period, earned and unearned compensation expense is adjusted based on changes in the expected achievement of the

performance targets for all performance-based units granted except for the TSR-based units. Vesting provisions range from 0 to approximately 1,637,0001,054,000 shares based on performance targets. As of December 31, 2017,2021, we estimate vesting of approximately 565,000312,000 shares based on expected achievement of performance targets.


6.DERIVATIVES AND HEDGING ACTIVITIES
9.DERIVATIVES AND HEDGING ACTIVITIES
Our risk management and foreign currency derivatives and hedging policy specifies the conditions under which we may enter into derivative contracts. See Note 1 for additional information on our purpose for entering into derivatives and our overall risk management strategies. We enter into foreign exchange forward contracts to hedge our cash flow risks associated with transactions denominated in currencies other than the local currency of the operation engaging in the transaction.

During the second quarter of 2017, we discontinued our program to designate forward exchange contracts. The discontinuance of this program had no impact on our financial position as of December 31, 2017. Foreign exchange contracts not designated as hedging instruments had notional values of $235.6$425.2 million and $393.2$388.1 million at December 31, 20172021 and 2016,2020, respectively. At December 31, 2017,2021, the length of foreign exchange contracts currently in place ranged from 43 days to 2421 months.
We are exposed to risk from credit-related losses resulting from nonperformance by counterparties to our financial instruments. We perform credit evaluations of our counterparties under forward exchange contracts and expect all counterparties to meet their obligations. We have not experienced credit losses from our counterparties.
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The fair values of foreign exchange contracts are summarized below:
Year Ended December 31, Year Ended December 31,
2017 2016 20212020
(Amounts in thousands) (Amounts in thousands)
Current derivative assets$2,489
 $682
Current derivative assets$740 $2,857 
Noncurrent derivative assets177
 
Noncurrent derivative assets249 
Current derivative liabilities284
 6,878
Current derivative liabilities2,924 682 
Noncurrent derivative liabilities56
 355
Noncurrent derivative liabilities82 — 
Current and noncurrent derivative assets are reported in our consolidated balance sheets in prepaid expenses and other and other assets, net, respectively. Current and noncurrent derivative liabilities are reported in our consolidated balance sheets in accrued liabilities and retirement obligations and other liabilities, respectively.
The impact of net changes in the fair values of foreign exchange contracts are summarized below:
 Year Ended December 31,
 2017 2016 2015
 (Amounts in thousands)
Gain recognized in income$2,122
 $5,693
 $23,900
 Year Ended December 31,
 202120202019
 (Amounts in thousands)
Gains (losses) recognized in income$3,295 $(10,294)$(6,495)
Gains and losses recognized in our consolidated statements of income for foreign exchange contracts are classified as Otherother income (expense) income,, net.

As a means of managing the volatility of foreign currency exposure with the Euro/U.S. dollar exchange rate, we entered into cross-currency swaps agreements ("Swaps") as a hedge of our Euro investment in certain of our international subsidiaries. Accordingly, on April 14, 2021 and March 9, 2021, we entered into Swaps, with termination dates of October 1, 2030 and an early termination date of March 11, 2025, respectively. Also, during the third quarter of 2020 we entered into a cross currency swap agreement with an early termination date of September 22, 2025. The swap agreements are designated as net investment hedges and as of December 31, 2021 the combined notional value of these swaps was €423.2 million. The swaps are classified as Level II under the fair value hierarchy.
The fair values of our cross-currency swaps are summarized below:
Year Ended December 31,
20212020
(Amounts in thousands)
Other assets, net$23,129 $— 
Retirement obligations and other liabilities— 18,091 
We exclude the interest accruals on the swaps from the assessment of hedge effectiveness and recognize the interest accruals in earnings within interest expense. For each reporting period, the change in the fair value of the swap attributable to changes in the spot rate and differences between the change in the fair value of the excluded components and the amounts recognized in earnings under the swap accrual process are reported in accumulated other comprehensive loss ("AOCL") on our consolidated balance sheets. For the period ended December 31, 2021, an interest accrual of $(6.3) million was recognized within interest expense in our consolidated statements of income.


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The cumulative net investment hedge (gain) loss, net of deferred taxes, under cross-currency swaps recorded in AOCL on our consolidated balance sheets are summarized below:
Year Ended December 31,
202120202019
(Amounts in thousands)
(Gain) loss-included component (1)$(15,578)$6,067 $— 
(Gain) loss-excluded component (2)(2,111)7,769 — 
(Gain) loss recognized in AOCL$(17,689)$13,836 $— 
_____________________________________________
(1) Change in the fair value of the swaps attributable to changes in spot rates.
(2) Change in the fair value of the swaps due to changes other than those attributable to spot rates.

In March 2015, we designated €255.7 million of our €500.0 million 20221.25% EUR Senior Notes due 2022 ("2022 Euro Senior Notes") discussed in Note 1013 as a net investment hedge of our investmentsEuro investment in certain of our international subsidiaries that usesubsidiaries. On September 22, 2020, we increased the designated hedged value on the 2022 Euro as their functional currency. We usedSenior Notes to €336.3 million, which reflected the spot method to measureremaining balance of the effectiveness of our net investment hedge. Under this method, for2022 Euro Senior Notes. For each reporting period, the change in the carrying value of the 2022 EUR Senior Notes due to the remeasurement of the effective portion is reported in accumulated other comprehensive lossAOCL on our consolidated balance sheetsheets and the remaining change in the carrying value of the ineffective portion, if any, is recognized in Otherother income (expense) income,, net in our consolidated statements of income. We evaluateAs a result of the effectivenessredemption of our 2022 Euro Senior Notes discussed in Note 13, in the first quarter of 2021 we dedesignated the hedged value of our net investment hedge.
Prior to the dedesignation, the cumulative impact recorded in AOCL on our consolidated balance sheets from the change in carrying value due to the remeasurement of the effective portion of the net investment hedge are summarized below:
Year Ended December 31,
202120202019
(Amounts in thousands)
Loss recorded in AOCL$(29,554)$(34,973)$(12,084)
Prior to the dedesignation of the net investment hedge, we used the spot method to measure the effectiveness of both net investment hedges and evaluate the effectiveness on a prospective basis at the beginning of each quarter. We did not record any ineffectiveness for the yearyears ended December 31, 2017.2020 and 2019.



7.FAIR VALUE OF FINANCIAL INSTRUMENTS
10.FAIR VALUE OF FINANCIAL INSTRUMENTS
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Where available, fair value is based on observable market prices or parameters or derived from such prices or parameters. Where observable prices or inputs are not available, valuation models may be applied. Assets and liabilities recorded at fair value in our consolidated balance sheets are categorized based upon the level of judgment associated with the inputs used to measure their fair values. Recurring fair value measurements are limited to investments in derivative instruments. The fair value measurements of our derivative instruments are determined using models that maximize the use of the observable market inputs including interest rate curves and both forward and spot prices for currencies, and are classified as Level II under the fair value hierarchy. The fair values of our derivatives are included above in Note 9.
The carrying value of our financial instruments as reflected in our consolidated balance sheets approximates fair value, with the exception of our long-term debt. The estimated fair value of our long-term debt, excluding the Senior Notes, (as described in Note 10), was estimated using interest rates on similar debt recently issued by companies with credit metrics similar to oursapproximates the carrying value and is classified as Level II under the fair value hierarchy. The carrying value of our debt is included in Note 10 and, except for the13. The estimated fair value of our Senior Notes approximates fair value. at December 31, 2021 was $999.3 million compared to the carrying value of $988.1 million. The estimated fair value of the Senior Notes is based on Level I quoted market rates. The estimated fair value of our Senior Notes at December 31, 2017 was $1,402.4 million compared to the carrying value of $1,388.6 million. TheThe carrying amounts of our other financial instruments (i.e., cash and cash equivalents, accounts receivable, net and accounts payable) approximated fair value due to their short-term nature at December 31, 20172021 and December 31, 2016.2020.

77



8.DETAILS OF CERTAIN CONSOLIDATED BALANCE SHEET CAPTIONS
11.DETAILS OF CERTAIN CONSOLIDATED BALANCE SHEET CAPTIONS
The following tables present financial information of certain consolidated balance sheetsheets captions.
Accounts Receivable, net — Accounts receivable, net were:
 December 31,
 20212020
 (Amounts in thousands)
Trade accounts receivables$770,280 $808,459 
Less: allowance for expected credit losses(55,264)(59,280)
Other short-term receivables43,266 20,179 
Less: allowance for expected credit losses(19,072)(15,896)
Accounts receivable, net$739,210 $753,462 
 December 31,
 2017 2016
 (Amounts in thousands)
Accounts receivable$915,824
 $934,558
Less: allowance for doubtful accounts(59,113) (51,920)
Accounts receivable, net$856,711
 $882,638
Property, Plant and Equipment, net — Property, plant and equipment, net were:
 December 31,
 20212020
 (Amounts in thousands)
Land$62,613 $65,894 
Buildings and improvements441,627 446,008 
Machinery, equipment and tooling751,944 699,256 
Software, furniture and fixtures and other451,566 439,063 
Gross property, plant and equipment1,707,750 1,650,221 
Less: accumulated depreciation(1,191,823)(1,093,348)
Property, plant and equipment, net$515,927 $556,873 
 December 31,
 2017 2016
 (Amounts in thousands)
Land$84,551
 $81,022
Buildings and improvements470,354
 442,756
Machinery, equipment and tooling682,316
 669,639
Software, furniture and fixtures and other402,608
 413,540
Gross property, plant and equipment(1)1,639,829
 1,606,957
Less: accumulated depreciation(968,033) (882,152)
Property, plant and equipment, net$671,796
 $724,805
(1)Adjusted by $26.0 million impairment charge in second quarter of 2017 related to our manufacturing facility in Brazil.
Accrued Liabilities — Accrued liabilities were:
 December 31,
 20212020
 (Amounts in thousands)
Wages, compensation and other benefits$204,347 $225,133 
Commissions and royalties21,911 22,847 
Warranty costs and late delivery penalties23,741 27,757 
Sales and use tax20,782 29,067 
Income tax47,186 31,378 
Other127,125 127,040 
Accrued liabilities$445,092 $463,222 
 December 31,
 2017 2016
 (Amounts in thousands)
Wages, compensation and other benefits$180,717
 $148,481
Commissions and royalties23,240
 27,767
Customer advance payments273,127
 253,325
Progress billings in excess of accumulated costs4,411
 7,052
Warranty costs and late delivery penalties53,027
 48,946
Sales and use tax14,830
 14,969
Income tax27,862
 15,755
Other146,982
 164,691
Accrued liabilities$724,196
 $680,986

"Other" accrued liabilities include professional fees, lease obligations, insurance, interest, freight, accrued cash dividends payable, legal and environmental matters, derivative liabilities, restructuring reserves and other items, none of which individually exceed 5% of current liabilities.liabilities.
78


Retirement Obligations and Other Liabilities — Retirement obligations and other liabilities were:
 December 31,
 20212020
 (Amounts in thousands)
Pension and postretirement benefits$188,999 $225,994 
Deferred taxes9,169 85,824 
Operating lease liabilities166,786 176,246 
Legal and environmental86,561 101,203 
Uncertain tax positions and other tax liabilities37,013 50,259 
Other30,320 54,286 
Retirement obligations and other liabilities$518,848 $693,812 
"Other" includes derivative liabilities, deferred compensation liabilities, asset retirement obligations, insurance-related liabilities and other items, none of which exceed 5% of retirement obligations and other liabilities.

12.EQUITY METHOD INVESTMENTS
 December 31,
 2017 2016
 (Amounts in thousands)
Pension and postretirement benefits$203,640
 $216,772
Deferred taxes156,276
 20,086
Legal and environmental25,996
 32,546
Uncertain tax positions and other tax liabilities72,711
 93,524
Other38,331
 44,911
Retirement obligations and other liabilities$496,954
 $407,839

9.EQUITY METHOD INVESTMENTS
We occasionally enter into joint venture arrangements with local country partners as our preferred means of entry into countries where barriers to entry may exist. Similar to our consolidated subsidiaries, these unconsolidated joint ventures generally operate within our primary businesses of designing, manufacturing, assembling and distributing fluid motion and control products and services. We have agreements with certain of these joint ventures that restrict us from otherwise entering the respective market and certain joint ventures produce and/or sell our products as part of their broader product offering. Net earnings from investments in unconsolidated joint ventures is reported in net earnings from affiliates in our consolidated statements of income. Given the integrated role of the unconsolidated joint ventures in our business, net earnings from affiliates is presented as a component of operating income.
As of December 31, 2017,2021, we had investments in seven6 joint ventures, (one1 located in each of Chile, China, India, Saudi Arabia, South Korea and the United Arab Emirates and two located in China) thatthat were accounted for using the equity method and are immaterial for disclosure purposes.

10.DEBT AND LEASE OBLIGATIONS
79


13.DEBT AND FINANCE LEASE OBLIGATIONS
Debt, including capitalfinance lease obligations, consisted of:
 December 31,
 20212020
 (Amounts in thousands)
1.25% EUR Senior Notes due March 17, 2022, net of unamortized discount and debt issuance costs of $1,070 at December 31, 2020$— $410,243 
3.50% USD Senior Notes due September 15, 2022, net of unamortized discount and debt issuance costs of $1,235 at December 31, 2020
— 498,765 
4.00% USD Senior Notes due November 15, 2023, net of unamortized discount and debt issuance costs of $1,345 at December 31, 2020— 298,655 
3.50% USD Senior Notes due October 1, 2030, net of unamortized discount and debt issuance costs of $5,611 and $6,147 at December 31, 2021 and 2020, respectively494,389 493,853 
2.80% USD Senior Notes due January 15, 2032, net of unamortized discount and debt issuance costs of $6,273 as of December 31, 2021493,727 — 
Term Loan Facility, interest rate of 1.45% and net of debt issuance costs of $639 as December 31, 2021
291,861 — 
Finance lease obligations and other borrowings22,851 25,390 
Debt and finance lease obligations1,302,828 1,726,906 
Less amounts due within one year41,058 8,995 
Total debt due after one year$1,261,770 $1,717,911 
 December 31,
 2017 2016
 (Amounts in thousands)
1.25% EUR Senior Notes due March 17, 2022, net of unamortized discount and debt issuance costs of $5,335 and $5,748 at December 31, 2017 and 2016, respectively$594,465
 $519,902
4.00% USD Senior Notes due November 15, 2023, net of unamortized discount and debt issuance costs of $2,590 and $2,972 at December 31, 2017 and 2016, respectively297,410
 297,028
3.50% USD Senior Notes due September 15, 2022, net of unamortized discount and debt issuance costs of $3,230 and $3,848 at December 31, 2017 and 2016, respectively496,770
 496,152
Term Loan Facility, interest rate of 3.19% and 2.25% at December 31, 2017 and 2016, net of debt issuance costs of $585 and $745, respectively164,415
 224,255
Capital lease obligations and other borrowings22,197
 33,286
Debt and capital lease obligations1,575,257
 1,570,623
Less amounts due within one year75,599
 85,365
Total debt due after one year$1,499,658
 $1,485,258





Scheduled maturities of the Senior Credit Facility (as described below), as well as our Senior Notes and other debt, are:are (amounts in thousands):
Term LoanSenior Notes and other debtTotal
(Amounts in thousands)
2022$32,500 $8,558 $41,058 
202339,635 14,294 53,929 
202459,863 — 59,863 
202559,905 — 59,905 
202599,958 — 99,958 
Thereafter— 988,115 988,115 
Total$291,861 $1,010,967 $1,302,828 
80


 
Term
Loan
 Senior Notes and other debt Total
 (Amounts in thousands)
2018$60,000
 $15,599
 $75,599
201959,468
 6,598
 66,066
202044,947
 
 44,947
2021
 
 
2022
 1,091,235
 1,091,235
Thereafter
 297,410
 297,410
Total$164,415
 $1,410,842
 $1,575,257



Senior Notes

On September 23, 2021, we completed a public offering of $500.0 million in aggregate principal amount of January 15, 2032 ("2032 Senior Notes"). The 2032 Senior Notes bear an interest rate of 2.80% per year, payable on January 15 and July 15 of each year, commencing on January 15, 2022. The 2032 Senior Notes and were priced at 99.656% of par value, reflecting a discount to the aggregate principal amount. On October 12, 2021, the combined proceeds of the 2032 Senior Notes offering and term loan facility, in addition to a portion of our excess cash balance, were used to redeem our 4.00% Senior Notes due November 2023 (“2023 Senior Notes”) and our 3.50% Senior Notes due September 2022 (“2022 Senior Notes”). As a result of the redemption, the Company incurred a loss on early extinguishment of $38.0 million, which included the impact of a $36.1 million make-whole premium.
On September 14, 2020, we completed a public offering of $500.0 million in aggregate principal amount of senior notes due October 1, 2030 ("2030 Senior Notes"). The 2030 Senior Notes bear an interest rate of 3.50% per year, payable on April 1 and October 1 of each year, commencing on April 1, 2021. The 2030 Senior Notes were priced at 99.656% of par value, reflecting a discount to the aggregate principal amount. We used a portion of the net proceeds of the 2030 Senior Notes offering to fund a partial tender offer of our 2022 Euro Senior Notes. During the third quarter of 2020 we had tendered $191.4 million of our 2022 Euro Senior Notes and have recorded in interest expense an early extinguishment loss of $1.2 million. On March 19, 2021, we redeemed the remaining $400.9 million of our 2022 Euro Senior Notes and have recorded a loss on early extinguishment of $7.6 million, which included the impact of a $6.6 million make-whole premium.
On March 17, 2015, we completed a public offering of €500.0 million of Euro senior notes in aggregate principal amount due March 17, 2022. The 2022 ("2022 EUR Senior Notes"). The 2022 EUREuro Senior Notes bear an interest rate of 1.25% per year, payable each year on March 17. The 2022 EUREuro Senior Notes were priced at 99.336% of par value, reflecting a discount to the aggregate principal amount. The proceeds of the offering were €496.7 million ($526.3 million based on exchange rates in effect at the time the offering closed). We used a portion of the proceeds of the 2022 EUR Senior Notes to ultimately fund the acquisition of SIHI described in Note 2 and utilized the remaining portion for other general corporate purposes.
On November 1, 2013 we completed the public offering of $300.0 million in aggregate principal amount of senior notes2023 Senior Notes due November 15, 2023 ("2023 Senior Notes").2023. The 2023 Senior Notes bear an interest rate of 4.00% per year, payable on May 15 and November 15 of each year. The 2023 Senior Notesyear and were priced at 99.532% of par value, reflecting a discount to the aggregate principal amount.
On September 11, 2012, we completed the public offering of $500.0$500.0 million in aggregate principal amount of senior notes2022 Senior Notes due September 15, 2022 ("2022 Senior Notes").2022. The 2022 Senior Notes bear an interest rate of 3.50% per year, payable on March 15 and September 15 of each year. The 2022 Senior Notesyear and were priced at 99.615% of par value, reflecting a discount to the aggregate principal amount.
We have the right to redeem the 20222032 Senior Notes and 20232030 Senior Notes at any time prior to JuneOctober 15, 20222031 and August 15, 2023,July 1, 2030, respectively, in whole or in part, at our option, at a redemption price equal to the greater of: (1) 100% of the principal amount of the senior notes being redeemed; or (2) the sum of the present values of the remaining scheduled payments of principal and interest in respect of the Senior Notes being redeemed discounted to the redemption date on a semi-annual basis, at the applicable Treasury Rate plus 3025 and 45 basis points, for the 2022 Senior Notes and plus 25 basis points for the 2023 Senior Notes.respectively. In addition, at any time on or after JuneOctober 15, 20222031 and July 1, 2030 for the 20222032 Senior Notes and August 15, 2023 for the 20232030 Senior Notes, respectively, we may redeem the Senior Notes at a redemption price equal to 100% of the principal amount of the Senior Notes being redeemed. In each case, we will also pay the accrued and unpaid interest on the principal amount being redeemed to the redemption date. Similarly, we have the right to redeem the 2022 EUR Senior Notes on or after December 17, 2021, in whole or in part, at our option, at a redemption price equal to the greater of: (1) 100% of the principal amount of the senior notes being redeemed; or (2) the sum of the present values of the remaining scheduled payments of principal and interest in respect of the Senior Notes being redeemed (exclusive of interest accrued to, but excluding, the date of redemption) discounted to the redemption date on an annual basis, at the Comparable German Government Bond Rate plus 25 basis points.

Senior Credit Facility

OurOn September 13, 2021 ("Closing Date"), we amended and restated our credit agreement ("Amended and Restated Credit Agreement") under our Senior Credit Facility ("Credit Facility") with Bank of America, N.A. ("Administrative Agent") and the other lenders to provide greater flexibility in maintaining adequate liquidity and access to available borrowings. The Amended and Restated Credit Agreement, (i) retained, from the previous credit agreement, the $800.0 million unsecured Revolving Credit Facility, which includes a $750.0 million sublimit for the issuance of letters of credit and a $30.0 million sublimit for swing line loans ii) provides for an initial $400.0up to $300 million term loan (“Term Loan Facility”) and a $1.0 billion revolving credit facility (“Revolving Credit Facility” and, together with theunsecured Term Loan Facility (the "Term Loan"), (iii) extends the “Senior Credit Facility”) with amaturity date of the agreement to September 13, 2026, (iv) reduces commitment fees, (v) extends net leverage ratio covenant definition through the maturity of October 14, 2020. On June 30, 2017, we amended our existing Senior Credit Facility. The amendment, among other changes, includes the following: (i) a decrease of the Revolving Credit Facility commitment from $1.0 billion to $800 million, (ii) an increase of the leverage ratio from 3.50 to 4.00 times debt to total Consolidated EBITDA through June 30, 2019, with a step-down to 3.75 for any fiscal quarter ending after July 1, 2019, (iii) the addition of a new pricing level on our

senior unsecured long-term debt ratings for Ba2/BB, with an increase in interest rate margin for LIBOR loans to 2.00%agreement, and for base rate loans to 1.00% and (iv) a revision to the restrictions on(vi) provides the ability to incur debt by decreasingmake certain adjustments to the maximum principal amountotherwise applicable commitment fee, interest rate and letter of priority debt allowed from 15%credit fees based on the Company’s performance against to-be-established key performance indicators with respect to 7.5%certain of the consolidated tangible assetsCompany’s environmental, social and a decrease on the maximum amount of receivables that could be securitized from $200 million to $100 million. Subject to certain conditions, we have the right to increase the amount of the Term Loan Facility or the Revolving Credit Facility by an aggregate amount not to exceed $400.0 million. Allgovernance targets. Most other material terms and conditions under the previous credit agreement (the
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"then existing credit agreement") remained unchanged. In conjunction with the amendment and restatement of the previous credit agreement we recorded a loss on early extinguishment of $0.6 million in the third quarter of 2021 related to deferred financing fees.
On the Closing Date, approximately $300.0 million was drawn under the unsecured Term Loan to fund, in part, the previously announced redemption of the Company’s 2022 Senior Notes and 2023 Senior Notes.
The interest rates per annum applicable to the Revolving Credit Facility remained unchanged.are unchanged under the Amended and Restated Credit Agreement. The interest rates per annum applicable to the Credit Facility, other than with respect to swing line loans, are LIBOR plus between 1.000% to 1.750%, depending on our debt rating by either Moody’s Investors Service, Inc. ("Moody's") or Standard & Poor’s Financial Services LLC ("S&P"), or, at our option, the Base Rate (as defined in the Amended and Restated Credit Agreement) plus between 0.000% to 0.750% depending on our debt rating by either Moody’s or S&P. At December 31, 2021, the interest rate on the Revolving Credit Facility was LIBOR plus 1.375% in the case of LIBOR loans and the Base Rate plus 0.375% in the case of Base Rate loans. In addition, a commitment fee is payable quarterly in arrears on the daily unused portions of the Credit Facility. The commitment fee will be between 0.080% and 0.250% of unused amounts under the Credit Facility depending on our debt rating by either Moody’s or S&P. The commitment fee was 0.175% (per annum) during the period ended December 31, 2021.

Under the terms and conditions of the Amended and Restated Credit Agreement, interest rates per annum applicable to the Term Loan are stated as LIBOR plus between 0.875% to 1.625%, depending on the Company’s debt rating by either Moody’s or S&P, or, at the option of the Company, the Base Rate plus between 0.000% to 0.625% depending on the Company’s debt rating by either Moody’s or S&P.
As of December 31, 20172021, and December 31, 2016,2020, we had no revolving loans outstanding under the RevolvingSenior Credit Facility. We had outstanding letters of credit of $94.8$78.3 million and $102.6$58.1 million at December 31, 20172021, and December 31, 2016, respectively, which together with2020, respectively. After consideration of the financial covenant limitations based on the terms ofcovenants under our Senior Credit Facility contributed toand outstanding letters of credit, as of December 31, 2021, the reduction ofamount available for borrowings under our borrowing capacity to $644.8 million and $553.5 million, respectively. The Senior Credit Facility contains, among other things, covenants definingwas limited to $614.2 million. As of December 31, 2020, the amount available for borrowings under our and our subsidiaries' ability to dispose of assets, merge, pay dividends, repurchase or redeem capital stock and indebtedness, incur indebtedness and guarantees, create liens, enter into agreements with negative pledge clauses, make certain investments or acquisitions, enter into transactions with affiliates or engage in any business activity other than our existing business.Revolving Credit facility was $741.9 million.
Financial Covenants Our compliance with thesethe financial covenants under the Senior Notes and Senior Credit Facility isare tested quarterly. We were in compliance with theall covenants as of December 31, 2017.
Repayment of Obligations —We may prepay loans under our Senior Credit Facility in whole or in part, without premium or penalty, at any time. A commitment fee, which is payable quarterly on the daily unused portions of the Senior Credit Facility, was 0.20% (per annum) at December 31, 2017. We made scheduled principal repayments under our Term Loan Facility of $60.0 million in both 2017 and 2016 and $45.0 million in 2015.2021. We have scheduled principal repayments of $15.0$7.5 million due in each of the next fourthree quarters of 2018 underand $10.0 million on December 31, 2022, on our Term Loan Facility.Loan.


Operating Leases
We have non-cancellable operating leases for certain offices, service and quick response centers, certain manufacturing and operating facilities, machinery, equipment and automobiles. Rental expense relating to operating leases was $54.9 million, $54.7 million and $53.1 million in 2017, 2016 and 2015, respectively.14.PENSION AND POSTRETIREMENT BENEFITS
The future minimum lease payments due under non-cancellable operating leases are (amounts in thousands):
Year Ended December 31,
2018$51,652
201937,452
202028,801
202122,589
202221,003
Thereafter71,672
Total minimum lease payments$233,169

11.PENSION AND POSTRETIREMENT BENEFITS
We sponsor several noncontributory defined benefit pension plans, covering substantially all U.S. employees and certain non-U.S. employees, which provide benefits based on years of service, age, job grade levels and type of compensation. Retirement benefits for all other covered employees are provided through contributory pension plans, cash balance pension plans and government-sponsored retirement programs. All funded defined benefit pension plans receive funding based on independent actuarial valuations to provide for current service and an amount sufficient to amortize unfunded prior service over periods not to exceed 30 years, with funding falling within the legal limits prescribed by prevailing regulation. We also maintain unfunded defined benefit plans that, as permitted by local regulations, receive funding only when benefits become due.
Our defined benefit plan strategy is to ensure that current and future benefit obligations are adequately funded in a cost-effective manner. Additionally, our investing objective is to achieve the highest level of investment performance that is compatible with our risk tolerance and prudent investment practices. Because of the long-term nature of our defined benefit plan liabilities, our funding strategy is based on a long-term perspective for formulating and implementing investment policies and evaluating their investment performance.

The asset allocation of our defined benefit plans reflects our decision about the proportion of the investment in equity and fixed income securities, and, where appropriate, the various sub-asset classes of each. At least annually, we complete a comprehensive review of our asset allocation policy and the underlying assumptions, which includes our long-term capital markets rate of return assumptions and our risk tolerances relative to our defined benefit plan liabilities.
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The expected rates of return on defined benefit plan assets are derived from review of the asset allocation strategy, expected long-term performance of asset classes, risks and other factors adjusted for our specific investment strategy. These rates are impacted by changes in general market conditions, but because they are long-term in nature, short-term market changes do not significantly impact the rates.
Our U.S. defined benefit plan assets consist of a balanced portfolio of equity and fixed income securities. Our non-U.S. defined benefit plan assets include a significant concentration of United Kingdom ("U.K.") fixed income securities. We monitor investment allocations and manage plan assets to maintain acceptable levels of risk.
For all periods presented, we used a measurement date of December 31 for each of our U.S. andpension plans, non-U.S. pension plans and postretirement medical plans.
U.S. Defined Benefit Plans 
We maintain qualified and non-qualified defined benefit pension plans in the U.S. The qualified plan provides coverage for substantially all full-time U.S. employees who receive benefits, up to an earnings threshold specified by the U.S. Department of Labor. The non-qualified plans primarily cover a small number of employees including current and former members of senior management, providing them with benefit levels equivalent to other participants, but that are otherwise limited by U.S. Department of Labor rules. The U.S. plans are designed to operate as "cash balance" arrangements, under which the employee has the option to take a lump sum payment at the end of their service. The difference between total accumulated benefit obligation is equivalent to theand total projected benefit obligation ("Benefit Obligation"). is immaterial.
The following are assumptions related to the U.S. defined benefit pension plans:
 Year Ended December 31,
 202120202019
Weighted average assumptions used to determine Benefit Obligations:   
Discount rate3.00 %2.62 %3.41 %
Rate of increase in compensation levels3.50 3.63 3.50 
Weighted average assumptions used to determine net pension expense:
Long-term rate of return on assets6.00 %6.00 %6.00 %
Discount rate2.62 3.41 4.34 
Rate of increase in compensation levels3.50 3.56 3.50 
Weighted-average interest crediting rates3.79 %3.79 %3.79 %
 Year Ended December 31,
 2017 2016 2015
Weighted average assumptions used to determine Benefit Obligations: 
  
  
Discount rate3.63% 4.00% 4.75%
Rate of increase in compensation levels4.01
 4.00
 4.00
Weighted average assumptions used to determine net pension expense:     
Long-term rate of return on assets6.00% 6.00% 6.25%
Discount rate4.00
 4.75
 4.00
Rate of increase in compensation levels4.01
 4.00
 4.25

At December 31, 20172021 as compared with December 31, 2016,2020, we decreasedincreased our discount rate from 4.00%2.62% to 3.63%3.00% based on an analysis of publicly-traded investment grade U.S. corporate bonds, which had a lowerhigher yield due to current market conditions. In determining 20172021 expense, the expected rate of return on U.S. plan assets remained constant at 6.00%, primarily based on our target allocations and expected long-term asset returns. The long-term rate of return assumption is calculated using a quantitative approach that utilizes unadjusted historical returns and asset allocation as inputs for the calculation. For all U.S. plans, we adopted the RP-2006Pri-2012 mortality tables and the MP-2017MP-2021 improvement scale published in October 2017.2021. We applied the RP-2006Pri-2012 tables based on the constituency of our plan population for union and non-union participants. We adjusted the improvement scale to utilize 75% of the ultimate improvement rate,Proxy SSA Long Term Improvement Rates, consistent with assumptions adopted by the Social Security Administration trustees, based on long-term historical experience. Currently, we believe this approach provides the best estimate of our future obligation. Most plan participants elect to receive plan benefits as a lump sum at the end of service, rather than an annuity. As such, the updated mortality tables had an immaterial effect on our pension obligation.

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Net pension expense for the U.S. defined benefit pension plans (including both qualified and non-qualified plans) was:
 Year Ended December 31,
 2017 2016 2015
 (Amounts in thousands)
Service cost$22,257
 $22,583
 $24,113
Interest cost16,878
 19,072
 17,072
Expected return on plan assets(24,505) (23,997) (24,185)
Settlement (gain) loss(216) 91
 
Amortization of unrecognized prior service cost112
 488
 509
Amortization of unrecognized net loss6,021
 4,999
 9,178
U.S. net pension expense$20,547
 $23,236
 $26,687

The estimated prior service cost and the estimated net loss for the U.S. defined benefit pension plans that will be amortized from accumulated other comprehensive loss into pension expense in 2018 is $0.2 million and $5.5 million, respectively. We amortize estimated prior service benefits and estimated net losses over the remaining expected service period.
 Year Ended December 31,
 202120202019
 (Amounts in thousands)
Service cost$25,162 $25,893 $23,245 
Interest cost11,952 15,100 17,584 
Expected return on plan assets(25,377)(25,794)(25,645)
Settlement (gain) loss— 128 — 
Amortization of unrecognized prior service cost188 184 164 
Amortization of unrecognized net loss7,725 6,977 3,675 
U.S. net pension expense$19,650 $22,488 $19,023 
The following summarizes the net pension liability(liability) asset for U.S. plans:
December 31, December 31,
2017 2016 20212020
(Amounts in thousands) (Amounts in thousands)
Plan assets, at fair value$464,779
 $418,854
Plan assets, at fair value$488,281 $477,680 
Benefit Obligation(461,355) (449,601)Benefit Obligation(471,825)(487,418)
Funded status$3,424
 $(30,747)Funded status$16,456 $(9,738)
The following summarizes amounts recognized in the balance sheet for U.S. plans:
December 31, December 31,
2017 2016 20212020
(Amounts in thousands) (Amounts in thousands)
Noncurrent assets$10,853
 $
Noncurrent assets$22,398 $— 
Current liabilities(459) (273)Current liabilities(170)(233)
Noncurrent liabilities(6,970) (30,474)Noncurrent liabilities(5,772)(9,505)
Funded status$3,424
 $(30,747)Funded status$16,456 $(9,738)
The following is a summary of the changes in the U.S. defined benefit plans’ pension obligations:
December 31,
2017 201620212020
(Amounts in thousands) (Amounts in thousands)
Balance — January 1$449,601
 $426,248
Balance — January 1$487,418 $471,462 
Service cost22,257
 22,583
Service cost25,162 25,893 
Interest cost16,878
 19,072
Interest cost11,952 15,100 
Plan amendments and settlements(3,006) (3,221)Plan amendments and settlements— (953)
Actuarial loss (1)9,404
 22,706
Actuarial (gain) loss (1)Actuarial (gain) loss (1)(11,208)29,166 
Benefits paid(33,779) (37,787)Benefits paid(41,499)(53,250)
Balance — December 31$461,355
 $449,601
Balance — December 31$471,825 $487,418 
Accumulated benefit obligations at December 31$461,355
 $449,601
Accumulated benefit obligations at December 31$471,024 $486,501 

(1)The actuarial losses in 2017 and 2016 primarily reflect the impact of changes in the discount rate.

(1)The actuarial gain in 2021 and loss in 2020 primarily reflect the impact of changes in the discount rate.


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The following table summarizes the expected cash benefit payments for the U.S. defined benefit pension plans in the future (amounts in millions):
2018$39.5
201939.5
202040.7
202144.3
202242.3
2023-2027202.9

2022$40.3 
202340.7 
202439.4 
202539.9 
202641.3 
2027-2031192.2 
The following table shows the change in accumulated other comprehensive loss attributable to the components of the net cost and the change in Benefit Obligations for U.S. plans, net of tax:
December 31,
2017 201620212020
(Amounts in thousands) (Amounts in thousands)
Balance — January 1$(69,132) $(61,647)Balance — January 1$(49,321)$(49,510)
Amortization of net loss3,766
 3,136
Amortization of net loss5,907 5,336 
Amortization of prior service cost70
 306
Amortization of prior service cost144 140 
Net gain (loss) arising during the year16,009
 (11,618)Net gain (loss) arising during the year13,256 (5,328)
Settlement (gain) loss(135) 57
Prior service (cost) benefit arising during the year(368) 634
Settlement gainSettlement gain— 98 
Prior service cost arising during the yearPrior service cost arising during the year— (57)
Balance — December 31$(49,790) $(69,132)Balance — December 31$(30,014)$(49,321)
Amounts recorded in accumulated other comprehensive loss consist of:
December 31, December 31,
2017 2016 20212020
(Amounts in thousands) (Amounts in thousands)
Unrecognized net loss$(48,825) $(68,476)Unrecognized net loss$(29,344)$(48,460)
Unrecognized prior service cost(965) (656)Unrecognized prior service cost(670)(861)
Accumulated other comprehensive loss, net of tax$(49,790) $(69,132)Accumulated other comprehensive loss, net of tax$(30,014)$(49,321)
The following is a reconciliation of the U.S. defined benefit pension plans’ assets:
December 31,
20212020
 (Amounts in thousands)
Balance — January 1$477,680 $482,553 
Return on plan assets31,501 47,992 
Company contributions20,599 1,412 
Benefits paid(41,499)(53,250)
Settlements— (1,027)
Balance — December 31$488,281 $477,680 
 2017 2016
 (Amounts in thousands)
Balance — January 1$418,854
 $408,218
Return on plan assets59,462
 28,182
Company contributions23,836
 22,450
Benefits paid(33,779) (37,787)
Settlements(3,594) (2,209)
Balance — December 31$464,779
 $418,854

We contributed $23.8contributed $20.6 million and $22.5$1.4 million to the U.S. defined benefit pension plans during 20172021 and 2016,2020, respectively. These payments exceeded the minimum funding requirements mandated by the U.S. Department of Labor rules. Our estimated contribution in 20182022 is expected to be approximately $20 million, excludingexcluding direct benefits paid.

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All U.S. defined benefit plan assets are held by the qualified plan. The asset allocations for the qualified plan at the end of 20172021 and 20162020 by asset category, are as follows:
Target Allocation
at December 31,
Percentage of Actual Plan Assets at December 31,
Asset category2021202020212020
Cash and cash equivalents%— %%%
Cash and cash equivalents%— %%%
Global Equity27 %31 %26 %30 %
Global Real Assets15 %12 %16 %13 %
Equity securities42 %43 %42 %43 %
Diversified Credit15 %12 %15 %14 %
Liability-Driven Investment42 %45 %42 %42 %
Fixed income57 %57 %57 %56 %
 
Target Allocation
at December 31,
 Percentage of Actual Plan Assets at December 31,
Asset category2017 2016 2017 2016
Cash and cash equivalents% % 1% %
U.S. Large Cap% 19% % 20%
U.S. Small Cap% 4% % 4%
International Large Cap% 14% % 14%
Emerging Markets% 5% % 5%
World Equity% 8% % 8%
Global Equity36% % 36% %
Global Real Assets12% % 12% %
Equity securities48% 50% 48% 51%
Diversified Credit12% % 12% %
Liability Driven Investment40% 40% 39% 39%
Long-Term Government / Credit% 10% % 10%
Fixed income52% 50% 51% 49%

None of our common stock is directly held by our qualified plan. Our investment strategy is to earn a long-term rate of return consistent with an acceptable degree of risk and minimize our cash contributions over the life of the plan, while taking into account the liquidity needs of the plan. We preserve capital through diversified investments in high quality securities. Our current allocation target is to invest approximately 48%42% of plan assets in equity securities and 52%57% in fixed income securities. Within each investment category, assets are allocated to various investment strategies. Professional money management firms manage our assets, and we engage a consultant to assist in evaluating these activities. We periodically review the allocation target, generally in conjunction with an asset and liability study and in consideration of our future cash flow needs. We regularly rebalance the actual allocation to our target investment allocation.
Plan assets are invested in commingled funds. Our "Pension and Investment Committee" is responsibleresponsible for setting the investment strategy and the target asset allocation for the plan's assets. As the qualified plan approached fully funded status, we implemented a Liability-Driven Investing ("LDI") strategy, which more closely aligns the duration of the plan's assets with the duration of its liabilities. The LDI strategy results in an asset portfolio that more closely matches the behavior of the liability, thereby reducing the volatility of the plan's funded status.

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The plan’s financial instruments, shown below, are presented at fair value. See Note 1 for further discussion on how the hierarchical levels of the fair values of the Plan’s investments are determined. The fair values of our U.S. defined benefit plan assets were:
 At December 31, 2017 At December 31, 2016
   Hierarchical Levels   Hierarchical Levels
 Total I II III Total I II III
 (Amounts in thousands) (Amounts in thousands)
Cash and cash equivalents$5,494
 $5,494
 $
 $
 $848
 $848
 $
 $
Commingled Funds: 
        
      
Equity securities 
        
      
U.S. Large Cap(a)
 
 
 
 81,953
 
 81,953
 
U.S. Small Cap(b)
 
 
 
 17,738
 
 17,738
 
International Large Cap(c)
 
 
 
 59,435
 
 59,435
 
Emerging Markets(d)
 
 
 
 20,014
 
 20,014
 
World Equity(e)
 
 
 
 34,261
 
 34,261
 
Global Equity(f)167,336
 
 167,336
 
 
 
 
 
Global Real Assets(g)55,261
 
 55,261
 
 
 
 
 
Fixed income securities 
       

      
Diversified Credit(h)55,440
 
 55,440
 
 
 
 
 
Liability Driven Investment (i)181,248
 
 181,248
 
 164,384
 
 164,384
 
Long-Term Government/Credit(j)
 
 
 
 40,221
 
 40,221
 
 $464,779
 $5,494
 $459,285
 $
 $418,854
 $848
 $418,006
 $
At December 31, 2021At December 31, 2020
  Hierarchical Levels Hierarchical Levels
 TotalIIIIIITotalIIIIII
 (Amounts in thousands)(Amounts in thousands)
Cash and cash equivalents$6,192 $6,192 $— $— $5,986 $5,986 $— $— 
Commingled Funds:  
Equity securities  
Global Equity(a)128,269 — 128,269 — 142,401 — 142,401 — 
Global Real Assets(b)79,089 — 79,089 — 61,604 — 61,604 — 
Fixed income securities 
Diversified Credit(c)71,100 — 71,100 — 66,995 — 66,995 — 
Liability-Driven Investment(d)203,631 — 203,631 — 200,694 — 200,694 — 
 $488,281 $6,192 $482,089 $— $477,680 $5,986 $471,694 $— 

(a)U.S. Large Cap funds seek to outperform the Russell 1000 (R) Index with investments in large and medium capitalization U.S. companies represented in the Russell 1000 (R) Index, which is composed of the largest 1,000 U.S. equities as determined by market capitalization.
(b)U.S. Small Cap funds seek to outperform the Russell 2000 (R) Index with investments in medium and small capitalization U.S. companies represented in the Russell 2000 (R) Index, which is composed of the smallest 2,000 U.S. equities as determined by market capitalization.
(c)International Large Cap funds seek to outperform the MSCI Europe, Australia, and Far East Index with investments in most of the developed nations of the world so as to maintain a high degree of diversification among countries and currencies.
(d)Emerging Markets funds represent a diversified portfolio that seeks high, long-term returns comparable to investments in emerging markets by investing in stocks from newly developed emerging market economies.
(e)World Equity funds seek to outperform the Russell Developed Large Cap Index Net over a full market cycle. The fund's goal is to provide a favorable total return relative to the benchmark, primarily through long-term capital appreciation.
(f)Global Equity fund seeks to closely track the performance of the MSCI All Country World Index.
(g)Global Real Asset funds seek to provide exposure to the listed global real estate investment trusts (REITs) and infrastructure markets.
(h)Diversified Credit funds seek to provide exposure to the high yield, emerging markets, bank loans, and securitized credit markets.
(i)LDI funds seek to invest in high quality fixed income securities that closely match those found in discount curves used to value the plan's liabilities.
(j)Long-Term Government/Credit funds seek to outperform the Bloomberg Barclays Capital U.S. Long-Term Government/Credit Index by generating excess return through a variety of diversified strategies in securities with longer durations, such as sector rotation, security selection and tactical use of high-yield bonds.
(a)Global Equity fund seeks to closely track the performance of the MSCI All Country World Index.

(b)Global Real Asset funds seek to provide exposure to the listed global real estate investment trusts and infrastructure markets.
(c)Diversified Credit funds seek to provide exposure to the high yield, emerging markets, bank loans and securitized credit markets.
(d)Liability-Driven Investment ("LDI") funds seek to invest in high quality fixed income securities that collectively closely match those found in discount curves used to value the plan's liabilities.
Non-U.S. Defined Benefit Plans

We maintain defined benefit pension plans, which cover some or all of our employees in the following countries: Austria, Belgium, Canada, France, Germany, India, Italy, Japan, Mexico, The Netherlands, Sweden, Switzerland and the U.K. The assets of the plans in the U.K. (two(2 plans), The Netherlands and Canada represent 94%93% of the total non-U.S. plan assets ("non-U.S. assets"). Details of other countries’ plan assets have not been provided due to immateriality.immateriality.
The following are assumptions related to the non-U.S. defined benefit pension plans:
 Year Ended December 31,
 202120202019
Weighted average assumptions used to determine Benefit Obligations:   
Discount rate1.71 %1.23 %1.61 %
Rate of increase in compensation levels3.18 3.11 3.12 
Weighted average assumptions used to determine net pension expense:
Long-term rate of return on assets2.37 %2.37 %3.37 %
Discount rate1.23 1.61 2.42 
Rate of increase in compensation levels3.11 3.12 3.28 
Weighted-average interest crediting rates1.41 %1.00 %1.00 %
 Year Ended December 31,
 2017 2016 2015
Weighted average assumptions used to determine Benefit Obligations: 
  
  
Discount rate2.25% 2.34% 3.13%
Rate of increase in compensation levels3.25
 3.22
 3.61
Weighted average assumptions used to determine net pension expense:     
Long-term rate of return on assets3.88% 4.68% 5.03%
Discount rate2.34
 3.13
 3.40
Rate of increase in compensation levels3.22
 3.61
 3.95


At December 31, 20172021, as comparedcompared with December 31, 2016,2020, we decreasedincreased our average discount rate for non-U.S. plans from 2.34%1.23% to 2.25%1.71% based on analysis of bonds and other publicly-traded instruments, by country, which had lower
87


higher yields due to market conditions. To determine 20172021 pension expense, we decreased our average expected rate of return on plan assets from 4.68%remained constant at December 31, 2016 to 3.88% at December 31, 2017, primarily2.37% based on our target allocations and expected long-term asset returns. As the expected rate of return on plan assets is long-term in nature, short-term market changesfluctuations do not significantly impact the rate.
Many of our non-U.S. defined benefit plans are unfunded, as permitted by local regulation. The expected long-term rate of return on assets for funded plans was determined by assessing the rates of return for each asset class and is calculated using a quantitative approach that utilizes unadjusted historical returns and asset allocation as inputs for the calculation. We work with our actuaries to determine the reasonableness of our long-term rate of return assumptions by looking at several factors including historical returns, expected future returns, asset allocation, risks by asset class and other items.
Net pension expense for non-U.S. defined benefit pension plans was:
 Year Ended December 31,
 2017 2016 2015
 (Amounts in thousands)
Service cost$7,247
 $7,131
 $7,832
Interest cost9,320
 11,623
 11,770
Expected return on plan assets(8,834) (10,013) (11,693)
Amortization of unrecognized net loss3,741
 4,751
 4,949
Amortization of unrecognized prior service (benefit) cost(4) 4
 (12)
Settlement loss and other2,434
 780
 570
Non-U.S. net pension expense$13,904
 $14,276
 $13,416

In 2018, there is no significant estimated prior service cost that will be amortized from accumulated other comprehensive loss into pension expense for the non-U.S. defined benefit pension plans. The estimated net loss for the non-U.S. defined benefit pension plans that will be amortized from accumulated other comprehensive loss into pension expense in 2018 is $3.7 million. We amortize estimated net losses over the remaining expected service period or over the remaining expected lifetime of inactive participants for plans with only inactive participants.

 Year Ended December 31,
 202120202019
 (Amounts in thousands)
Service cost$7,336 $7,052 $5,728 
Interest cost5,544 6,572 8,867 
Expected return on plan assets(6,204)(5,018)(7,535)
Amortization of unrecognized net loss4,509 4,315 2,933 
Amortization of unrecognized prior service cost300 262 265 
Settlement loss and other640 708 859 
Non-U.S. net pension expense$12,125 $13,891 $11,117 
The following summarizes the net pension liability for non-U.S. plans:
December 31, December 31,
2017 2016 20212020
(Amounts in thousands) (Amounts in thousands)
Plan assets, at fair value$248,733
 $223,491
Plan assets, at fair value$275,941 $287,308 
Benefit Obligation(413,960) (383,947)Benefit Obligation(420,809)(469,998)
Funded status$(165,227) $(160,456)Funded status$(144,868)$(182,690)
The following summarizes amounts recognized in the balance sheet for non-U.S. plans:
 December 31,
 20212020
(Amounts in thousands)
Noncurrent assets$22,655 $18,910 
Current liabilities(7,205)(8,121)
Noncurrent liabilities(160,318)(193,479)
Funded status$(144,868)$(182,690)
88

 December 31,
 2017 2016
\(Amounts in thousands)
Noncurrent assets$13,908
 $4,905
Current liabilities(8,392) (7,932)
Noncurrent liabilities(170,743) (157,429)
Funded status$(165,227) $(160,456)

The following is a reconciliation of the non-U.S. plans’ defined benefit pension obligations:
December 31,
2017 201620212020
(Amounts in thousands) (Amounts in thousands)
Balance — January 1$383,947
 $386,175
Balance — January 1$469,998 $425,617 
Service cost7,247
 7,131
Service cost7,336 7,052 
Interest cost9,320
 11,623
Interest cost5,544 6,572 
Employee contributions228
 219
Employee contributions74 80 
Settlements and other(9,260) (10,347)Settlements and other(3,140)(2,701)
Actuarial (gain) loss (1)(1,913) 49,826
Actuarial (gains) losses (1)Actuarial (gains) losses (1)(24,493)23,781 
Net benefits and expenses paid(18,701) (21,735)Net benefits and expenses paid(17,316)(15,700)
Currency translation impact(2)43,092
 (38,945)Currency translation impact(2)(17,194)25,297 
Balance — December 31$413,960
 $383,947
Balance — December 31$420,809 $469,998 
Accumulated benefit obligations at December 31$391,102
 $362,618
Accumulated benefit obligations at December 31$399,757 $446,097 

(1)The 2016 actuarial loss primarily reflects the decrease in the discount rates for U.K. and the Euro-zone.
(2)In 2017 the currency translation impact reflects the weakening of the U.S. dollar against our significant currencies, primarily the Euro and British pound, while in 2016 the currency translation impact reflects the strengthening of the U.S. dollar against our significant currencies, primarily the Euro and British pound.
(1)Actuarial gains and losses primarily reflects the impact of changes in the discount rates for all plans.
(2)In 2021, the currency translation gain reflects the strengthening of the U.S. dollar against the Euro and the British pound, while in 2020 the currency translation loss reflects the weakening of the U.S. dollar against the Euro and the British pound.
The following table summarizes the expected cash benefit payments for the non-U.S. defined benefit plans in the future (amounts in millions):
2022$16.1 
202316.3 
202417.7 
202517.5 
202618.2 
2027-203196.8 
89

2018$17.5
201916.9
202017.2
202117.7
202218.5
2023-202797.3


The following table shows the change in accumulated other comprehensive loss attributable to the components of the net cost and the change in Benefit Obligations for non-U.S. plans, net of tax:
December 31,
2017 201620212020
(Amounts in thousands) (Amounts in thousands)
Balance — January 1$(68,260) $(59,993)Balance — January 1$(97,246)$(89,337)
Amortization of net loss2,756
 3,673
Amortization of net loss4,207 4,410 
Net gain (loss) arising during the year2,289
 (20,071)
Settlement loss1,668
 610
Prior service benefit arising during the year28
 
Net losses arising during the yearNet losses arising during the year17,995 (7,432)
Settlement lossesSettlement losses616 681 
Prior service cost arising during the yearPrior service cost arising during the year— (467)
Currency translation impact and other(6,353) 7,521
Currency translation impact and other3,847 (5,101)
Balance — December 31$(67,872) $(68,260)Balance — December 31$(70,581)$(97,246)
Amounts recorded in accumulated other comprehensive loss consist of:
December 31, December 31,
2017 2016 20212020
(Amounts in thousands) (Amounts in thousands)
Unrecognized net loss$(67,886) $(68,194)Unrecognized net loss$(67,192)$(93,417)
Unrecognized prior service gain (cost)14
 (66)
Unrecognized prior service costUnrecognized prior service cost(3,389)(3,829)
Accumulated other comprehensive loss, net of tax$(67,872) $(68,260)Accumulated other comprehensive loss, net of tax$(70,581)$(97,246)
The following is a reconciliation of the non-U.S. plans’ defined benefit pension assets:
December 31,
20212020
 (Amounts in thousands)
Balance — January 1$287,308 $262,559 
Return on plan assets1,631 21,897 
Employee contributions74 80 
Company contributions11,964 11,279 
Settlements(3,096)(2,939)
Currency translation impact and other(4,624)10,132 
Net benefits and expenses paid(17,316)(15,700)
Balance — December 31$275,941 $287,308 
 2017 2016
 (Amounts in thousands)
Balance — January 1$223,491
 $230,827
Return on plan assets10,871
 33,073
Employee contributions228
 219
Company contributions18,494
 20,004
Settlements(7,383) (4,511)
Currency translation impact and other21,733
 (34,386)
Net benefits and expenses paid(18,701) (21,735)
Balance — December 31$248,733
 $223,491
UK pension plans contributed to the change in the non-US plan assets due to lower and higher asset returns in 2021 and 2020, respectively. Our contributions to non-U.S. defined benefit pension plans in 20182022 are expected to be approximately $10$2 million, excluding direct benefits paid.

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The asset allocations for the non-U.S. defined benefit pension plans at the end of 20172021 and 20162020 are as follows:
 
Target Allocation at
December 31,
 
Percentage of Actual Plan
Assets at December 31,
Target Allocation at
December 31,
Percentage of Actual Plan
Assets at December 31,
Asset category 2017 2016 2017 2016Asset category2021202020212020
Cash and cash equivalents 3% 4% 3% 4%Cash and cash equivalents— %%— %%
Cash and cash equivalentsCash and cash equivalents— %%— %%
North American Companies 3% 3% 3% 3%North American Companies%%%%
Global Equity 3% 8% 3% 8%Global Equity%%%%
Equity securities 6% 11% 6% 11%Equity securities%%%%
U.K. Government Gilt Index 41% 31% 41% 31%U.K. Government Gilt Index42 %39 %42 %39 %
U.K. Corporate Bond Index 1% 1% 1% 1%
Global Fixed Income Bond 2% 2% 2% 2%
Liability Driven Investment 9% 11% 9% 11%
Liability-Driven InvestmentLiability-Driven Investment%12 %%12 %
Fixed income 53% 45% 53% 45%Fixed income51 %51 %51 %51 %
Multi-asset 22% 25% 22% 25%Multi-asset20 %20 %20 %20 %
Buy-in Contract 10% 9% 10% 9%
Buy-in ContractsBuy-in Contracts20 %20 %20 %20 %
Other 6% 6% 6% 6%Other%%%%
Other Types 38% 40% 38% 40%
Other typesOther types47 %46 %47 %46 %
None of our common stock is held directly by these plans. In all cases, our investment strategy for these plans is to earn a long-term rate of return consistent with an acceptable degree of risk and minimize our cash contributions over the life of the plan, while taking into account the liquidity needs of the plan and the legal requirements of the particular country. We preserve capital through diversified investments in high quality securities.
Asset allocation differs by plan based upon the plan’s benefit obligation to participants, as well as the results of asset and liability studies that are conducted for each plan and in consideration of our future cash flow needs. Professional money management firms manage plan assets and we engage a consultant in the U.K. to assist in evaluation of these activities. The assets of the U.K. plans are overseen by a group of Trustees who review the investment strategy, asset allocation and fund selection. These assets are passively managed as they are invested in index funds that attempt to match the performance of the specified benchmark index.

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The fair values of the non-U.S. assets were:
At December 31, 2017 At December 31, 2016At December 31, 2021At December 31, 2020
  Hierarchical Levels   Hierarchical Levels Hierarchical Levels Hierarchical Levels
Total I II III Total I II III TotalIIIIIITotalIIIIII
(Amounts in thousands) (Amounts in thousands) (Amounts in thousands)(Amounts in thousands)
Cash$6,815
 $6,815
 $
 $
 $10,396
 $10,396
 $
 $
Cash$2,264 $2,264 $— — $2,304 $2,304 $— $— 
Commingled Funds: 
        
      Commingled Funds:  
Equity securities 
        
      Equity securities  
North American Companies(a)7,119
 
 7,119
 
 5,945
 
 5,945
 
North American Companies(a)2,609 — 2,609 — 2,555 — 2,555 — 
Global Equity(b)8,951
 
 8,951
 
 16,774
 
 16,774
 
Global Equity(b)2,516 — 2,516 — 2,451 — 2,451 — 
Fixed income securities 
        
      Fixed income securities  
U.K. Government Gilt Index(c)103,230
 
 103,230
 
 68,227
 
 68,227
 
U.K. Government Gilt Index(c)115,450 — 115,450 — 112,298 — 112,298 — 
U.K. Corporate Bond Index(d)1,316
 
 1,316
 
 2,785
 
 2,785
 
Global Fixed Income Bond(e)5,350
 
 5,350
 
 5,259
 
 5,259
 
Liability Driven Investment (f)21,837
 
 21,837
 
 25,348
 
 25,348
 
Liability-Driven Investment(d)Liability-Driven Investment(d)25,387 — 25,387 — 34,543 — 34,543 — 
Other Types of Investments:               Other Types of Investments:
Multi-asset (g)55,503
 
 55,503
 
 54,880
 
 54,880
 
Buy-in Contract (h)24,484
 
 
 24,484
 20,931
 
 
 20,931
Other(i)14,128
 
 
 14,128
 12,946
 
 
 12,946
Multi-asset(e)Multi-asset(e)54,824 — 54,824 — 57,205 — 57,205 — 
Buy-in Contracts(f)Buy-in Contracts(f)54,896 — — 54,896 59,249 — — 59,249 
Other(g)Other(g)17,995 — — 17,995 16,703 — — 16,703 
$248,733
 $6,815
 $203,306
 $38,612
 $223,491
 $10,396
 $179,218
 $33,877
$275,941 $2,264 $200,786 $72,891 $287,308 $2,304 $209,052 $75,952 

(a)North American Companies represents U.S. and Canadian large cap equity funds, which are managed and track their respective benchmarks (FTSE All-World USA Index and FTSE All-World Canada Index).
(b)Global Equity represents actively managed, global equity funds taking a top-down strategic view on the different regions by analyzing companies based on fundamentals, market-driven, thematic and quantitative factors to generate alpha.
(c)U.K. Government Gilt Index represents U.K. government issued fixed income investments which are passively managed and track their respective benchmarks.
(d)U.K. Corporate Bond Index represents U.K. corporate bond investments, which are passively managed and track the iBoxx Over 15 years £ Non-Gilt Index.
(e)Global Fixed Income Bond represents investment funds that are actively managed, diversified and invested in traditional government bonds, high-quality corporate bonds, asset backed securities and emerging market debt.
(f)Liability Driven Investment seeks to invest in fixed income securities that closely match those found in discount curves used to value the plan's liabilities.
(g)Multi-asset seeks an attractive risk-adjusted return by investing in a diversified portfolio of strategies, including equities and fixed income.
(h)Buy-in contract represents an asset held by the Netherlands plan, whereby the cost of providing benefits is funded by the contract. The fair value of the asset as January 1, 2017 was $20.9 million with contributions and currency adjustments resulting in a fair value of $24.5 million at December 31, 2017. The fair value of this asset is based on the current present value of accrued benefits and will fluctuate based on changes in the obligations associated with covered plan members as well as the assumptions used in the present value calculation.

(a)North American Companies represents U.S. and Canadian large cap equity funds, which are managed to track their respective benchmarks (FTSE All-World USA Index and FTSE All-World Canada Index).
(i)Includes assets held by plans outside the United Kingdom and the Netherlands. Details, including Level III rollforward details are not material.

(b)Global Equity represents actively managed global equity funds, taking a top-down strategic view on the different regions by analyzing companies based on fundamentals, market-driven, thematic and quantitative factors to generate alpha.
(c)U.K. Government Gilt Index represents U.K. government issued fixed income investments which are passively managed to track their respective benchmarks.
(d)LDI seeks to invest in fixed income securities that collectively closely match those found in discount curves used to value the plan's liabilities.
(e)Multi-asset seeks an attractive risk-adjusted return by investing in a diversified portfolio of strategies, including equities and fixed income.
(f)The Buy-in Contracts ("Contract" or "Contracts") represent assets held by plans, whereby the cost of providing benefits to plan participants is funded by the Contract. The Contracts are held by the plans for the benefit of plan participants in the Netherlands and U.K. The fair value of these assets are based on the current present value of accrued benefits and will fluctuate based on changes in the obligations associated with covered plan members as well as the assumptions used in the present value calculation. The fair value of asset held in the Netherlands Contract as of January 1, 2021 was $27.4 million, with contributions and currency adjustments resulting in a fair value of $24.3 million at December 31, 2021. Similarly, the fair value of asset held in the U.K. plan Contract as of January 1, 2021 was $31.8 million, with contributions and currency adjustments resulting in a fair value of $30.6 million at December 31, 2021.
(g)Includes assets held by plans outside the United Kingdom, the Netherlands and Canada. Details have not been provided due to immateriality.

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Defined Benefit Pension Plans with Accumulated Benefit Obligations in Excess of Plan Assets
The following summarizes key pension plan information regarding U.S. and non-U.S. plans whose accumulated benefit obligations exceed the fair value of their respective plan assets.
 December 31,
 20212020
 (Amounts in thousands)
Benefit Obligation$230,688 $735,912 
Accumulated benefit obligation215,535 716,534 
Fair value of plan assets59,232 526,502 
 December 31,
 2017 2016
 (Amounts in thousands)
Benefit Obligation$217,510
 $802,456
Accumulated benefit obligation197,816
 784,337
Fair value of plan assets32,052
 607,705

In 2021, the fair value of its plan assets exceeded the benefit obligation for the U.S. plan, and is not included in the table above.
Postretirement Medical Plans
We sponsor several defined benefit postretirement medical plans covering certain current retirees and a limited number of future retirees in the U.S. These plans provide for medical and dental benefits and are administered through insurance companies and health maintenance organizations. The plans include participant contributions, deductibles, co-insurance provisions and other limitations and are integrated with Medicare and other group plans. We fund the plans as benefits and health maintenance organization premiums are paid, such that the plans hold no assets in any period presented. Accordingly, we have no investment strategy or targeted allocations for plan assets. Benefits under our postretirement medical plans are not available to new employees or most existing employees.
The following are assumptions related to postretirement benefits:
 Year Ended December 31,
 202120202019
Weighted average assumptions used to determine Benefit Obligation:   
Discount rate2.83 %2.32 %3.27 %
Weighted average assumptions used to determine net expense:
Discount rate2.32 %3.27 %4.20 %
 Year Ended December 31,
 2017 2016 2015
Weighted average assumptions used to determine Benefit Obligation: 
  
  
Discount rate3.48% 3.75% 4.25%
Weighted average assumptions used to determine net expense:     
Discount rate3.75% 4.25% 3.75%

The assumed ranges for the annual rates of increase in medical costs used to determine net expense were 7.0% for 20172021, 7.0% for 2020 and 7.5% for both 2016 and 2015,2019, with a gradual decrease to 5.0% for 20252029 and future years.years.
Net postretirement benefit cost for postretirement medical plans was:
 Year Ended December 31,
 2017 2016 2015
 (Amounts in thousands)
Service cost$
 $1
 $2
Interest cost919
 1,154
 1,155
Amortization of unrecognized prior service cost122
 122
 122
Amortization of unrecognized net gain(275) (355) (539)
Net postretirement benefit expense$766
 $922
 $740

The estimated prior service cost expected to be amortized from accumulated other comprehensive loss into U.S. pension expense in 2018 is $0.1 million. The estimated net gain for postretirement medical plans that will be amortized from accumulated other comprehensive loss into U.S. expense in 2018 is $0.5 million.

 Year Ended December 31,
 202120202019
 (Amounts in thousands)
Interest cost$399 $596 $754 
Amortization of unrecognized prior service cost122 122 122 
Amortization of unrecognized net gain(21)(132)(215)
Net postretirement benefit expense$500 $586 $661 
The following summarizes the accrued postretirement benefits liability for the postretirement medical plans:
 December 31,
 20212020
 (Amounts in thousands)
Postretirement Benefit Obligation$17,021 $18,648 
Funded status$(17,021)$(18,648)
93

 December 31,
 2017 2016
 (Amounts in thousands)
Postretirement Benefit Obligation$23,882
 $27,317
Funded status$(23,882) $(27,317)

The following summarizes amounts recognized in the balance sheet for postretirement Benefit Obligation:
December 31, December 31,
2017 2016 20212020
(Amounts in thousands) (Amounts in thousands)
Current liabilities$(2,952) $(3,442)Current liabilities$(2,239)$(2,342)
Noncurrent liabilities(20,930) (23,875)Noncurrent liabilities(14,782)(16,306)
Funded status$(23,882) $(27,317)Funded status$(17,021)$(18,648)
The following is a reconciliation of the postretirement Benefit Obligation:
December 31,
2017 201620212020
(Amounts in thousands) (Amounts in thousands)
Balance — January 1$27,317
 $28,614
Balance — January 1$18,648 $18,862 
Service cost
 1
Interest cost919
 1,154
Interest cost399 596 
Employee contributions939
 856
Employee contributions874 916 
Medicare subsidies receivable235
 117
Medicare subsidies receivable67 
Actuarial (gain) loss(1,818) 1,907
Actuarial lossesActuarial losses1,225 2,434 
Net benefits and expenses paid(3,710) (5,332)Net benefits and expenses paid(4,192)(4,167)
Balance — December 31$23,882
 $27,317
Balance — December 31$17,021 $18,648 
The following presents expected benefit payments for future periods (amounts in millions):
 
Expected
Payments
 
Medicare
Subsidy
2018$3.0
 $0.1
20192.8
 0.1
20202.6
 0.1
20212.3
 0.1
20222.1
 0.1
2023-20278.1
 0.3

Expected
Payments
2022$2.3 
20232.1 
20241.9 
20251.7 
20261.5 
2027-20315.8 
The following table shows the change in accumulated other comprehensive loss attributable to the components of the net cost and the change in Benefit Obligations for postretirement benefits, net of tax:
20212020
 (Amounts in thousands)
Balance — January 1$(1,213)$656 
Amortization of net gain(16)(101)
Amortization of prior service cost94 94 
Net losses arising during the year(937)(1,862)
Balance — December 31$(2,072)$(1,213)

94

 2017 2016
 (Amounts in thousands)
Balance — January 1$(163) $1,179
Amortization of net gain(172) (223)
Amortization of prior service cost76
 77
Net gain (loss) arising during the year1,139
 (1,196)
Balance — December 31$880
 $(163)



Amounts recorded in accumulated other comprehensive loss consist of:
 December 31,
 20212020
 (Amounts in thousands)
Unrecognized net (loss)$(1,420)$(470)
Unrecognized prior service cost(652)(743)
Accumulated other comprehensive income, net of tax$(2,072)$(1,213)
 December 31,
 2017 2016
 (Amounts in thousands)
Unrecognized net gain (loss)$1,921
 $(455)
Unrecognized prior service (cost) gain(1,041) 292
Accumulated other comprehensive income (loss), net of tax$880
 $(163)

We made contributions to the postretirement medical plans to pay benefitsbenefits of $2.5$3.3 million in 2017, $4.42021, $3.2 million in 20162020 and $5.1$2.9 million in 2015.2019. Because the postretirement medical plans are unfunded, we make contributions as the covered individuals’ claims are approved for payment. Accordingly, contributionscontributions during any period are directly correlated to the benefits paid.
Assumed health care cost trend rates have an effect on the amounts reported for the postretirement medical plans. A one-percentage point change in assumed health care cost trend rates would have the following effect on the 2017 reported amounts (in thousands):
 1% Increase 1% Decrease
Effect on postretirement Benefit Obligation$116
 $(111)
Effect on service cost plus interest cost4
 (4)

Defined Contribution Plans
We sponsor several defined contribution plans covering substantially all U.S. and Canadian employees and certain other non-U.S. employees. Employees may contribute to these plans, and these contributions are matched in varying amounts by us, including opportunities for discretionary matching contributions by us. Defined contribution plan expense was $17.7$19.9 million in 2021, $20.0 million in 2017, $17.22020 and $20.4 million in 20162019.

15.EARNINGS PER SHARE
The following is a reconciliation of net earnings of Flowserve Corporation and $19.6 millionweighted average shares for calculating net earnings per common share. Earnings per weighted average common share outstanding was calculated as follows:
 Year Ended December 31,
202120202019
 (Amounts in thousands, except per share data)
Net earnings of Flowserve Corporation$125,949 $130,420 $238,828 
Dividends on restricted shares not expected to vest— — — 
Earnings attributable to common and participating shareholders$125,949 $130,420 $238,828 
Weighted average shares:   
Common stock130,277 130,373 131,012 
Participating securities28 22 22 
Denominator for basic earnings per common share130,305 130,395 131,034 
Effect of potentially dilutive securities552 655 685 
Denominator for diluted earnings per common share130,857 131,050 131,719 
Net earnings per share attributable to Flowserve Corporation common shareholders:   
Basic$0.97 $1.00 $1.82 
Diluted0.96 1.00 1.81 
Diluted earnings per share is based upon the weighted average number of shares as determined for basic earnings per share plus shares potentially issuable in 2015.conjunction with stock options, restricted shares, restricted share units and performance share units.

For the years ended December 31, 2021, 2020 and 2019, unvested restricted shares of 156,578, 375,203 and 140,459, respectively, were excluded from the computation of diluted earnings per share because the effect of their exercise would be anti-dilutive.
95
12.LEGAL MATTERS AND CONTINGENCIES


16.LEGAL MATTERS AND CONTINGENCIES
Asbestos-Related Claims
We are a defendant in a substantial number of lawsuits that seek to recover damages for personal injury allegedly caused by exposure to asbestos-containing products manufactured and/or distributed by our heritage companies in the past. Typically, these lawsuits have been brought against multiple defendants in state and federal courts. While the overall number of asbestos-related claims in which we or our predecessors have been named has generally declined in recent years, there can be no assurance that this trend will continue, or that the average cost per claim to us will not further increase. Asbestos-containing materials incorporated into any such products were encapsulated and used as internal components of process equipment, and we do not believe that any significant emission of asbestos fibers occurred during the use of this equipment.
Our practice is to vigorously contest and resolve these claims, and we have been successful in resolving a majority of claims with little or no payment. payment, other than legal fees. Activity related to asbestos claims during the periods indicated was as follows:
202120202019
Beginning claims, January 1,(1)8,366 8,345 8,666 
New claims2,482 2,140 2,314 
Resolved claims(2,211)(2,203)(2,601)
Other(2)75 84 (34)
Ending claims, December 31,(1)8,712 8,366 8,345 
____________________
(1) Beginning and ending claims data in each period excludes inactive claims, as the Company considers it unlikely that inactive cases will be pursued further by the respective plaintiffs. A claim is classified as inactive either due to inactivity over a period of time or if designated as inactive by the applicable court.
(2) Represents the net change in claims as a result of the reclassification of active cases as inactive and inactive cases as active during the period indicated. Cases moved from active to inactive status are removed from the claims count without being accounted for as a "Resolved claim", and cases moved from inactive status to active status are added back to the claims count without being accounted for as a “New claim”.

The following table presents the changes in the estimated asbestos liability as of December 31, 2021, 2020 and 2019:

(Amounts in thousands)202120202019
Beginning balance, January 1,$99,350 $97,979 $87,985 
Asbestos liability adjustments, net3,919 8,462 12,949 
Cash payment activity(7,521)(8,445)(5,439)
Other, net(1,505)1,354 2,484 
Ending balance, December 31,$94,243 $99,350 $97,979 

The Company incurred expenses of approximately $10.0 million, $15.8 million and $20.9 million during the periods ended December 31, 2021, 2020 and 2019, respectively, to defend, resolve or otherwise dispose of outstanding claims, including legal and other related expenses. These expenses are included within SG&A in the Consolidated Statements of Income.
The Company had cash inflows/(outflows) (net of insurance and/or indemnity) to defend, resolve or otherwise dispose of outstanding claims, including legal and other related expenses of approximately $(4.7) million, $4.8 million and $(11.3) million during the periods ended December 31, 2021, 2020 and 2019, respectively.
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Historically, a high percentage of resolved claims have been covered by applicable insurance or indemnities from other companies, and we believe that a substantial majority of existing claims should continue to be covered by insurance or indemnities. Accordingly,indemnities, in whole or in part.
We believe that our reserve for asbestos claims and the receivable for recoveries from insurance carriers that we have recorded a liability for ourthese claims reflects reasonable and probable estimates of these amounts. Our estimate of our ultimate exposure for asbestos claims, however, is subject to significant uncertainties, including the most likely settlementtiming and number and types of assertednew claims, and a related receivable from insurers or other companies for our estimated recovery, to the extent we believe that the amounts of recovery are probable and not otherwise in dispute. While unfavorable court rulings, judgments or settlement terms regardingand ultimate costs to settle. Additionally, including the continued viability of carriers, may also impact the amount of probable insurance recoveries. We believe that these claimsuncertainties could have a material adverse impact on our business, financial condition, results of operations and cash flows, though we currently believe the likelihood is remote.
Additionally, we have claims pending against certain insurers that, if in future periods are resolved more favorably than reflected in the recorded receivables, would result in discrete gains in the applicable quarter. We are currently unable to estimate the impact, if any, of unasserted asbestos-related claims, although future claims would also be subject to then existing indemnities and insurance coverage.
United Nations Oil-for-Food Program
In mid-2006, the French authorities began an investigation of over 170 French companies, of which one of our French subsidiaries was included, concerning suspected inappropriate activities conducted in connection with the United Nations Oil for Food Program. As previously disclosed, the French investigation of our French subsidiary was formally opened in the first quarter of 2010, and our French subsidiary filed a formal response with the French court. In July 2012, the French court ruled

against our procedural motions to challenge the constitutionality of the charges and quash the indictment. Hearings occurred on April 1-2, 2015, and the Company presented its defense and closing arguments. On June 18, 2015, the French court issued its ruling dismissing the case against the Company and the other defendants. However, on July 1, 2015, the French prosecutor lodged an appeal and we anticipate that the hearing for the appeal will be held in 2018. We currently do not expect to incur additional case resolution costs of a material amount in this matter. However, if the French authorities ultimately take enforcement action against our French subsidiary regarding its investigation, we may be subject to monetary and non-monetary penalties, which we currently do not believe will have a material adverse financial impact on our company.year.
Other
We are currently involved as a potentially responsible party at five4 former public waste disposal sites in various stages of evaluation or remediation. The projected cost of remediation at these sites, as well as our alleged "fair share" allocation, will remain uncertain until all studies have been completed and the parties have either negotiated an amicable resolution or the matter has been judicially resolved. At each site, there are many other parties who have similarly been identified. Many of the other parties identified are financially strong and solvent companies that appear able to pay their share of the remediation costs. Based on our information about the waste disposal practices at these sites and the environmental regulatory process in general, we believe that it is likely that ultimate remediation liability costs for each site will be apportioned among all liable parties, including site owners and waste transporters, according to the volumes and/or toxicity of the wastes shown to have been disposed of at the sites. We believe that our financial exposure for existing disposal sites will not be materially in excess of accrued reserves.
As previously disclosed, we terminated an employee of an overseas subsidiary after uncovering actions that violated our Code of Business Conduct and may have violated the Foreign Corrupt Practices Act.  We completed our internal investigation into the matter, self-reported the potential violation to the United States Department of Justice (the “DOJ”) and the SEC, and continue to cooperate with the DOJ and SEC.  We previously received a subpoena from the SEC requesting additional information and documentation related to the matter and have completed our response to the subpoena.  We currently believe that this matter will not have a material adverse financial impact on the Company, but there can be no assurance that the Company will not be subjected to monetary penalties and additional costs. 
We are also a defendant in a number of other lawsuits, including product liability claims, that are insured, subject to the applicable deductibles, arising in the ordinary course of business, and we are also involved in other uninsured routine litigation incidental to our business. We currently believe none of such litigation, either individually or in the aggregate, is material to our business, operations or overall financial condition. However, litigation is inherently unpredictable, and resolutions or dispositions of claims or lawsuits by settlement or otherwise could have an adverse impact on our financial position, results of operations or cash flows for the reporting period in which any such resolution or disposition occurs.
Although none of the aforementioned potential liabilities can be quantified with absolute certainty except as otherwise indicated above, we have established or adjusted reserves covering exposures relating to contingencies, to the extent believed to be reasonably estimable and probable based on past experience and available facts. While additional exposures beyond these reserves could exist, they currently cannot be estimated. We will continue to evaluate and update the reserves as necessary and appropriate.appropriate.


13.WARRANTY RESERVE
17.WARRANTY RESERVE

We have recorded reserves for product warranty claims that are included in current liabilities. The following is a summary of the activity in the warranty reserve:
Year Ended December 31,
202120202019
 (Amounts in thousands)
Balance — January 1$27,944 $30,854 $32,033 
Accruals for warranty expense, net of adjustments19,179 21,701 26,215 
Settlements made(23,230)(24,611)(27,394)
Balance — December 31$23,893 $27,944 $30,854 

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 2017 2016 2015
 (Amounts in thousands)
Balance — January 1$30,459
 $34,574
 $31,095
Accruals for warranty expense, net of adjustments35,001
 28,364
 33,113
Settlements made(31,859) (32,479) (29,634)
Balance — December 31$33,601
 $30,459
 $34,574



18.SHAREHOLDERS’ EQUITY
14.SHAREHOLDERS’ EQUITY
Dividends - On February 15, 2016, our Board of Directors authorized an increase in the payment of quarterly dividends on our common stock from $0.18 per share to $0.19 per share payable beginning on April 8, 2016. On February 16, 2015, our Board of Directors authorized an increase in the payment of quarterly dividends on our common stock from $0.16 per share to $0.18 per share payable beginning on April 10, 2015. Generally, our dividend date-of-record is in the last month of the quarter, and the dividend is paid the following month. Any subsequent dividends will be reviewed by our Board of Directors and declared atin its discretion dependent on its assessment of our financial situation and business outlook at the applicable time.discretion.

Dividends declared per share were as follows:
Year Ended December 31,
202120202019
Dividends declared per share$0.80 $0.80 $0.76 
Share Repurchase Program On November 13,In 2014, our Board of Directors approved a $500.0 million share repurchase authorization. Our share repurchase program does not have an expiration date, and we reserve the right to limit or terminate the repurchase program at any time without notice.
We had no repurchases ofrepurchased 440,000 shares of our outstanding common stock for $17.5 million, 1,057,115 shares of our outstanding common stock for $32.1 millionand 324,889 shares of our outstanding common stock for $15.0 million during the yearyears ended December 31, 20172021, 2020 and 2016 compared to share repurchases of 6,047,839 for $303.7 million during 2015.2019, respectively. As of December 31, 2017,2021, we have $160.7$96.1 million of remaining capacity under our current share repurchase program.


15.INCOME TAXES

19.INCOME TAXES
The provision for income taxes consists of the following:
 Year Ended December 31,
 202120202019
 (Amounts in thousands)
Current:   
U.S. federal$66,486 $40,234 $22,001 
Foreign 29,987 42,487 61,976 
State and local1,478 5,894 4,506 
Total current97,951 88,615 88,483 
Deferred:   
U.S. federal(92,021)(50,038)(1,644)
Foreign(4,339)26,742 (12,243)
State and local(4,185)(3,902)897 
Total deferred(100,545)(27,198)(12,990)
Total provision$(2,594)$61,417 $75,493 
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The provision for income taxes differs from the statutory corporate rate due to the following:
 Year Ended December 31,
 202120202019
 (Amounts in millions)
Statutory federal income tax at 21%$28.1 $39.2 $67.7 
Base Erosion and Anti-abuse Tax7.6 — — 
Foreign impact, net(158.0)0.1 4.5 
Change in valuation allowances146.6 26.9 0.3 
State and local income taxes, net(2.7)2.0 5.4 
Reversal of deferred tax liabilities following legal entity reorganizations(22.6)— — 
Research and development credit(3.6)(5.2)(5.4)
Non-deductible items4.4 1.8 1.9 
Other, net(2.4)(3.4)1.1 
Total(2.6)61.4 75.5 
Effective tax rate(1.9)%30.4 %23.4 %


On December 22, 2017, the U.S. enacted the Tax Cuts and Jobs Act of 2017 (the “Act”“Tax Reform Act”), which significantly changed U.S. tax law. The Act, among other things, lowered the Company’s U.S. statutory federal income tax rate from 35% to 21% effective January 1, 2018, while imposing a deemed repatriation tax on deferred foreign income and implementing a modified territorial tax system. While the Act provides for a territorial tax system, beginning in 2018, it provides for two new anti-base erosion provisions, the global intangible low-taxed income (“GILTI”) provision andprovided the base-erosion and anti-abuse tax (“BEAT”) provision which effectively creates a new minimum tax on certain futuredeductible payments to foreign earnings.
The Company included reasonable estimates of the income tax effects in applying the provisions of the Act in accordance with Accounting Standards Codification Topic 740, Income Taxes (ASC Topic 740) and following the guidance in SEC Staff Accounting Bulletin No. 118 (“SAB 118”). As a result, the impacts from the Act may differ, primarily related to deemed repatriated earnings and associated withholding taxes, from these provisional amounts, possibly materially, due to, among other things, additional analysis, changes from interpretations enacted and assumptions the Company has made, additional regulatory guidance that may be issued, and actions the Company may take as a result of the Act. Due to the timing of the Act and the substantial changes it brings, SAB 118 provides registrants a measurement period to report the impact of the new US tax law. The financial reporting impact of the Act is expected to be completed no later than the fourth quarter of 2018. The Company has elected to account for the GILTI provision in the period in which it is incurred.
The impacts of these changes are reflected in the 2017 provisional tax expense which resulted in a net provisional charge of $115.3 million. The charge is comprised of $120.5 million of tax expense related to the deemed repatriation of unremitted earnings of foreign subsidiaries as well as associated local withholding taxes, partially offset by $5.2 million of tax benefit relating to other changes pursuant to the Act.
The provision for income taxes consists of the following:
 Year Ended December 31,
 2017 2016 2015
 (Amounts in thousands)
Current: 
  
  
U.S. federal$59,292
 $20,569
 $62,032
Non-U.S. 22,442
 75,227
 78,489
State and local5,537
 2,612
 4,947
Total current87,271
 98,408
 145,468
Deferred: 
  
  
U.S. federal135,294
 22,249
 (3,509)
Non-U.S. 34,626
 (45,577) 4,972
State and local1,488
 2,300
 1,420
Total deferred171,408
 (21,028) 2,883
Total provision$258,679
 $77,380
 $148,351


The provision for income taxes differs from the statutory corporate rate due to the following:
 Year Ended December 31,
 2017 2016 2015
 (Amounts in millions)
Statutory federal income tax at 35%$92.1
 $74.5
 $144.3
Foreign impact, net(36.4) (13.9) (22.1)
Impact of U.S. Tax Cuts and Jobs Act of 2017115.3
 
 
Change in valuation allowances73.6
 14.2
 11.6
State and local income taxes, net4.9
 4.9
 6.4
Other, net9.2
 (2.3) 8.2
Total$258.7
 $77.4
 $148.4
Effective tax rate98.4% 36.3% 36.0%

The 2017 tax rate differed from the federal statutory rate of 35% primarily due to the impacts pursuant to enactment of the Act, the net impact of foreign operations, the establishment of valuation allowances against our deferred tax assets in various foreign jurisdictions, primarily Mexico, and taxes related to the sales of the Gestra and Vogt businesses. Our effective tax rate of 98.4% foraffiliates.For the year ended December 31, 2017 increased from 36.3%2021, we are subject to $7.6 million of BEAT tax.

For the year ended December 31, 2021, the net foreign impact is driven mainly by the Hungarian net operating loss and foreign tax credit carryforward that are both fully offset in 2016 duethe change in valuation allowance (see discussion below).

In response to the COVID-19 pandemic, many governments have enacted or are contemplating measures to provide aid and economic stimulus. These measures may include deferring the due dates of tax payments or other changes to their income and non-income-based tax laws. The Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”), which was enacted on March 27, 2020 in the U.S., includes measures to assist companies, including temporary changes to income and non-income-based tax laws. For the years ended December 31, 2021 and 2020, there were no material tax impacts described above. The 2016 tax rate differed from the federal statutory rate of 35% primarily dueto our consolidated financial statements as they relate to the net impact of foreign operations, tax impacts from our Realignment Programs and losses in certain foreign jurisdictions for which no tax benefit was provided. The 2015 tax rate differed from the federal statutory rate of 35% primarily dueCARES Act or any other global COVID-19 measures. We continue to tax impacts of the realignment programs, the non-deductible Venezuelan exchange rate remeasurement loss, and the establishment of a valuation allowance against our deferred tax assets in Brazil in the amount of $12.6 million, partially offsetmonitor additional guidance issued by the net impact of foreign operations, which includedU.S. Treasury Department, the impacts of lower foreign tax ratesInternal Revenue Service and changes in our reserves established for uncertain tax positions.others.
In connection withFor the Act and as ofyears ended December 31, 2017,2021, 2020 and 2019 we do not assert permanenthave asserted indefinite reinvestment on anycertain earnings of our foreign subsidiaries. PriorAs of December 31, 2021, we have not recorded approximately $21.1 million of deferred tax liabilities associated with remaining unremitted earnings considered indefinitely reinvested, primarily related to this time, we asserted permanent reinvestment on the majority of invested capital and unremitted foreign earnings in our foreign subsidiaries. However, we did not assert permanent reinvestment on a limited number of foreign subsidiaries where future distributions may occur. During eachwithholding taxes that would be due upon repatriation of the two years reported indesignated earnings to the period ended December 31, 2016, we did not recognize any net deferred tax assets attributable to excess foreign tax credits on unremitted earnings or foreign currency translation adjustments in our foreign subsidiaries with excess financial reporting basis.U.S.

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Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the consolidated deferred tax assets and liabilities were:
 December 31,
 20212020
 (Amounts in thousands)
Deferred tax assets related to:  
Retirement benefits$17,212 $29,754 
Net operating loss carryforwards200,196 108,643 
Inventories21,216 36,402 
Credit and capital loss carryforwards185,832 136,956 
Warranty and accrued liabilities26,116 27,483 
Operating lease liability27,211 25,446 
Section 59(e) capitalized expenses43,434 21,668 
Other95,779 76,202 
Total deferred tax assets616,996 462,554 
Valuation allowances(415,962)(287,410)
Net deferred tax assets201,034 175,144 
Deferred tax liabilities related to:  
Property, plant and equipment— (11,714)
Goodwill and intangibles(123,133)(123,486)
Foreign undistributed earnings(15,529)(50,332)
Operating lease right-of-use-assets(25,556)(25,799)
Other(1,936)(19,100)
Total deferred tax liabilities(166,154)(230,431)
Deferred tax asset/(liabilities), net$34,880 $(55,287)
 December 31,
 2017 2016
 (Amounts in thousands)
Deferred tax assets related to: 
  
Retirement benefits$28,519
 $39,644
Net operating loss carryforwards73,465
 48,180
Compensation accruals24,030
 30,299
Inventories30,870
 43,445
Credit carryforwards8,910
 64,251
Warranty and accrued liabilities16,005
 30,612
Bad debt reserve30,698
 27,857
Other40,859
 40,806
Total deferred tax assets253,356
 325,094
Valuation allowances(119,309) (36,191)
Net deferred tax assets134,047
 288,903
Deferred tax liabilities related to: 
  
Property, plant and equipment(24,204) (47,616)
Goodwill and intangibles(123,036) (176,935)
Non-U.S. undistributed earnings taxes(75,442) 
Other(15,667) (716)
Total deferred tax liabilities(238,349) (225,267)
Deferred tax (liabilities) assets, net$(104,302) $63,636


We have $323.9$1,643.4 million of U.S. and foreign net operating loss carryforwards at December 31, 2017.2021. Of this total, $32.4$24.7 million are state net operating losses. Net operating losses generated in the U.S., if unused, will expire in 2017 through 2027. The majority of our non-U.S.foreign net operating losses, with the exception of the gross net operating loss of $1,256.5 million in Hungary that has a full valuation allowance (see discussion below), carry forward without expiration. Additionally, we have $7.5$86.4 million of foreign tax credit carryforwards at December 31, 2017, expiring2021. The foreign tax credit carryforwards, if unused, will expire in 2026, 2028-2031 tax years.

Our valuation allowances primarily relate to the deferred tax assets established for U.S. foreign tax credit carryforwards of $86.4 million, Hungarian net operating loss carryforward of $113.1 million, a foreign capital loss carryforward of $94.9 million, and 2027, for whichother foreign deferred tax assets of $121.6 million.The Hungarian net operating loss carryforward was a result of a local statutory impairment of investments in subsidiaries. It is more likely than not that the loss will not be utilized within its five year carryforward period and, therefore, has a full valuation allowanceallowance. The foreign capital loss carryforward was the result of $7.5 milliona reorganization of certain foreign subsidiaries in 2019.Due to its capital nature, it is more likely than not that the loss will not be utilized within its ten year carryforward period and, therefore, has been recorded.a full valuation allowance.
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Earnings before income taxes comprised:
Year Ended December 31, Year Ended December 31,
2017 2016 2015 202120202019
(Amounts in thousands) (Amounts in thousands)
U.S. $102,372
 $170,681
 $215,719
U.S. $(52,915)$73,109 $110,500 
Non-U.S. 160,635
 42,231
 196,647
ForeignForeign186,504 129,183 211,933 
Total$263,007
 $212,912
 $412,366
Total$133,589 $202,292 $322,433 
A tabular reconciliation of the total gross amount of unrecognized tax benefits, excluding interest and penalties, is as follows (in millions):
2017 2016 2015202120202019
Balance — January 1$59.3
 $56.1
 $51.5
Balance — January 1$54.8 $40.6 $41.2 
Gross amount of (decrease) increase in unrecognized tax benefits resulting from tax positions taken: 
  
  
Gross amount of increase (decrease) in unrecognized tax benefits resulting from tax positions taken:Gross amount of increase (decrease) in unrecognized tax benefits resulting from tax positions taken:  
During a prior year(3.5) 1.9
 9.8
During a prior year8.0 3.8 8.8 
During the current period5.5
 14.3
 8.6
During the current period4.5 11.1 6.3 
Decreases in unrecognized tax benefits relating to:    

Decreases in unrecognized tax benefits relating to:
Settlements with taxing authorities(10.8) (4.0) (1.1)Settlements with taxing authorities(10.2)(0.2)(11.4)
Lapse of the applicable statute of limitations(3.1) (7.3) (7.4)Lapse of the applicable statute of limitations(5.1)(2.5)(3.2)
Increase (decrease) in unrecognized tax benefits relating to foreign currency translation adjustments4.1
 (1.7) (5.3)Increase (decrease) in unrecognized tax benefits relating to foreign currency translation adjustments(2.1)2.0 (1.1)
Balance — December 31$51.5
 $59.3
 $56.1
Balance — December 31$49.9 $54.8 $40.6 
The amount of gross unrecognized tax benefits at December 31, 20172021, was $66.1$67.1 million, which includes $14.6$17.2 million of accrued interest and penalties. Of this amount $65.5$54.3 million, if recognized, would favorably impact our effective tax rate.
With limited exception, we are no longer subject to U.S. federal income tax audits for years through 2015,2017, state and local income tax audits for years through 20112015 or non-U.S.foreign income tax audits for years through 2010.2014. We are currently under examination for various years in Austria, Canada, France, Germany, India, Indonesia, Italy, Malaysia, Mexico, the Philippines, Saudi Arabia, Singapore, the U.S. and Venezuela.
It is reasonably possible that within the next 12 months the effective tax rate will be impacted by the resolution of some or all of the matters audited by various taxing authorities. It is also reasonably possible that we will have the statute of limitations close in various taxing jurisdictions within the next 12 months. As such, we estimate we could record a reduction in our tax expense up to approximately $8$13 million within the next 12 months.


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The following schedule presents the changes in deferred tax asset valuation allowance as follows:
16.BUSINESS SEGMENT INFORMATION
(Amounts in thousands)Balance at
Beginning of Year
Additions
Charged to
Cost and Expenses
Additions
Charged to
Other
Accounts—
Acquisitions
and Related Adjustments
Deductions From ReserveBalance at End of Year
Year Ended December 31, 2021     
Deferred tax asset valuation allowance(1):287,410 178,203 (15,572)(34,079)415,962 
Year Ended December 31, 2020 
Deferred tax asset valuation allowance(1):266,414 49,950 (529)(28,425)287,410 
Year Ended December 31, 2019 
Deferred tax asset valuation allowance(1):133,929 145,010 1,832 (14,357)266,414 

(1)Deductions from reserve result from the expiration or utilization of net operating losses and foreign tax credits previously reserved. Additions in 2021 include generation of net operating losses and foreign tax credits and in 2019 include the generation of a capital loss carryforward.

20.BUSINESS SEGMENT INFORMATION
Our business segments share a focus on industrial flow control technology and have a high number of common customers. These segments also have complementary product offerings and technologies that are often combined in applications that provide us a net competitive advantage. Our segments also benefit from our global footprint and our economies of scale in reducing administrative and overhead costs to serve customers more cost effectively.
We conduct our operations through these three2 business segments based on type of product and how we manage the business:
EPDFPD for long lead time, custom, and other highly-engineered pumps, andpre-configured industrial pumps, pump systems, mechanical seals, auxiliary systems and replacement parts and related services; and
IPD for engineered and pre-configured industrial pumps and pump systems and related products and services; and
FCD for engineered and industrial valves, control valves, actuators and controls and related services.
For decision-making purposes, our Chief Executive Officer ("CEO") and other members of senior executive management use financial information generated and reported at the reportable segment level. Our corporate headquarters does not constitute a separate division or business segment. We evaluate segment performance and allocate resources based on each reportable segment’s operating income. Amounts classified as "Eliminations and All Other" include corporate headquarters costs and other minor entities that do not constitute separate segments. Intersegment sales and transfers are recorded at cost plus a profit margin, with the sales and related margin on such sales eliminated in consolidation.

102


The following is a summary of the financial information of our reportable segments as of and for the years ended December 31, 2017, 20162021, 2020 and 20152019 reconciled to the amounts reported in the consolidated financial statements.

  Subtotal—Reportable SegmentsEliminations and All OtherConsolidated Total
 FPDFCD
  (Amounts in thousands)
Year Ended December 31, 2021:     
Sales to external customers$2,468,098 $1,072,962 $3,541,060 $— $3,541,060 
Intersegment sales2,750 2,924 5,674 (5,674)— 
Segment operating income (loss)243,203 119,651 362,854 (92,095)270,759 
Depreciation and amortization51,094 21,286 72,380 27,442 99,822 
Identifiable assets2,927,346 1,223,316 4,150,662 599,106 4,749,768 
Capital expenditures21,575 12,283 33,858 21,078 54,936 
  Subtotal—Reportable SegmentsEliminations and All OtherConsolidated Total
 FPDFCD
(Amounts in thousands)
Year Ended December 31, 2020:     
Sales to external customers$2,673,705 $1,054,429 $3,728,134 $— $3,728,134 
Intersegment sales1,965 3,120 5,085 (5,085)— 
Segment operating income (loss)270,960 125,573 396,533 (146,256)250,277 
Depreciation and amortization52,390 21,949 74,339 26,414 100,753 
Identifiable assets3,039,069 1,308,136 4,347,205 967,472 5,314,677 
Capital expenditures21,714 14,043 35,757 21,648 57,405 
  Subtotal—Reportable SegmentsEliminations and All OtherConsolidated Total
 FPDFCD
(Amounts in thousands)
Year Ended December 31, 2019:     
Sales to external customers$2,704,445 $1,235,252 $3,939,697 $— $3,939,697 
Intersegment sales1,833 3,631 5,464 (5,464)— 
Segment operating income (loss)343,514 191,945 535,459 (148,836)386,623 
Depreciation and amortization50,845 23,577 74,422 31,482 105,904 
Identifiable assets2,974,161 1,333,926 4,308,087 630,190 4,938,277 
Capital expenditures26,450 14,449 40,899 34,817 75,716 

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     Subtotal—Reportable Segments Eliminations and All Other Consolidated Total
 EPD IPD FCD   
  (Amounts in thousands)
Year Ended December 31, 2017: 
  
  
  
  
  
Sales to external customers
$1,738,082
 $739,656
 $1,183,093
 $3,660,831
 $
 $3,660,831
Intersegment sales37,347
 35,552
 5,018
 77,917
 (77,917) 
Segment operating income (loss)156,830
 (49,475) 321,230
 428,585
 (93,163) 335,422
Depreciation and amortization48,659
 28,864
 27,278
 104,801
 13,653
 118,454
Identifiable assets1,956,638
 1,028,255
 1,317,944
 4,302,837
 607,637
 4,910,474
Capital expenditures19,790
 8,368
 16,626
 44,784
 16,818
 61,602
     Subtotal—Reportable Segments Eliminations and All Other Consolidated Total
 EPD IPD FCD   
 (Amounts in thousands)
Year Ended December 31, 2016: 
  
  
  
  
  
Sales to external customers
$1,963,086
 $799,923
 $1,227,478
 $3,990,487
 $
 $3,990,487
Intersegment sales32,873
 35,156
 6,234
 74,263
 (74,263) 
Segment operating income (loss)167,420
 (6,370) 198,620
 359,670
 (91,705) 267,965
Depreciation and amortization48,957
 28,824
 28,189
 105,970
 10,782
 116,752
Identifiable assets2,082,729
 1,010,107
 1,310,273
 4,403,109
 305,814
 4,708,923
Capital expenditures29,426
 17,336
 26,467
 73,229
 16,470
 89,699
     Subtotal—Reportable Segments Eliminations and All Other Consolidated Total
 EPD IPD FCD   
 (Amounts in thousands)
Year Ended December 31, 2015: 
  
  
  
  
  
Sales to external customers$2,209,809
 $937,756
 $1,410,226
 $4,557,791
 $
 $4,557,791
Intersegment sales46,821
 44,137
 5,276
 96,234
 (96,234) 
Segment operating income319,980
 29,128
 233,616
 582,724
 (68,059) 514,665
Depreciation and amortization50,289
 36,826
 30,404
 117,519
 9,568
 127,087
Identifiable assets2,230,134
 1,056,400
 1,323,758
 4,610,292
 352,814
 4,963,106
Capital expenditures88,496
 19,446
 63,569
 171,511
 10,350
 181,861


Geographic Information — We attribute sales to different geographic areas based on theour facilities’ locations. Long-lived assets are classified based on the geographic area in which the assets are located and exclude deferred taxes, goodwill and intangible assets. Prior period information has been updated to conform to current year presentation. Sales and long-lived assets by geographic area are as follows:
 Year Ended December 31, 2021
SalesPercentageLong-Lived
Assets(a)
Percentage
 (Amounts in thousands, except percentages)
United States$1,376,771 38.9 %$476,176 49.2 %
EMA(1)1,270,326 35.9 %298,426 30.8 %
Asia(2)557,314 15.7 %141,810 14.6 %
Other(3)336,649 9.5 %51,688 5.4 %
Consolidated total$3,541,060 100.0 %$968,100 100.0 %
 Year Ended December 31, 2017
 Sales Percentage 
Long-Lived
Assets
 Percentage
 (Amounts in thousands, except percentages)
United States$1,460,899
 40.0% $333,126
 38.2%
EMA(1)1,434,506
 39.2% 321,256
 36.9%
Asia(2)471,054
 12.9% 148,757
 17.1%
Other(3)294,372
 7.9% 68,379
 7.8%
Consolidated total$3,660,831
 100.0% $871,518
 100.0%

 Year Ended December 31, 2020
SalesPercentageLong-Lived
Assets
Percentage
 (Amounts in thousands, except percentages)
United States$1,463,680 39.3 %$455,622 46.2 %
EMA(1)1,385,245 37.2 %336,577 34.1 %
Asia(2)535,440 14.4 %138,947 14.1 %
Other(3)343,769 9.1 %55,278 5.6 %
Consolidated total$3,728,134 100.0 %$986,424 100.0 %
 Year Ended December 31, 2016
 Sales Percentage 
Long-Lived
Assets
 Percentage
 (Amounts in thousands, except percentages)
United States$1,537,779
 38.5% $338,038
 37.2%
EMA(1)1,541,984
 38.6% 288,903
 31.8%
Asia(2)500,424
 12.5% 144,599
 15.9%
Other(3)410,300
 10.4% 136,391
 15.1%
Consolidated total$3,990,487
 100.0% $907,931
 100.0%

Year Ended December 31, 2015 Year Ended December 31, 2019
Sales Percentage 
Long-Lived
Assets
 PercentageSalesPercentageLong-Lived
Assets
Percentage
(Amounts in thousands, except percentages) (Amounts in thousands, except percentages)
United States$1,679,075
 36.9% $338,556
 34.4%United States$1,632,582 41.4 %$481,474 48.0 %
EMA(1)1,773,281
 38.9% 326,728
 33.2%EMA(1)1,397,308 35.5 %312,668 31.2 %
Asia(2)562,792
 12.3% 143,767
 14.6%Asia(2)551,759 14.0 %143,848 14.3 %
Other(3)542,643
 11.9% 173,706
 17.8%Other(3)358,048 9.1 %64,846 6.5 %
Consolidated total$4,557,791
 100.0% $982,757
 100.0%Consolidated total$3,939,697 100.0 %$1,002,836 100.0 %
___________________________________    
(1)"EMA" includes Europe, the Middle East and Africa. In 2017, 2016 and 2015, Germany accounted for approximately 10%, 10% and 11%, respectively, of consolidated long-lived assets. No other individual country within this group represents 10% or more of consolidated totals for any period presented.
(2)"Asia" includes Asia and Australia. No individual country within this group represents 10% or more of consolidated totals for any period presented.
(3)"Other" includes Canada and Latin America. No individual country within this group represents 10% or more of consolidated totals for any period presented.
(1)"EMA" includes Europe, the Middle East and Africa. Germany accounted for approximately 6% for 2021, 7% for 2020 and 6% for 2019, of consolidated long-lived assets. No other individual country within this group represents 10% or more of consolidated totals for any period presented.
(2)"Asia" includes Asia and Australia. No individual country within this group represents 10% or more of consolidated totals for any period presented.
(3)"Other" includes Canada and Latin America. No individual country within this group represents 10% or more of consolidated totals for any period presented.
Net sales to international customers, including export sales from the U.S., represented approximately 64%67% of total sales in 20172021, 65% of total sales in 2020 and 2016 and 66%63% of total sales in 2015.2019.
Major Customer Information — We have a large number of customers across a large number of manufacturing and service facilities and do not believe that we have sales to any individual customer that represent 10% or more of consolidated sales for any of the years presented.
104





17.ACCUMULATED OTHER COMPREHENSIVE LOSS
21.ACCUMULATED OTHER COMPREHENSIVE LOSS
The following presents the components of accumulated other comprehensive loss (AOCL), net of related tax effects:
2017 201620212020
(Amounts in thousands)Foreign currency translation items(1) Pension and other post-retirement effects Cash flow hedging activity Total(1) Foreign currency translation items(1) Pension and other post-retirement effects Cash flow hedging activity Total(1)(Amounts in thousands)Foreign currency translation items(1)Pension and other post-retirement effectsCash flow hedging activityTotal(1)Foreign currency translation items(1)Pension and other post-retirement effectsCash flow hedging activityTotal(1)
Balance - January 1$(483,609) $(136,530) $(1,238) $(621,377) $(411,615) $(120,461) $(3,458) $(535,534)Balance - January 1$(456,549)$(146,723)$(488)$(603,760)$(441,364)$(137,161)$(671)$(579,196)
Other comprehensive income (loss) before reclassifications98,308
 12,557
 125
 110,990
 (71,994) (23,939) 1,064
 (94,869)Other comprehensive income (loss) before reclassifications524 34,960 (848)34,636 (15,185)(18,979)183 (33,981)
Amounts
reclassified
from AOCL
522
 8,218
 23
 8,763
 
 7,870
 1,156
 9,026
Amounts
reclassified
from AOCL
— 10,098 — 10,098 — 9,417 — 9,417 
Net current-period other comprehensive income (loss)98,830
 20,775
 148
 119,753

(71,994)
(16,069)
2,220
 (85,843)Net current-period other comprehensive income (loss)524 45,058 (848)44,734 (15,185)(9,562)183 (24,564)
Balance - December 31$(384,779) $(115,755) $(1,090) $(501,624) $(483,609)
$(136,530)
$(1,238)
$(621,377)Balance - December 31$(456,025)$(101,665)$(1,336)$(559,026)$(456,549)$(146,723)$(488)$(603,760)

(1)Includes foreign currency translation adjustments attributable to noncontrolling interests of $3.8 million, $3.4 million and $2.7 million for December 31, 2017, 2016 and 2015, respectively. For the year ended December 31, 2017, foreign currency translation impacts primarily represented the strengthening of the Euro, British pound and Indian rupee exchange rates versus the U.S. dollar for the period. For the year ended December 31, 2016, foreign currency translation impacts primarily represented the weakening of the British pound, Euro and Mexican peso exchange rates versus the U.S. dollar for the period. Includes net investment hedge loss of $22.5 million and a gain of $1.4 million, net of deferred taxes, for the year ended December 31, 2017 and 2016, respectively. Amounts in parentheses indicate debits.

(1)Includes foreign currency translation adjustments attributable to noncontrolling interests of $4.6 million, $5.9 million and $5.1 million for December 31, 2021, 2020 and 2019, respectively. For the year ended December 31, 2021, foreign currency translation impacts primarily represented the weakening of the Euro, Colombian peso and Mexican peso exchange rates versus the U.S. dollar for the period. For the year ended December 31, 2020, foreign currency translation impacts primarily represented the strengthening of the Euro, Chinese yuan, British pound and Canadian dollar exchange rates versus the U.S. dollar for the period. Amounts in parentheses indicate debits.



The following table presents the reclassifications out of AOCL:


(Amounts in thousands) Affected line item in the statement of income2017(1) 2016(1)(Amounts in thousands)Affected line item in the statement of income2021(1)2020(1)
Foreign currency translation items    
Release of cumulative translation adjustments due to sale of business Gain on sale of businesses$(522) $
 Tax benefit
 
  Net of tax$(522)
$
    
Cash flow hedging activity    
Foreign exchange contracts

 Sales(30) (1,531)
 Tax benefit7
 375
  Net of tax$(23)
$(1,156)
    
Pension and other postretirement effects    Pension and other postretirement effects
Amortization of actuarial losses(2) $(9,761) $(9,750) Amortization of actuarial losses(2)Other income (expense), net$(12,213)$(11,161)
Prior service costs(2) (108) (492) Prior service costs(2)Other income (expense), net(610)(568)
Settlements and other(2) (2,113) (871) Settlements and other(2)Other income (expense), net(640)(836)
 Tax benefit3,764
 3,243
Tax benefit3,365 3,148 
 Net of tax$(8,218)
$(7,870)Net of tax$(10,098)$(9,417)

(1) Amounts in parentheses indicate decreases to income. None of the reclassification amounts have a noncontrolling interest component.
(2) These accumulated other comprehensive loss components are included in the computation of net periodic pension cost. See Note 1114 for additional details.



18.REALIGNMENT PROGRAMS
In the first quarter of 2015, we initiated a realignment program ("R1 Realignment Program") to reduce and optimize certain non-strategic QRCs and manufacturing facilities from the SIHI acquisition. 22.REALIGNMENT AND TRANSFORMATION PROGRAMS
105



In the second quarter of 2015,2020, we identified and initiated a secondcertain realignment program ("R2 Realignment Program")activities resulting from our Flowserve 2.0 Transformation Program (defined below) to better alignright-size our organizational operations based on the current business environment, with the overall objective to reduce our workforce costs, and improve long-term efficiency, including further manufacturing optimization through the consolidation of certain facilities a reduction in our workforce, the transfer of("2020 Realignment Program"). The realignment activities from high-cost regions to lower-cost facilities and the divestiture of certain non-strategic assets.
The R1 Realignment Program and the R2 Realignment Program (collectively the "Realignment Programs") consist of both restructuring and non-restructuring charges. Restructuring charges represent costs associated with the relocation or reorganization of certain business activities and facility closures and include related severance costs. Non-restructuring charges are primarily employee severance associated with the workforce reductions to reduce redundancies.reductions. Expenses are primarily reported in COScost of sales ("COS") or selling, general and administrative ("SG&A,&A"), as applicable, in our condensed consolidated statements of income. We anticipate aThe total investment in these programs ofactivities is anticipated to be approximately $360$95 million including projects still under final evaluation. We anticipate thatand the majority of any remainingthe charges will bewere incurred throughout 2018.in 2020 and 2021. There are certain other realignment activities that are being evaluated, but have not yet been finalized and therefore not included in total anticipated realignment investment above.
In the second quarter of 2018, we launched and committed resources to our Flowserve 2.0 Transformation ("Flowserve 2.0 Transformation"), a program designed to transform our business model to drive operational excellence, reduce complexity, accelerate growth, improve organizational health and better leverage our existing global platform. The Flowserve 2.0 Transformation expenses incurred primarily consisted of professional services, project management and related travel costs recorded in SG&A expenses. As of December 31, 2020, the Flowserve 2.0 Transformation efforts were substantially completed. For the period ended December 31, 2021, there were no Flowserve 2.0 Transformation charges.
Generally, the aforementioned charges will be paid in cash, except for asset write-downs, which are non-cash charges. The following is a summary of total charges, net of adjustments, related to the Realignment Programs:our realignment activities and Flowserve 2.0 Transformation charges.
December 31, 2021
 (Amounts in thousands)FPDFCDSubtotal–Reportable Segments All OtherConsolidated Total
Restructuring Charges
     COS$8,046 $811 $8,857 $— $8,857 
     SG&A(1)665 (9)656 — 656 
$8,711 $802 $9,513 $— $9,513 
Non-Restructuring Charges  
     COS$6,203 $1,196 $7,399 $590 $7,989 
     SG&A368 708 1,076 3,913 4,989 
$6,571 $1,904 $8,475 $4,503 $12,978 
Total Realignment Charges
     COS$14,249 $2,007 $16,256 $590 $16,846 
     SG&A1,033 699 1,732 3,913 5,645 
Total$15,282 $2,706 $17,988 $4,503 $22,491 



106



December 31, 2017December 31, 2020
(Amounts in thousands)Engineered Product Division Industrial Product Division Flow Control Division Subtotal–Reportable Segments Eliminations and All Other Consolidated Total (Amounts in thousands)FPDFCDSubtotal–Reportable SegmentsAll OtherConsolidated Total
Restructuring Charges           Restructuring Charges
COS$8,101
 $7,177
 $8,666
 $23,944
 $
 $23,944
COS$19,510 $1,122 $20,632 $— $20,632 
SG&A523
 1,120
 (455) 1,188
 261
 1,449
SG&A156 335 491 (16)475 
Income tax expense(1)1,000
 
 
 1,000
 
 1,000
$9,624
 $8,297
 $8,211
 $26,132
 $261
 $26,393
$19,666 $1,457 $21,123 $(16)$21,107 
Non-Restructuring ChargesNon-Restructuring Charges  
  
      
Non-Restructuring Charges  
COS$10,263
 $6,806
 $2,934
 $20,003
 $
 $20,003
COS$19,328 $7,285 $26,613 $52 $26,665 
SG&A6,853
 10,191
 3,325
 20,369
 5,490
 25,859
SG&A11,166 4,605 15,771 18,527 34,298 
$17,116
 $16,997
 $6,259
 $40,372
 $5,490
 $45,862
$30,494 $11,890 $42,384 $18,579 $60,963 
Total Realignment Charges          
Transformation ChargesTransformation Charges
SG&ASG&A$— $— $— $22,719 $22,719 
$— $— $— $22,719 $22,719 
Total Realignment and Transformation ChargesTotal Realignment and Transformation Charges
COS$18,364
 $13,983
 $11,600
 $43,947
 $
 $43,947
COS$38,838 $8,407 $47,245 $52 $47,297 
SG&A7,376
 11,311
 2,870
 21,557
 5,751
 27,308
SG&A11,322 4,940 16,262 41,230 57,492 
Income tax expense(1)1,000
 
 
 1,000
 
 1,000
Total$26,740
 $25,294
 $14,470
 $66,504
 $5,751
 $72,255
Total$50,160 $13,347 $63,507 $41,282 $104,789 





107



 December 31, 2016
 (Amounts in thousands)Engineered Product Division Industrial Product Division Flow Control Division Subtotal–Reportable Segments Eliminations and All Other Consolidated Total
Restructuring Charges           
     COS$24,748
 $20,202
 $4,688
 $49,638
 $
 $49,638
     SG&A10,342
 6,338
 1,941
 18,621
 18
 18,639
     Income tax expense(1)6,000
 2,800
 600
 9,400
 
 9,400
 $41,090
 $29,340
 $7,229
 $77,659
 $18
 $77,677
Non-Restructuring Charges  
  
      
     COS5,894
 6,022
 $3,350
 $15,266
 $8
 $15,274
     SG&A3,462
 2,062
 1,426
 6,950
 4,432
 11,382
 $9,356
 $8,084
 $4,776
 $22,216
 $4,440
 $26,656
Total Realignment Charges          
     COS$30,642
 $26,224
 $8,038
 $64,904
 $8
 $64,912
     SG&A13,804
 8,400
 3,367
 25,571
 4,450
 30,021
     Income tax expense(1)6,000
 2,800
 600
 9,400
 
 9,400
Total$50,446
 $37,424
 $12,005
 $99,875
 $4,458
 $104,333

(1) Income tax expense includes exit taxes as well as non-deductible costs.    


The following is a summary of total inception to date charges, net of adjustments, related to the Realignment Programs:Program initiated in 2020:
 Inception to Date
 (Amounts in thousands)Engineered Product Division Industrial Product Division (1) Flow Control Division Subtotal–Reportable Segments Eliminations and All Other Consolidated Total
Restructuring Charges          
     COS$42,812
 $47,825
 $22,655
 $113,292
 $
 $113,292
     SG&A18,340
 16,717
 9,097
 44,154
 279
 44,433
     Income tax expense(2)10,400
 9,300
 1,800
 21,500
 
 21,500
 $71,552
 $73,842
 $33,552
 $178,946
 $279
 $179,225
Non-Restructuring Charges  
  
      
     COS$26,423
 $20,989
 $14,867
 $62,279
 $8
 $62,287
     SG&A16,846
 18,401
 8,164
 43,411
 9,922
 53,333
 $43,269
 $39,390
 $23,031
 $105,690
 $9,930
 $115,620
Total Realignment Charges          
     COS$69,235
 $68,814
 $37,522
 $175,571
 $8
 $175,579
     SG&A35,186
 35,118
 17,261
 87,565
 10,201
 97,766
     Income tax expense(2)10,400
 9,300
 1,800
 21,500
 
 21,500
Total$114,821
 $113,232
 $56,583
 $284,636
 $10,209
 $294,845
___________________________


(1) Includes $49.5 million of restructuring charges, primarily COS, related to the R1 Realignment Program.
(2) Income tax expense includes exit taxes as well as non-deductible costs.
Inception to Date
 (Amounts in thousands)FPDFCDSubtotal–Reportable SegmentsAll OtherConsolidated Total
Restructuring Charges
     COS$25,875 $2,037 $27,912 $— $27,912 
     SG&A716 333 1,049 (17)1,032 
$26,591 $2,370 $28,961 $(17)$28,944 
Non-Restructuring Charges  
     COS$25,407 $723 $26,130 $642 $26,772 
     SG&A11,049 5,262 16,311 21,795 38,106 
$36,456 $5,985 $42,441 $22,437 $64,878 
Total Realignment Charges
     COS$51,282 $2,760 $54,042 $642 $54,684 
     SG&A11,765 5,595 17,360 21,778 39,138 
Total$63,047 $8,355 $71,402 $22,420 $93,822 
Restructuring charges represent costs associated with the relocation or reorganization of certain business activities and facility closures and include costs related to employee severance at closed facilities, contract termination costs, asset write-downs and other costs. Severance costs primarily include costs associated with involuntary termination benefits. Contract termination costs include costs related to the termination of operating leases or other contract termination costs. Asset write-downs include accelerated depreciation of fixed assets, accelerated amortization of intangible assets, divestiture of certain non-strategic assets and inventory write-downs. Other costs generally include costs related to employee relocation, asset relocation, vacant facility costs (i.e., taxes and insurance) and other charges.

The following is a summary of restructuring charges, net of adjustments, for theour restructuring activities. Restructuring charges incurred related to our 2020 Realignment Programs:Program:
December 31, 2021
 (Amounts in thousands)SeveranceContract TerminationAsset Write-DownsOtherTotal
     COS$964 $34 $2,683 $5,176 $8,857 
     SG&A167 — — 489 656 
Total$1,131 $34 $2,683 $5,665 $9,513 


108



 December 31, 2017
 (Amounts in thousands)Severance Contract Termination Asset Write-Downs Other Total
     COS$10,241
 $293
 $6,400
 $7,010
 $23,944
     SG&A(897) 
 249
 2,097
 1,449
     Income tax expense(1)
 
 
 1,000
 1,000
Total$9,344
 $293
 $6,649
 $10,107
 $26,393

(1) Income tax expense includes exit taxes as well as non-deductible costs.
December 31, 2020
 (Amounts in thousands)SeveranceContract TerminationAsset Write-DownsOtherTotal
     COS$16,927 $52 $1,409 $2,244 $20,632 
     SG&A223 — 11 241 475 
Total$17,150 $52 $1,420 $2,485 $21,107 
 December 31, 2016
 (Amounts in thousands)Severance Contract Termination Asset Write-Downs Other Total
     COS$37,972
 $
 $5,429
 $6,237
 $49,638
     SG&A7,247
 
 1,384
 10,008
 18,639
     Income tax expense(1)
 
 
 9,400
 9,400
Total$45,219
 $
 $6,813
 $25,645
 $77,677

(1) Income tax expense includes exit taxes as well as non-deductible costs.


The following is a summary of total inception to date restructuring charges, net of adjustments, related to theour 2020 Realignment Programs:Program:
 Inception to Date
 (Amounts in thousands)Severance Contract Termination Asset Write-Downs Other Total (1)
     COS(1)$82,185
 $902
 $15,317
 $14,888
 $113,292
     SG&A29,870
 43
 1,677
 12,843
 44,433
     Income tax expense(2)
 
 
 21,500
 21,500
Total$112,055
 $945
 $16,994
 $49,231
 $179,225

(1) Includes $49.5 million of restructuring charges, primarily COS, related to the R1 Realignment Program.
(2) Income tax expense includes exit taxes as well as non-deductible costs.



Inception to Date
 (Amounts in thousands)SeveranceContract TerminationAsset Write-DownsOtherTotal
     COS$16,202 $86 $4,095 $7,529 $27,912 
     SG&A251 — 14 767 1,032 
Total$16,453 $86 $4,109 $8,296 $28,944 
The following represents the activity, primarily severance, related to the restructuring reserve for the Realignment Programs:Programs for the years ended December 31, 2021 and 2020:
(Amounts in thousands)20212020
Balance at January 1,$18,255 $6,703 
Charges6,829 19,686 
Cash expenditures(18,942)(9,146)
Other non-cash adjustments, including currency(1,274)1,012 
Balance at December 31,$4,868 $18,255 

109
(Amounts in thousands)R1 Realignment Program R2 Realignment Program Total
Balance at December 31, 2015$25,156
 $33,148
 $58,304
Charges11,066
 46,805
 57,871
Cash expenditures(24,087) (38,869) (62,956)
Other non-cash adjustments, including currency459
 6,649
 7,108
Balance at December 31,2016$12,594
 $47,733
 $60,327
Charges(3,425) 22,168
 18,743
Cash expenditures(10,542) (27,849) (38,391)
Other non-cash adjustments, including currency3,378
 (4,827) (1,449)
Balance at December 31, 2017$2,005
 $37,225
 $39,230


23.QUARTERLY FINANCIAL DATA (UNAUDITED)
19.QUARTERLY FINANCIAL DATA (UNAUDITED)
The following presents a summary of the unaudited quarterly data for 20172021 and 20162020 (amounts in millions, except per share data):
 2021
Quarter4th3rd2nd1st
Sales$919.5 $866.1 $898.2 $857.3 
Gross profit267.1 253.5 278.2 250.9 
Earnings before income taxes20.8 41.4 50.5 21.0 
Net earnings attributable to Flowserve Corporation16.7 49.8 45.4 14.1 
Earnings per share(1):    
Basic$0.13 $0.38 $0.35 $0.11 
Diluted0.13 0.38 0.35 0.11 
  2017
Quarter 4th 3rd 2nd 1st
Sales $1,034.1
 $883.4
 $877.1
 $866.3
Gross profit 304.4
 267.5
 245.0
 268.4
Earnings before income taxes 67.0
 68.4
 103.0
 24.6
Net (loss) earnings attributable to Flowserve Corporation (105.9) 47.6
 41.9
 19.1
(Loss) earnings per share(1):  
  
  
  
Basic $(0.81) $0.36
 $0.32
 $0.15
Diluted (0.81) 0.36
 0.32
 0.15
 2016 2020
Quarter 4th 3rd 2nd 1stQuarter4th3rd2nd1st
Sales $1,071.0
 $945.9
 $1,027.4
 $946.2
Sales$985.3 $924.3 $925.0 $893.5 
Gross profit 327.3
 278.0
 320.7
 305.2
Gross profit295.4 285.2 269.7 266.5 
Earnings (loss) before income taxes 89.7
 (12.2) 83.9
 51.5
Net earnings (loss) attributable to Flowserve Corporation 60.0
 (15.8) 54.4
 33.9
Earnings (loss) per share(1):  
  
  
  
Earnings before income taxesEarnings before income taxes60.4 78.0 12.8 51.2 
Net earnings attributable to Flowserve CorporationNet earnings attributable to Flowserve Corporation56.1 56.1 6.1 12.1 
Earnings per share(1):Earnings per share(1):    
Basic $0.46
 $(0.12) $0.42
 $0.26
Basic$0.43 $0.43 $0.05 $0.09 
Diluted 0.46
 (0.12) 0.42
 0.26
Diluted0.43 0.43 0.05 0.09 

(1)Earnings per share is computed independently for each of the quarters presented. The sum of the quarters may not equal the total year amount due to the impact of changes in weighted average quarterly shares outstanding.

(1)Earnings per share is computed independently for each of the quarters presented. The sum of the quarters may not equal the total year amount due to the impact of changes in weighted average quarterly shares outstanding or rounding.

Our Quarterly Reports on Form 10-Q filed for the respective periods in 2020 were adjusted to reflect the impact of the revision as described in Note 2 of this Annual Report.

ITEM 9.CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
ITEM 9.CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
None.


ITEM 9A.CONTROLS AND PROCEDURES
ITEM 9A.CONTROLS AND PROCEDURES
Disclosure Controls and Procedures
Our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the "Exchange Act")) are designed to provide reasonable assurance that the information, which we are required to disclose in the reports that we file or submit under the Exchange Act, is recorded, processed, summarized and reported within the time periods specified in the United States ("U.S.") Securities and Exchange Commission's ("SEC") SEC rules and forms, and that such information is accumulated and communicated to our management, including our Principal Executive Officer and Principal Financial Officer, as appropriate to allow timely decisions regarding required disclosure.

In connection with the preparation of this Annual Report on Form 10-K ("Annual Report") for the year ended December 31, 2017,2021, our management, under the supervision and with the participation of our Principal Executive Officer and our Principal Financial Officer, carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures as of December 31, 2017.2021. Based on this evaluation, our Principal Executive Officer and Principal Financial Officer concluded that our disclosure controls and procedures were effective at the reasonable assurance level as of December 31, 2017.2021.
110


Management’s Report on Internal Control Over Financial Reporting
Our management, under the supervision and with the participation of our Principal Executive Officer and Principal Financial Officer, is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act. Internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles in the United States ("U.S. GAAP"). Internal control over financial reporting includes policies and procedures that: (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of our assets; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with U.S. GAAP, and that our receipts and expenditures are being made only in accordance with authorizations of our management and directors; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on the financial statements.
Under the supervision and with the participation of our Principal Executive Officer and Principal Financial Officer, our management conducted an assessment of our internal control over financial reporting as of December 31, 2017,2021, based on the criteria established in Internal Control - Integrated Framework (2013), issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Based on this evaluation, our management concluded our internal control over financial reporting was effective as of December 31, 20172021, based on criteria in Internal Control - Integrated Framework (2013) issued by the COSO.
The effectiveness of our internal control over financial reporting as of December 31, 2017,2021, has been audited by PricewaterhouseCoopers LLP, our independent registered public accounting firm, as stated in their report, which is included herein.
Remediation of Prior Material Weakness in Internal Control Over Financial Reporting
Since the second quarter of 2017, management actively engaged in the planning and implementation of remediation efforts to address the material weaknesses in our internal control over financial reporting previously disclosed in Item 9A in our Form 10-K/A for the fiscal year ended December 31, 2016. At the direction of management, the following actions were taken:
we enhanced the current business process of reviewing control procedures, to include additional prior period comparisons and additional key ratios, metrics and risk based criteria as determined by management;
we enhanced detailed site and/or process balance sheet reviews based on criteria determined by management’s risk assessment, including manual journal entries;
members of senior management, with the participation and input of the Audit Committee, conducted companywide enhanced ethics training of employees and increased communications, controls and accounting policy training for employees at the one non-U.S. site where certain employees had engaged in conduct that circumvented controls;

employees at the one non-U.S. site engaged in conduct that circumvented controls were separated from the Company and we transferred finance personnel and enhanced corporate involvement in review and approval of controls especially in inventory and manual journal entries; and
members of senior management, increased communications on requirements for compliance with applicable laws, our Code of Ethics and Business Conduct and the availability of and processes for reporting suspected violations of such laws and/or codes.
The Company is committed to maintaining a strong internal control environment and management believes that the implemented measures described above effectively remediated the material weaknesses.
Changes in Internal Control Over Financial Reporting
There were no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act) during the quarter ended December 31, 20172021 that have materially affected, or are reasonably likely to materially affect our internal control over financial reporting.
Other
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with existing policies or procedures may deteriorate.

ITEM 9B. OTHER INFORMATION


None.


ITEM 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS

Not applicable.

PART III


ITEM 10.DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

ITEM 10.DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

The information required in this Item 10 is incorporated by reference to all information under the captions “Security Ownership of Directors and Certain Executive Officers,” “Security Ownership of Certain Beneficial Owners,” “Proposal One: Election of Directors,” “Executive Officers,” “Shareholder Proposals and Nominations,” “Section“Delinquent Section 16(a) Beneficial Ownership Reporting Compliance”
111


Reports,” to the extent applicable, and “Certain Relationships and Related Transactions”Transactions" in our definitive Proxy Statement relating to our 20182022 annual meeting of shareholdersshareholders.
We have adopted a Code of Conduct that applies to be heldall of our directors, officers and employees, including our Principal Executive, Principal Financial and Principal Accounting Officers, or persons performing similar functions. Our Code of Conduct is available on May 24, 2018. The Proxy Statement will be filed with the SEC no later than April 30, 2018.Company’s website at www.flowserve.com under the “Investors - Corporate Governance” caption. We intend to disclose future amendments to certain provisions of the Code of Conduct, and waivers of the Code of Conduct granted to executive officers and directors, on the website within four business days following the date of the amendment or waiver.


ITEM 11.EXECUTIVE COMPENSATION

ITEM 11.EXECUTIVE COMPENSATION

The information required in this Item 11 is incorporated by reference to all information under the captions “Executive Compensation,” “Proposal Two: Advisory Vote onto Approve Executive Compensation,” “Section“Delinquent Section 16(a) Beneficial Ownership Reporting Compliance,Reports, to the extent applicable, “Security Ownership of Directors and Certain Executive Officers,” “Compensation Committee Interlocks and Insider Participation” and “Certain Relationships and Related Transactions” in our definitive Proxy Statement relating to our 20182022 annual meeting of shareholders to be held on May 24, 2018. The Proxy Statement will be filed with the SEC no later than April 30, 2018.shareholders.


ITEM 12.SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

ITEM 12.SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

The information required in this Item 12 is incorporated by reference to all information under the captions “Security Ownership of Directors and Certain Executive Officers,” “Security Ownership of Certain Beneficial Owners,” “Equity Compensation Plan Information” and “Executive Compensation”in our definitive Proxy Statement relating to our 20182022 annual meeting of shareholders to be held on May 24, 2018. The Proxy Statement will be filed with the SEC no later than April 30, 2018.shareholders.


ITEM 13.CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE


ITEM 13.CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

The information required in this Item 13 is incorporated by reference to all information under the captions “Role of the Board; Corporate Governance Matters,” “Committees of the Board”“Board Committees” and “Certain Relationships and Related Transactions”in our definitive Proxy Statement relating to our 20182022 annual meeting of shareholders to be held on May 24, 2018. The Proxy Statement will be filed with the SEC no later than April 30, 2018.shareholders.


ITEM 14.PRINCIPAL ACCOUNTING FEES AND SERVICES

ITEM 14.PRINCIPAL ACCOUNTANT FEES AND SERVICES

The information required in this Item 14 is incorporated by reference to all information under the caption “Other Audit Information”in our definitive Proxy Statement relating to our 20182022 annual meeting of shareholders to be held on May 24, 2018. The Proxy Statement will be filed with the SEC no later than April 30, 2018.shareholders.


PART IV


ITEM 15.EXHIBITS, FINANCIAL STATEMENT SCHEDULES
ITEM 15.EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
(a) Documents filed as a part of this Annual Report:
1. Consolidated Financial Statements
The following consolidated financial statements and notes thereto are filed as part of this Annual Report:
Report of Independent Registered Public Accounting Firm (PCAOB ID 238)
Flowserve Corporation Consolidated Financial Statements:
112


Consolidated Balance Sheets at December 31, 20172021 and 20162020:
For each of the three years in the period ended December 31, 2017:2021:
Consolidated Statements of Income
Consolidated Statements of Comprehensive Income
Consolidated Statements of Shareholders’ Equity
Consolidated Statements of Cash Flows
Notes to Consolidated Financial Statements
2. Consolidated Financial Statement Schedules
The following consolidated financial statement schedule is filed as part of this Annual Report:
None
Schedule II — Valuation and Qualifying Accounts...........................................................................................................
Financial statement schedules not included in this Annual Report have been omitted because they are not applicable or the required information is shown in the consolidated financial statements or notes thereto.
3. Exhibits
The exhibits of this Annual Report on Form 10-K included herein are set forth below.
Exhibit
No.
Description
Exhibit
No.3.1
Description
Restated Certificate of Incorporation of Flowserve Corporation, (incorporated by reference to Exhibit 3.1 to the Registrant's Quarterly Report on Form 10-Q (File No. 001-13179) for the quarter ended June 30, 2013).
Flowserve Corporation By-Laws, as amended and restated effective May 18, 201720, 2021 (incorporated by reference to Exhibit 3.1 to the Registrant's Current Report on Form 8-K (File No. 001-13179) dated May 18, 2017)25, 2021).
Flowserve Corporation By-Laws, as amended and restated effective May 20, 2021 (incorporated by reference to Exhibit 3.2 to the Registrant's Current Report on Form 8-K (File No. 001-13179) dated May 25, 2021).
Senior Indenture, dated September 11, 2012, by and between Flowserve Corporation and U.S. Bank National Association, as trustee (incorporated by reference to Exhibit 4.1 to the Registrant's Current Report on Form 8-K (File No. 001-13179) dated September 11, 2012).
First Supplemental Indenture, dated September 11, 2012, by and among Flowserve Corporation, certain of its subsidiaries and U.S. Bank National Association, as trustee (incorporated by reference to Exhibit 4.2 to the Registrant's Current Report on Form 8-K (File No. 001-13179) dated September 11, 2012).

Exhibit
No.4.3
Description
Second Supplemental Indenture, dated November 1, 2013, by and among Flowserve Corporation, certain of its subsidiaries and U.S. Bank National Association, as trustee (incorporated by reference to Exhibit 4.2 to the Registrant's Current Report on Form 8-K (File No. 001-13179) dated November 1, 2013).
Third Supplemental Indenture, dated March 17, 2015, by and among Flowserve Corporation, certain of its subsidiaries and U.S. Bank National Association, as trustee (incorporated by reference to Exhibit 4.2 to the Registrant's Current Report on Form 8-K (File No. 001-13179) dated March 17, 2015).
Fourth Supplemental Indenture, dated September 21, 2020, between Flowserve Corporation and U.S. Bank National Association, as trustee (incorporated by reference to Exhibit 4.2 to the Registrant's Current Report on Form 8-K dated September 22, 2020).
Fifth Supplemental Indenture, dated September 23, 2021, by and between Flowserve Corporation and U.S. Bank National Association, as trustee (incorporated by reference to Exhibit 4.2 to the Registrant's Current Report on Form 8-K (File No. 001-13179) dated September 23, 2021).
Description of Registrant’s Securities (incorporated by reference to Exhibit 4.5 to the Registrant’s Annual Report on Form 10-K (File No. 001-13179) dated February 18, 2020).
Amended and Restated Credit Agreement, dated August 20, 2012,as of September 13, 2021, among Flowserve Corporation, Bank of America, N.A., as swinglineswing line lender, a letter of credit issuer and administrative agent, and the other lenders and sing line lenders referred to therein (incorporated by reference to Exhibit 10.1 to the Registrant's Current Report on Form 8-K (File No. 001-13179) dated August 20, 2012)September 13, 2021).
First Amendment to Credit Agreement, dated October 4, 2013, among Flowserve Corporation, Bank of America, N.A., as administrative agent, and the other lenders referred to therein (incorporated by reference to Exhibit 10.1 to the Registrant's Current Report on Form 8-K (File No. 001-13179) dated October 4, 2013).
Second Amendment to Credit Agreement, dated October 14, 2015, among Flowserve Corporation, Bank of America, N.A., as administrative agent, and the other lenders referred to therein (incorporated by reference to Exhibit 10.1 to the Registrants' Current Report on Form 8-K (File No. 001-13179) dated October 19, 2015).
Third Amendment to Credit Agreement, dated December 17, 2015, among Flowserve Corporation, Bank of America, N.A., as administrative agent, and the other lenders referred to therein.
Fourth Amendment to Credit Agreement, dated June 30, 2017, among Flowserve Corporation, Bank of America, N.A., as administrative agent, and the other lenders referred to therein (incorporated by reference to Exhibit 10.1 to the Registrants' Current Report on Form 8-K dated June 30, 2017).
Amended and Restated Flowserve Corporation Director Cash Deferral Plan, effective January 1, 2009 (incorporated by reference to Exhibit 10.7 to the Registrant's Annual Report on Form 10-K (File No. 001-13179) for the year ended December 31, 2008).*
113


Exhibit
No.
Description
Amended and Restated Flowserve Corporation Director Stock Deferral Plan, dated effective January 1, 2009 (incorporated by reference to Exhibit 10.8 to the Registrant's Annual Report on Form 10-K (File No. 001-13179) for the year ended December 31, 2008).*
Trust for Non-Qualified Deferred Compensation Benefit Plans, dated February 11, 2011 (incorporated by reference to Exhibit 10.8 to the Registrant’s Annual Report on Form 10-K (File No. 001-13179) for the year ended December 31, 2010).*
Flowserve Corporation Deferred Compensation Plan (incorporated by reference to Exhibit 10.23 to the Registrant's Annual Report on Form 10-K (File No. 001-13179) for the year ended December 31, 2000).*
Amendment No. 1 to the Flowserve Corporation Deferred Compensation Plan, as amended and restated, effective June 1, 2000 (incorporated by reference to Exhibit 10.50 to the Registrant's Annual Report on Form 10-K (File No. 001-13179) for the year ended December 31, 2002).*
Amendment to the Flowserve Corporation Deferred Compensation Plan, dated December 14, 2005 (incorporated by reference to Exhibit 10.70 to the Registrant's Annual Report on Form 10-K (File No. 001-13179) for the year ended December 31, 2004).*
Amendment No. 3 to the Flowserve Corporation Deferred Compensation Plan, as amended and restated effective June 1, 2000 (incorporated by reference to Exhibit 10.22 to the Registrant's Annual Report on Form 10-K (File No. 001-13179) for the year ended December 31, 2007).*
Flowserve Corporation Senior Management Retirement Plan, amended and restated effective January 1, 2008November 2, 2018 (incorporated by reference to Exhibit 10.4210.13 to the Registrant's Annual Report on Form 10-K (File No. 001-13179) for the year ended December 31, 2007)2018).*
Flowserve Corporation Supplemental Executive Retirement Plan, amended and restated effective November 12, 20072, 2018 (incorporated by reference to Exhibit 10.4310.14 to the Registrant's Annual Report on Form 10-K (File No. 001-13179) for the year ended December 31, 2007)2018).*
Flowserve Corporation Equity and Incentive Compensation Plan (incorporated by reference to Appendix A to the Registrant's Proxy Statement on Schedule 14A (File No. 001-13179) dated April 3, 2009).*
Flowserve Corporation 2020 Long-Term Incentive Plan (incorporated by reference to Appendix A to the Registrant's Proxy Statement on Schedule 14A (File No. 001-13179) dated April 11, 2019).*
Form of Restrictive Covenants Agreement for Officers (incorporated by reference to Exhibit 10.1 to the Registrant's Current Report on Form 8-K (File No. 001-13179) dated as of March 9, 2006).*
Form of Indemnification Agreement for all Directors and Officers (incorporated by reference to Exhibit 10.47 to the Registrant’s Annual Report on Form 10-K (File No. 001-13179) for the year ended December 31, 2015).

Exhibit
Description
Offer Letter, dated as of February 6, 2017, by and between Flowserve Corporation and R. Scott Rowe (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K (File No. 001-13179) dated as of February 8, 2017).*
Separation Agreement and Release, dated as of February 26, 2017 by and between Flowserve Corporation Change In Control Severance Plan, amended and Karyn F. Ovelmanrestated effective November 2, 2018 (incorporated by reference to Exhibit 10.1 to the Registrant'sRegistrant’s Quarterly Report on Form 10-Q (File No. 001-13179) dated as of Aprilfor the quarter ended September 30, 2017)2018).*
Flowserve Corporation Change In ControlExecutive Officer Severance Plan, as amended and restated effective February 14, 2017November 2, 2018 (incorporated by reference to Exhibit 10.4210.20 to the Registrant’sRegistrant's Annual Report on Form 10-K (File No. 001-13179) for the year ended December 31, 2016)2018).*
Flowserve Corporation Officer Severance Plan, as amended and restated effective February 14, 2017 (incorporated by reference to Exhibit 10.43 to the Registrant’s Annual Report on Form 10-K (File No. 001-13179) for the year ended December 31, 2016).*
Flowserve Corporation Annual Incentive Plan, as amended and restated effective February 14, 2017 (incorporated by reference to Exhibit 10.44 to the Registrant’s Annual Report on Form 10-K (File No. 001-13179) for the year ended December 31, 2016).*
2007Amendment to Flowserve Corporation Long-Term StockAnnual Incentive Plan as amended and restated effective February 14, 2017 (incorporated by reference to Exhibit 10.4510.1 to the Registrant’s AnnualRegistrant's Quarterly Report on Form 10-K10-Q (File No. 001-13179) for the yearquarter ended DecemberMarch 31, 2016)2020).*
Form of Restrictive Covenants Agreement for Officer (incorporated by reference to Exhibit 10.1 to the Registrant's Quarterly Report on Form 10-Q (File No. 001-13179) for the quarter ended June 30, 2020).*
Flowserve Financial Management CodeForm of Ethics adopted byRestricted Stock Unit Agreement for certain officers pursuant to the Flowserve Corporation principal executive officer and CEO, principal financial officer and CFO, principal accounting officer and controller, and other senior financial managers2020 Long-Term Incentive Plan (incorporated by reference to Exhibit 10.2 to the Registrant's Quarterly Report on Form 10-Q (File No. 001-13179) for the quarter ended June 30, 2020).*
114


Exhibit
No.
Description
Form of 2021 Restricted Stock Unit Agreement for certain officers pursuant to the Flowserve Corporation 2020 Long-Term Incentive Plan (Annual Award).*
Form of 2021 Restricted Stock Unit Agreement for certain officers pursuant to the Flowserve Corporation 2020 Long-Term Incentive Plan (Retention Award).*
Form of Performance Restricted Stock Unit Agreement for certain officers pursuant to the Flowserve Corporation 2020 Long-Term Incentive Plan (TSR) (incorporated by reference to Exhibit 10.3 to the Registrant's Quarterly Report on Form 10-Q (File No. 001-13179) for the quarter ended June 30, 2020).*
Form of Performance Restricted Stock Unit Agreement for certain officers pursuant to the Flowserve Corporation 2020 Long-Term Incentive Plan (ROIC) (incorporated by reference to Exhibit 10.4 to the Registrant's Quarterly Report on Form 10-Q (File No. 001-13179) for the quarter ended June 30, 2020).*
Form of 2021 Performance Restricted Stock Unit Agreement for certain officers pursuant to the Flowserve Corporation 2020 Long-Term Incentive Plan.*
Flowserve Corporation Employee Code of Conduct (incorporated by reference to Exhibit 14.1 to the Registrant's AnnualRegistrant’s Current Report on Form 10-K8-K (File No. 001-13179) for the year ended December 31, 2002)dated as of August 15, 2019).
Subsidiaries of the Registrant.
Consent of PricewaterhouseCoopers LLP.
Certification of Principal Executive Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
Certification of Principal Financial Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
Certification of Principal Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
Certification of Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INSXBRL Instance Document
101.SCHXBRL Taxonomy Extension Schema Document
101.CALXBRL Taxonomy Extension Calculation Linkbase Document
101.LABXBRL Taxonomy Extension Label Linkbase Document
101.PREXBRL Taxonomy Extension Presentation Linkbase Document
101.DEFXBRL Taxonomy Extension Definition Linkbase Document


*
101.INS
Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCHInline XBRL Taxonomy Extension Schema Document
101.CALInline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document
101.LABInline XBRL Taxonomy Extension Label Linkbase Document
101.PREInline XBRL Taxonomy Extension Presentation Linkbase Document
104The cover page from the Company’s Annual Report on Form 10-K for the year ended December��31, 2021, formatted in Inline XBRL (included as Exhibit 101).

*Management contracts and compensatory plans and arrangements required to be filed as exhibits to this Annual Report on Form 10-K.
+Filed herewith.
++Furnished herewith.



115



ITEM 16.FORM 10-K SUMMARY


Not applicable.None.



116


SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
FLOWSERVE CORPORATION


By: /s/  R. Scott Rowe
R. Scott Rowe

President and Chief Executive Officer
Date: February 28, 201823, 2022
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the date indicated.
SignatureTitleDate
/s/  David E. RobertsNon-Executive Chairman of the BoardFebruary 23, 2022
 David E. Roberts
/s/  R. Scott RowePresident, Chief Executive Officer and Director (Principal Executive Officer)February 23, 2022
R. Scott Rowe
/s/ Amy B. SchwetzSenior Vice President and Chief Financial Officer
(Principal Financial Officer)
February 23, 2022
Amy B. Schwetz
Signature/s/ Scott K. VopniTitleVice President and Chief Accounting Officer
(Principal Accounting Officer)
DateFebruary 23, 2022
Scott K. Vopni
/s/  Sujeet ChandDirectorFebruary 23, 2022
Sujeet Chand
/s/  Ruby R. ChandyDirectorFebruary 23, 2022
 Ruby R. Chandy
/s/  Gayla J. DellyDirectorFebruary 23, 2022
Gayla J. Delly
/s/  Roger L. FixNon-Executive Chairman of the BoardDirectorFebruary 28, 201823, 2022
Roger L. Fix

/s/  R. Scott RowePresident, Chief Executive Officer and Director (Principal Executive Officer)February 28, 2018
R. Scott Rowe

/s/ Lee S. Eckert

Senior Vice President and Chief Financial Officer
(Principal Financial and Accounting Officer)
February 28, 2018
Lee S. Eckert
/s/  Leif E. DarnerDirectorFebruary 28, 2018
Leif E. Darner
/s/  Gayla J. DellyDirectorFebruary 28, 2018
Gayla J. Delly
/s/  Ruby R. ChandyDirectorFebruary 28, 2018
 Ruby R. Chandy

/s/  John R. FriederyDirectorFebruary 28, 201823, 2022
John R. Friedery
/s/  Joseph E. HarlanDirectorFebruary 28, 2018
Joseph E. Harlan
/s/  Rick J. MillsDirectorFebruary 28, 2018
Rick J. Mills
/s/  David E. RobertsDirectorFebruary 28, 2018
David E. Roberts

FLOWSERVE CORPORATION
Schedule II — Valuation and Qualifying Accounts
For the Years Ended December 31, 2017, 2016 and 2015
Description 
Balance at
Beginning of Year
 
Additions
Charged to
Cost and Expenses
 
Additions
Charged to
Other
Accounts—
Acquisitions
and Related Adjustments
 Deductions From Reserve Balance at End of Year
  (Amounts in thousands)
Year Ended December 31, 2017  
  
  
  
  
Allowance for doubtful accounts(a): $51,920
 14,508
 
 (7,315) $59,113
Deferred tax asset valuation allowance(b): 36,191
 86,694
 2,595
 (6,171) 119,309
Year Ended December 31, 2016          
Allowance for doubtful accounts(a) (c): 43,935
 12,045
 
 (4,060) 51,920
Deferred tax asset valuation allowance(b): 24,725
 12,883
 (67) (1,350) 36,191
Year Ended December 31, 2015          
Allowance for doubtful accounts(a): 25,469
 19,624
 151
 (1,309) 43,935
Deferred tax asset valuation allowance(b): 15,378
 18,548
 (3,596) (5,605) 24,725

(a)Deductions from reserve represent accounts written off and recoveries.
(b)/s/  John L. GarrisonDeductions from reserve result from the expiration or utilization of net operating losses and foreign tax credits previously reserved.DirectorFebruary 23, 2022
John L. Garrison
(c)
Excludes $73.5 million charge to fully reserve for accounts receivables with our primary Venezuelan customer that are classified as long-term within other assets, net on our consolidated balance sheet as disclosed in Note 1 of this Annual Report on Form 10-K for the year ended December 31, 2017.
/s/  Michael C. McMurrayDirectorFebruary 23, 2022
Michael C. McMurray
/s/  Carlyn R. TaylorDirectorFebruary 23, 2022
Carlyn R. Taylor



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