COVER PAGE
COVER PAGE - shares | 3 Months Ended | |
Oct. 31, 2023 | Nov. 28, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Oct. 31, 2023 | |
Document Transition Report | false | |
Entity File Number | 1-7891 | |
Entity Registrant Name | DONALDSON COMPANY, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 41-0222640 | |
Entity Address, Address Line One | 1400 West 94th Street | |
Entity Address, City or Town | Minneapolis | |
Entity Address, State or Province | MN | |
Entity Address, Postal Zip Code | 55431 | |
City Area Code | 952 | |
Local Phone Number | 887-3131 | |
Title of each class | Common Stock, $5.00 par value | |
Trading Symbol(s) | DCI | |
Name of each exchange on which registered | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 120,135,723 | |
Entity Central Index Key | 0000029644 | |
Current Fiscal Year End Date | --07-31 | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus (Q1,Q2,Q3,FY) | Q1 | |
Amendment Flag | false |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS - USD ($) shares in Millions, $ in Millions | 3 Months Ended | |
Oct. 31, 2023 | Oct. 31, 2022 | |
Income Statement [Abstract] | ||
Net sales | $ 846.3 | $ 847.3 |
Cost of sales | 545.4 | 560.1 |
Gross profit | 300.9 | 287.2 |
Selling, general and administrative | 155 | 149.2 |
Research and development | 21.3 | 18.7 |
Operating expenses | 176.3 | 167.9 |
Operating income | 124.6 | 119.3 |
Interest expense | 5.5 | 4.5 |
Other income, net | (3.8) | (1.8) |
Earnings before income taxes | 122.9 | 116.6 |
Income taxes | 30.8 | 29.4 |
Net earnings | $ 92.1 | $ 87.2 |
Weighted average shares - basic (in shares) | 120.9 | 122.6 |
Weighted average shares - diluted (in shares) | 122.6 | 123.9 |
Net earnings per share - basic (in usd per share) | $ 0.76 | $ 0.71 |
Net earnings per share - diluted (in usd per share) | $ 0.75 | $ 0.70 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Millions | 3 Months Ended | |
Oct. 31, 2023 | Oct. 31, 2022 | |
Statement of Comprehensive Income [Abstract] | ||
Net earnings | $ 92.1 | $ 87.2 |
Other comprehensive loss: | ||
Foreign currency translation loss | (37.6) | (40.1) |
Pension liability adjustment, net of deferred taxes of $(0.2) and $(0.4), respectively | 1 | 1.2 |
Derivatives: | ||
Gain on hedging derivatives, net of deferred taxes of $(0.1) and $(1.1), respectively | 0.1 | 3.4 |
Reclassifications of gain on hedging derivatives to net earnings, net of taxes of $(0.2) and $(0.6), respectively | 0.7 | 1.2 |
Total derivatives | 0.8 | 4.6 |
Net other comprehensive loss | (35.8) | (34.3) |
Comprehensive income | $ 56.3 | $ 52.9 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | |
Oct. 31, 2023 | Oct. 31, 2022 | |
Statement of Comprehensive Income [Abstract] | ||
Pension liability adjustment, net of deferred taxes, tax | $ (0.2) | $ (0.4) |
Gains (losses) on hedging derivatives, net of deferred taxes, tax | (0.1) | (1.1) |
Reclassifications of gain on hedging derivatives to net earnings, net of taxes, tax | $ 0.2 | $ 0.6 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Oct. 31, 2023 | Jul. 31, 2023 |
Current assets: | ||
Cash and cash equivalents | $ 217.8 | $ 187.1 |
Accounts receivable, less allowances of $5.8 and $8.3, respectively | 582.5 | 599.7 |
Inventories, net | 429.6 | 418.1 |
Prepaid expenses and other current assets | 83.2 | 81.1 |
Total current assets | 1,313.1 | 1,286 |
Property, plant and equipment, net | 642.3 | 652.9 |
Goodwill | 469.3 | 481.1 |
Intangible assets, net | 181.7 | 188.1 |
Other long-term assets | 162.2 | 162.4 |
Total assets | 2,768.6 | 2,770.5 |
Current liabilities: | ||
Short-term borrowings | 74.6 | 34.1 |
Current maturities of long-term debt | 210.2 | 125 |
Accounts payable | 324.9 | 304.9 |
Accrued employee compensation and related taxes | 110.2 | 119.4 |
Deferred revenue | 26 | 25.3 |
Income taxes payable | 45.5 | 32.3 |
Dividend payable | 0 | 30.4 |
Other current liabilities | 91.2 | 85 |
Total current liabilities | 882.6 | 756.4 |
Long-term debt | 366.6 | 496.6 |
Non-current income taxes payable | 56.8 | 56.5 |
Deferred income taxes | 27.4 | 32.3 |
Other long-term liabilities | 99.1 | 108 |
Total liabilities | 1,432.5 | 1,449.8 |
Stockholders’ equity: | ||
Preferred stock, $1.00 par value, 1,000,000 shares authorized, none issued | 0 | 0 |
Common stock, $5.00 par value, 240,000,000 shares authorized, 151,643,194 shares issued | 758.2 | 758.2 |
Additional paid-in capital | 25.6 | 24.8 |
Retained earnings | 2,180.2 | 2,087.8 |
Accumulated other comprehensive loss | (208.3) | (172.5) |
Treasury stock, 31,140,923 and 30,528,696 shares, respectively, at cost | (1,419.6) | (1,377.6) |
Total stockholders’ equity | 1,336.1 | 1,320.7 |
Total liabilities and stockholders’ equity | $ 2,768.6 | $ 2,770.5 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Millions | Oct. 31, 2023 | Jul. 31, 2023 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowance | $ 5.8 | $ 8.3 |
Preferred stock, par value (in usd per share) | $ 1 | $ 1 |
Preferred stock, shares authorized (in shares) | 1,000,000 | 1,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Common stock, par value (in usd per share) | $ 5 | $ 5 |
Common stock, shares authorized (in shares) | 240,000,000 | 240,000,000 |
Common stock, shares issued (in shares) | 151,643,194 | 151,643,194 |
Treasury stock, common shares (in shares) | 31,140,923 | 30,528,696 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 3 Months Ended | |
Oct. 31, 2023 | Oct. 31, 2022 | |
Operating Activities | ||
Net earnings | $ 92.1 | $ 87.2 |
Adjustments to reconcile net earnings to net cash provided by operating activities: | ||
Depreciation and amortization | 24.3 | 22.4 |
Deferred income taxes | (4.6) | (3.4) |
Stock-based compensation expense | 10.5 | 9.7 |
Other, net | (0.2) | 4.5 |
Changes in operating assets and liabilities | 15.9 | (2.2) |
Net cash provided by operating activities | 138 | 118.2 |
Investing Activities | ||
Purchases of property, plant and equipment | (23.2) | (28.1) |
Net cash used in investing activities | (23.2) | (28.1) |
Financing Activities | ||
Proceeds from long-term debt | 35 | 0 |
Repayments of long-term debt | (73.8) | (40) |
Change in short-term borrowings | 41.5 | (3.3) |
Purchase of treasury stock | (53.3) | (45.7) |
Dividends paid | (30.2) | (28.2) |
Exercise of stock options and other | 1.9 | 4.4 |
Net cash used in financing activities | (78.9) | (112.8) |
Effect of exchange rate changes on cash | (5.2) | (9.6) |
Increase (decrease) in cash and cash equivalents | 30.7 | (32.3) |
Cash and cash equivalents, beginning of period | 187.1 | 193.3 |
Cash and cash equivalents, end of period | 217.8 | 161 |
Supplemental Cash Flow Information | ||
Income taxes paid | 21.9 | 19.8 |
Interest paid | 6.6 | 5.4 |
Supplemental Disclosure of Non-Cash Operating and Investing Transactions | ||
Accrued property, plant and equipment additions | 15.9 | 14.7 |
Leased assets obtained in exchange for new operating lease liabilities | $ 4.4 | $ 2.4 |
CONDENSED CONSOLIDATED STATEM_5
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY - USD ($) $ in Millions | Total | Common Stock | Additional Paid-in Capital | Retained Earnings | Accumulated Other Comprehensive Loss | Treasury Stock |
Beginning balance at Jul. 31, 2022 | $ 1,133.2 | $ 758.2 | $ 17 | $ 1,845.7 | $ (205.6) | $ (1,282.1) |
Increase (Decrease) in Stockholders' Equity | ||||||
Net earnings | 87.2 | 87.2 | ||||
Other comprehensive loss | (34.3) | (34.3) | ||||
Treasury stock acquired | (45.7) | (45.7) | ||||
Dividends declared | 0.1 | 0.1 | ||||
Stock compensation and other activity | 14.3 | 5.2 | (0.2) | 9.3 | ||
Ending balance at Oct. 31, 2022 | 1,154.8 | 758.2 | 22.2 | 1,932.8 | (239.9) | (1,318.5) |
Beginning balance at Jul. 31, 2023 | 1,320.7 | 758.2 | 24.8 | 2,087.8 | (172.5) | (1,377.6) |
Increase (Decrease) in Stockholders' Equity | ||||||
Net earnings | 92.1 | 92.1 | ||||
Other comprehensive loss | (35.8) | (35.8) | ||||
Treasury stock acquired | (53.7) | (53.7) | ||||
Dividends declared | 0.1 | 0.1 | ||||
Stock compensation and other activity | 12.7 | 0.8 | 0.2 | 11.7 | ||
Ending balance at Oct. 31, 2023 | $ 1,336.1 | $ 758.2 | $ 25.6 | $ 2,180.2 | $ (208.3) | $ (1,419.6) |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Oct. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Summary of Significant Accounting Policies | Note 1. Summary of Significant Accounting Policies Basis of Presentation The accompanying unaudited Condensed Consolidated Financial Statements of Donaldson Company, Inc. and its subsidiaries (the Company) have been prepared in accordance with generally accepted accounting prin ciples (GAAP) in the United States (U.S.) and the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and notes required for complete financial statements. In the opinion of management, all adjustments considered necessary for a fair statement of earnings, comprehensive income, financial position, cash flows and changes in stockholders’ equity have been included and a re of a normal recurring nature. Operating results for the three months ended October 31, 2023 are not necessarily indicative of the results that may be expected for future periods. The year-end Condensed Consolidated Balance Sheet information was derived from the Company’s Audited Consolidated Financial Statements but does not include all disclosures required by GAAP. For further information, refer to the Audited Consolidated Financial Statements and Notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended July 31, 2023. Principles of Consolidation The Condensed Consolidated Financial Statements include the accounts of the Company and all its majority-owned subsidiaries. All intercompany accounts and transactions have been eliminated. The Company’s joint ventures are not majority-owned and are accounted for under the equity method. Use of Estimates The preparation of the Company’s financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amount of assets and liabilities and the disclosures regarding contingent assets and liabilities at period end and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. New Significant Accounting Standard Recently Adopted In October 2021, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2021-08, Business Combinations (Topic 805), Accounting for Contract Assets and Contract Liabilities from Contracts with Customers. This ASU clarifies that an acquirer of a business should recognize and measure contract assets and contract liabilities in a business combination in accordance with ASU 2014-09, Revenue from Contracts with Customers (Topic 606) as if the entity had originated the contracts. The Company adopted ASU 2021-08 in the first quarter of fiscal 2024 and will apply this guidance to all future business combinations. The adoption did not have an impact on its Condensed Consolidated Financial Statements. New Significant Accounting Standards Not Yet Adopted The Company considers the applicability and impact of the FASB’s ASUs issued but not yet adopted. In October 2023, FASB issued ASU No. 2023-06, "Disclosure Improvements: Codification Amendments in Response to the SEC's Disclosure Update and Simplification Initiative," which modifies the disclosure or presentation requirements of various FASB topics in the Codification. The effective date for each amendment will be the date on which the SEC's removal of that related disclosure from Regulation S-K becomes effective, with early adoption prohibited. The Company does not expect adoption of this standard will have a material impact on its financial statements. In June 2022, the FASB issued ASU 2022-03, Fair Value Measurement (Topic 820), Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions, which clarifies that a contractual restriction on the sale of an equity security is not considered part of the unit of account of the equity security and, therefore, is not considered in measuring fair values; it also requires additional disclosures, including the nature and remaining duration of such restrictions. The guidance is effective for fiscal years beginning after December 15, 2023, with early application permitted. This ASU is applicable to the Company’s fiscal year beginning in the first quarter of fiscal 2025. The Company does not expect adoption of this standard will have a material impact on its financial statements. |
Acquisitions
Acquisitions | 3 Months Ended |
Oct. 31, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Acquisitions | Note 2. Acquisitions Univercells Technologies (UTEC) In the fourth quarter of fiscal 2023, the Company acquired UTEC, headquartered in Nivelles, Belgium, for cash consideration of €134.6 million, or $147.2 million, net of cash acquired. UTEC is a global producer of innovative biomanufacturing solutions for cell and gene therapy research, development and commercial manufacturing. UTEC is reported within the Company’s Life Sciences segment. The Company assigned the fair values to the net assets acquired resulting in $95.8 million for goodwill and $52.5 million for intangible assets, the amortization of which is not deductible for tax purposes, resulting in a deferred tax liability of $13.1 million and a deferred tax asset of $7.0 million. Net working capital was a net liability of $0.9 million; there were $6.6 million of other non-current assets and $0.7 million of other non-current liabilities. The purchase price allocation for this acquisition is preliminary pending the outcome of the final valuation of the net assets acquired. Net sales of UTEC were immaterial to the Consolidated Statements of Earnings for the three months ended October 31, 2023. Management expects to finalize the purchase accounting by the fourth quarter of fiscal 2024. Isolere Bio, Inc. (Isolere) In the third quarter of fiscal 2023, the Company acquired Isolere, headquartered in Durham, North Carolina, for cash consideration of $62.4 million, net of cash acquired. Isolere develops reagents and accompanying filtration processes used for the purification and streamlined manufacturing of biopharmaceuticals. Isolere is reported within the Company’s Life Sciences segment. The Company assigned the fair values to the net assets acquired resulting in $28.2 million for goodwill and $44.5 million for intangible assets, the amortization of which is not deductible for tax purposes, resulting in a deferred tax liability of $10.9 million. Net working capital was a net liability of $0.4 million; there were $1.2 million of other non-current assets and $0.2 million other non-current liabilities. Purchase accounting was finalized in the first quarter of fiscal 2024. Net sales of Isolere were immaterial to the Condensed Consolidated Statements of Earnings for the three months ended October 31, 2023. Purchase Price Summary The components of the above acquisitions, net of cash acquired in fiscal 2023, as of each acquisition date were as follows (in millions): 2023 Intangible assets: Technology $ 84.9 Trademarks and tradenames 8.2 Customer relationships 1.2 Non-competition agreements 2.7 Intangible assets acquired 97.0 Tangible assets, net 10.4 Assets acquired, net 107.4 Goodwill 124.0 Aggregate purchase price 231.4 Add deferred tax asset 7.0 Less deferred tax liability (24.0) Less cash acquired (4.8) Acquisitions, net of cash acquired $ 209.6 |
Revenue
Revenue | 3 Months Ended |
Oct. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Note 3. Revenue The Company recognizes revenue on a wide range of filtration solutions sold to customers in many industries around the globe. Most of the Company’s performance obligations within customer sales contracts are for manufactured filtration systems and replacement parts. The Company also performs limited services and installation. Customer contracts may include multiple performance obligations and the transaction price is allocated to each distinct performance obligation based on its relative standalone selling price. Revenue Disaggregation Net sales, generally disaggregated by location where the customer’s order was placed, were as follows (in millions): Three Months Ended 2023 2022 U.S. and Canada $ 381.5 $ 375.2 Europe, Middle East and Africa (EMEA) 234.4 226.7 Asia Pacific (APAC) 140.0 150.7 Latin America (LATAM) 90.4 94.7 Total net sales $ 846.3 $ 847.3 See Note 18 for net sales disaggregated by segment and business unit. Contract Assets and Liabilities The satisfaction of performance obligations and the resulting recognition of revenue typically correspond with billing of the customer. In limited circumstances, the customer may be billed at a time later than when revenue is recognized, resulting in contract assets, which are reported in other current assets on the Condensed Consolidated Balance Sheets. Contract assets were $11.9 million and $13.3 million as of October 31, 2023 and July 31, 2023, respectively. In other limited circumstances, the customer may make a payment at a time earlier than when revenue is recognized and prior to the satisfaction of performance obligations, resulting in contract liabilities, which are reported in deferred revenue on the Condensed Consolidated Balance Sheets. Contract liabilities were $26.0 million and $25.3 million as of October 31, 2023 and July 31, 2023, respectively. The Company will recognize revenue in future periods related to remaining performance obligations for certain open contracts. Generally, these contracts have terms of one year or less. The amount of revenue related to unsatisfied performance obligations in which the original duration of the contract is greater than one year is not significant. None of the Company’s contracts contained a significant financing component. |
Inventories, Net
Inventories, Net | 3 Months Ended |
Oct. 31, 2023 | |
Inventory Disclosure [Abstract] | |
Inventories, Net | Note 4. Inventories, Net The components of inventories, net were as follows (in millions): October 31, July 31, Raw materials $ 154.9 $ 155.1 Work in process 57.2 50.9 Finished products 217.5 212.1 Total inventories, net $ 429.6 $ 418.1 |
Property, Plant and Equipment,
Property, Plant and Equipment, Net | 3 Months Ended |
Oct. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment, Net | Note 5. Property, Plant and Equipment, Net The components of property, plant and equipment, net were as follows (in millions): October 31, July 31, Land $ 28.8 $ 29.3 Buildings 438.0 430.8 Machinery and equipment 997.6 989.0 Computer software 141.8 142.0 Construction in progress 83.3 107.7 Less accumulated depreciation (1,047.2) (1,045.9) Total property, plant and equipment, net $ 642.3 $ 652.9 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 3 Months Ended |
Oct. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Note 6. Goodwill and Intangible Assets Goodwill The Company allocates goodwill to reporting units within its Mobile Solutions, Industrial Solutions and Life Sciences segments. There were no dispositions or impairment charges recorded during the three months ended October 31, 2023 and 2022. Goodwill is assessed for impairment annually during the third quarter of the fiscal year, or more frequently if events or changes in circumstances indicate the asset may be impaired. The Company performed its annual impairment assessment during the third quarter of fiscal 2023 and did not record any impairment as a result of this assessment. Goodwill by reportable segment was as follows (in millions): Mobile Solutions Segment Industrial Solutions Segment Life Sciences Segment Total Balance as of July 31, 2023 $ 25.5 $ 289.1 $ 166.5 $ 481.1 Purchase price adjustments — — (1.1) (1.1) Foreign currency translation (0.1) (5.6) (5.0) (10.7) Balance as of October 31, 2023 $ 25.4 $ 283.5 $ 160.4 $ 469.3 Intangible Assets Intangible assets preliminarily recognized from the UTEC acquisition were $52.5 million, of which $43.2 million was technology with an 18 year useful life, $6.7 million was trademarks with a 10 year useful life, $1.4 million was non-competition agreements with a 2 year useful life and $1.2 million was customer relationships with a 20 year useful life. There was a foreign currency translation loss of $3.2 million and $2.1 million for the three months ended October 31, 2023 and 2022, respectively. Intangible asset classes were as follows (in millions): Three Months Ended October 31, 2023 Weighted Amortizable Life (in Years) Gross Carrying Amount Accumulated Amortization Net Customer relationships 10.6 $ 105.5 $ (65.9) $ 39.6 Patents 18.7 33.4 (6.7) 26.7 Trademarks 8.8 15.6 (4.2) 11.4 Technology 17.1 115.4 (14.4) 101.0 Non-compete agreements 3.0 3.9 (0.9) 3.0 Total intangible assets $ 273.8 $ (92.1) $ 181.7 Twelve Months Ended July 31, 2023 Weighted Amortizable Life (in Years) Gross Carrying Amount Accumulated Amortization Net Customer relationships 10.8 $ 107.8 $ (65.6) $ 42.2 Patents 18.9 33.4 (6.3) 27.1 Trademarks 9.0 15.9 (3.9) 12.0 Technology 17.2 116.3 (12.9) 103.4 Non-compete agreements 3.1 4.0 (0.6) 3.4 Total intangible assets $ 277.4 $ (89.3) $ 188.1 Intangible asset amortization expense was $4.0 million and $2.5 million for the three months ended October 31, 2023 and 2022, respectively. Amortization expense is included in selling, general and administrative expenses in the Condensed Consolidated Statements of Earnings. |
Long-Term Debt
Long-Term Debt | 3 Months Ended |
Oct. 31, 2023 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Note 7. Long-Term Debt As of October 31, 2023, there was $437.5 million available and $55.0 million outstanding on the Company’s $500.0 million unsecured revolving credit facility that expires on May 21, 2026. Certain debt agreements contain financial covenants related to interest coverage and leverage ratios, as well as other non-financial covenants. As of October 31, 2023, the Company was in compliance with all such covenants. |
Income Taxes
Income Taxes | 3 Months Ended |
Oct. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 8. Income Taxes The Company files income tax returns in the U.S. federal jurisdiction and various state and foreign jurisdictions. The U.S. Internal Revenue Service has completed examinations of the Company’s U.S. federal income tax returns through fiscal 2019. With few exceptions, the Company is no longer subject to state and foreign income tax examinations by tax authorities for years before fiscal 2018. As of October 31, 2023, gross unrecognized tax benefits were $15.1 million and accrued interest and penalties on these unrecognized tax benefits were $1.9 million. The Company recognizes accrued interest and penalties related to unrecognized tax benefits in income taxes in the Condensed Consolidated Statements of Earnings. The Company estimates within the next 12 months it is reasonably possible its uncertain tax positions could decrease by as much as $4.0 million due to lapses in statutes of limitation. The statutes of limitation periods for the Company’s various tax jurisdictions range from two years to 10 years. The Company believes it is remote that any adjustment necessary to the reserve for income taxes over the next 12 months will be material. However, it is possible the ultimate resolution of audits or disputes may result in a material change to the reserve for income taxes, although the quantification of such potential adjustments cannot be made at this time. |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Oct. 31, 2023 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Note 9. Earnings Per Share Basic net earnings per share (EPS) is computed by dividing net earnings by the weighted average number of outstanding common shares. Diluted net EPS is computed by dividing net earnings by the weighted average number of outstanding common shares and common share equivalents relating to stock options and other stock incentive plans. Basic and diluted net EPS calculations were as follows (in millions, except per share amounts): Three Months Ended 2023 2022 Net earnings $ 92.1 $ 87.2 Weighted average common shares outstanding Weighted average common shares – basic 120.9 122.6 Dilutive impact of stock-based awards 1.7 1.3 Weighted average common shares – diluted 122.6 123.9 Net EPS – basic $ 0.76 $ 0.71 Net EPS – diluted $ 0.75 $ 0.70 Impact of potentially anti-dilutive stock options excluded from net EPS calculation — 1.7 |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Oct. 31, 2023 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity | Note 10. Stockholders’ Equity Share Repurchases In May 2019, the Company’s Board of Directors authorized the repurchase of up to 13.0 million shares of common stock under the Company’s stock repurchase plan. This repurchase authorization is effective until terminated by the Board of Directors. During the three months ended October 31, 2023, the Company repurchased 0.9 million shares for $53.7 million. During the three months ended October 31, 2022, the Company repurchased 0.9 million shares for $45.7 million. As of October 31, 2023, the Company had remaining authorization to repurchase 2.0 million shares under this plan. On November 17, 2023, the Board of Directors authorized the repurchase of up to 12.0 million shares of common stock under the Company’s stock repurchase plan. This repurchase authorization was effective immediately and will expire or terminate only upon action by the Board of Directors. The remaining shares under the May 2019 authorization were terminated. Dividends Dividends paid were 25.0 cents and 23.0 cents per common share for the three months ended October 31, 2023 and 2022, respectively. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 3 Months Ended |
Oct. 31, 2023 | |
Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Accumulated Other Comprehensive Loss | Note 11. Accumulated Other Comprehensive Loss Changes in accumulated other comprehensive loss for the three months ended October 31, 2023 and 2022 were as follows (in millions): Foreign Pension Derivative Total Balance as of July 31, 2023, net of tax $ (109.6) $ (67.2) $ 4.3 $ (172.5) Other comprehensive (loss) income before reclassifications and tax (37.6) — 0.2 (37.4) Tax expense — — (0.1) (0.1) Other comprehensive (loss) income before reclassifications, net of tax (37.6) — 0.1 (37.5) Reclassifications, before tax — 1.2 (1) 0.9 2.1 Tax expense — (0.2) (0.2) (0.4) Reclassifications, net of tax — 1.0 0.7 (2) 1.7 Other comprehensive (loss) income, net of tax (37.6) 1.0 0.8 (35.8) Balance as of October 31, 2023, net of tax $ (147.2) $ (66.2) $ 5.1 $ (208.3) Balance as of July 31, 2022, net of tax $ (143.6) $ (67.5) $ 5.5 $ (205.6) Other comprehensive (loss) income before reclassifications and tax (40.1) — 4.5 (35.6) Tax expense — — (1.1) (1.1) Other comprehensive (loss) income before reclassifications, net of tax (40.1) — 3.4 (36.7) Reclassifications, before tax — 1.6 (1) 1.8 3.4 Tax expense — (0.4) (0.6) (1.0) Reclassifications, net of tax — 1.2 1.2 (2) 2.4 Other comprehensive (loss) income, net of tax (40.1) 1.2 4.6 (34.3) Balance as of October 31, 2022, net of tax $ (183.7) $ (66.3) $ 10.1 $ (239.9) (1) Amounts include foreign currency translation losses of $0.9 million and $1.0 million and net amortization of prior service costs and actuarial losses of $0.3 million and $0.6 million in fiscal 2024 and 2023, respectively, included in other income, net in the Condensed Consolidated Statements of Earnings, see Note 13. (2) Relates to designated foreign currency forward contracts that were reclassified from accumulated other comprehensive loss on the Condensed Consolidated Balance Sheets to net sales, cost of sales and selling, general and administrative expenses in the Condensed Consolidated Statements of Earnings, see Note 14. |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Oct. 31, 2023 | |
Share-Based Payment Arrangement, Noncash Expense [Abstract] | |
Stock-Based Compensation | Note 12. Stock-Based Compensation The Company recognizes compensation expense for all stock-based awards based on the grant date fair value of the award. Stock-based awards consist primarily of non-qualified stock options, performance-based awards, restricted stock awards and restricted stock units. Grants related to restricted stock awards and restricted stock units are immaterial. The Company issues treasury shares for stock options and performance-based awards. Stock Options The exercise price of options granted is equal to the market price of the Company’s common stock at the date of the grant. Options are generally exercisable for up to 10 years from the date of grant and vest in equal increments over three years. Pretax stock-based compensation expense associated with options was $8.5 million and $7.5 million for the three months ended October 31, 2023 and 2022, respectively. Fair value is calculated using the Black-Scholes option pricing model. The weighted average fair value for options granted was $18.91 and $15.50 per share during the three months ended October 31, 2023 and 2022, respectively. Option activity was as follows: Options Weighted Balance outstanding as of July 31, 2023 6,777,407 $ 47.80 Granted 770,038 59.66 Exercised (165,279) 42.93 Expired/forfeited (20,478) 55.01 Balance outstanding as of October 31, 2023 7,361,688 $ 49.13 Performance-Based Awards Performance-based awards are payable in common stock and are based on a formula that measures Company performance over a three-year period. These awards are settled after three years with payouts ranging from 0% to 200% of the target award depending on achievement. Pretax performance-based awards expense was $1.6 million and $1.8 million for the three mo nths ended October 31, 2023 and 2022 , respectively. Performance-based awards for non-vested activity were as follows: Performance Shares Weighted Balance outstanding as of July 31, 2023 194,761 $ 54.46 Granted 114,800 59.66 Vested — — Forfeited — — Balance outstanding as of October 31, 2023 309,561 $ 56.39 |
Employee Benefit Plans
Employee Benefit Plans | 3 Months Ended |
Oct. 31, 2023 | |
Retirement Benefits, Description [Abstract] | |
Employee Benefit Plans | Note 13. Employee Benefit Plans The Company has defined benefit pension plans for certain hourly and salaried employees. They consist of plans in the U.S., Belgium, Germany, Mexico and the United Kingdom. These plans generally provide pension benefits based on years of service and compensation level. Components of net periodic pension costs other than the service cost component are included in other income, net in the Condensed Consolidated Statements of Earnings. Net periodic pension costs for the Company’s pension plans were as follows (in millions): Three Months Ended 2023 2022 Service cost $ 1.2 $ 1.6 Interest cost 5.1 4.1 Expected return on assets (6.4) (6.3) Prior service cost amortization — 0.1 Actuarial loss amortization 0.3 0.5 Net periodic pension costs $ 0.2 $ — The Company’s general funding policy is to make at least the minimum required contributions under applicable regulations, plus any additional amounts it determines to be appropriate. Future required pension plan contributions may change significantly depending on the actual rate of return on plan assets, discount rates and regulatory requirements. |
Derivative Instruments and Hedg
Derivative Instruments and Hedging | 3 Months Ended |
Oct. 31, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments and Hedging | Note 14. Derivative Instruments and Hedging Derivative Fair Value Measurements The Company enters into derivative instrument agreements, including foreign currency forward contracts and net investment hedges, to manage risk in connection with changes in foreign currency. The Company only enters into derivative instrument agreements with counterparties who have highly rated credit. There is risk the counterparties to derivative contracts will fail to meet their contractual obligations. In order to mitigate counterparty credit risk, the Company only enters into contracts with carefully selected financial institutions based upon their credit ratings and certain other financial factors. Contract provisions may require the posting of collateral or settlement of the contracts for various reasons, including if the Company’s credit ratings are downgraded below its investment grade credit rating by any of the major credit agencies or for cross default contractual provisions if there is a failure under other financing arrangements related to payment terms or covenants. As of October 31, 2023 and July 31, 2023, no collateral was posted. The Company does not enter into derivative instrument agreements for trading or speculative purposes. For discussion on the fair value of the Company’s derivatives, see Note 15. Foreign Currency Forward Contracts - Cash Flow Hedges and Derivatives Not Designated as Hedging Instruments The Company buys materials from foreign suppliers. Those transactions can be denominated in those suppliers’ local currency. The Company also sells to customers in foreign countries. Those transactions can be denominated in those customers’ local currency. Both of these transaction types can create volatility in the Company’s financial statements. The Company uses foreign currency forward contracts to manage those exposures and fluctuations. These contracts generally mature in 12 months or less, which is consistent with the forecasts of the related purchases and sales. Certain contracts are designated as cash flow hedges, whereas the remaining contracts, most of which are related to certain intercompany transactions which offset balance sheet exposure, are not designated as hedging instruments. The total notional amount of the foreign currency forward contracts designated as hedges was $76.7 million and $84.9 million as of October 31, 2023 and July 31, 2023, respectively. The total notional amount of the foreign currency forward contracts not designated as hedges was $147.2 million and $147.5 million as of October 31, 2023 and July 31, 2023, respectively. Changes in the fair value of the Company’s designated hedges are reported in accumulated other comprehensive loss on the Condensed Consolidated Balance Sheets until the related transaction occurs, see Note 11. Designated hedges are recognized as a component of either net sales, cost of sales, selling, general and administrative expenses or other income, net in the Condensed Consolidated Statements of Earnings upon occurrence of the related hedged transaction. Hedges which are not designated are recognized in other income, net in the Condensed Consolidated Statements of Earnings along with the related hedged transactions. Changes in the fair value of hedges which are not designated, are recognized in other income, net in the Condensed Consolidated Statements of Earnings. Amounts related to foreign currency forward contracts designated as hedges are expected to be reclassified into earnings during the next 12 months based upon the timing of inventory purchases and sales. Net Investment Hedges The Company uses fixed-to-fixed cross-currency swap agreements to hedge its exposure to adverse foreign currency exchange rate movements for i ts operations in Europe. The Company has elected the spot method for designating these contracts as net investment hedges. The total notional amount of net investment hedges was €80 million, or $88.8 million , as of October 31, 2023 and July 31, 2023. The maturity dates range from 2027 to 2029. Gains and losses resulting from a change in fair value of the net investment hedge are offset by gains and losses on the underlying foreign currency exposure and are included in accumulated other comprehensive loss on the Condensed Consolidated Balance Sheets. Amounts related to excluded components associated with the net investment hedge are expected to be reclassified into earnings in interest expense in the Condensed Consolidated Statements of Earnings through their maturity. Cash Flows Cash flows from derivative transactions are recorded in operating activities in the Condensed Consolidated Statements of Cash Flows. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Oct. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Note 15. Fair Value Measurements Fair value measurements of financial instruments are reported in one of three levels based on the lowest level of significant input used. For Level 1, inputs to the fair value measurement are quoted prices in active markets for identical assets or liabilities. For Level 2, inputs to the fair value measurement include quoted prices in active markets for similar assets or liabilities, quoted prices for identical or similar assets or liabilities in markets that are not active and inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly. For Level 3, inputs to the fair value measurement are unobservable inputs or are based on valuation techniques. Short-Term Financial Instruments As of October 31, 2023 and July 31, 2023, the carrying values of cash and cash equivalents, accounts receivable, short-term borrowings and accounts payable approximate fair value because of the short-term nature of these instruments. Short-term financial instruments are classified as Level 1 in the fair value hierarchy. Long-Term Debt As of October 31, 2023, the estimated fair values of fixed interest rate long-term debt were $370.8 million compared to the carrying values of $425.0 million, inclusive of a current portion with a fair value of $123.7 million and carrying value of $125.0 million. As of July 31, 2023, the estimated fair values of fixed interest rate long-term debt were $378.9 million compared to the carrying values of $425.0 million. The fair values are estimated by discounting the projected cash flows using the interest rates at which similar amounts of debt could currently be borrowed. The carrying values of total variable interest rate long-term debt were $153.5 million and $198.4 million as of October 31, 2023 and July 31, 2023, respectively and approximate their fair values. Long-term deb t is cl assified as Level 2 in the fair value hierarchy. Equity Method Investments The Company holds equity method investments in its joint ventures, which are included in other long-term assets on the Condensed Consolidated Balance Sheets. The aggregate carrying amount of these investments was $23.5 million and $24.4 million as of October 31, 2023 and July 31, 2023, respectively. These equity method investments are measured at fair value on a non-recurring basis. The fair value of the Company’s equity method investments has not been adjusted as there have been no triggering events or changes in circumstance that would have had an adverse impact on the value of these investments. In the event these investments are required to be measured, they would fall within Level 3 of the fair value hierarchy due to the use of significant unobservable inputs to determine fair value, as the investments are in privately-held entities. Derivative Fair Value Measurements The fair values of the Company’s foreign currency forward contracts and net investment hedges reflect the amounts that would be received to sell the assets or paid to transfer the liabilities in an orderly transaction between market participants at the measurement date (exit price). The fair values are based on inputs other than quoted prices that are observable for the asset or liability and are determined by standard calculations and models that use readily observable market parameters. These inputs include foreign currency exchange rates. Industry standard data providers are the primary source for forward and spot rate information for foreign currency exchange rates. The fair values of the Company’s foreign currency forward contracts and net investment hedges are classified as Level 2 in the fair value hierarchy. For discussion of the Company’s derivatives and hedging, see Note 14. Fair Value of Derivatives Contracts The fair value of the Company’s derivative contracts, recorded on the Condensed Consolidated Balance Sheets, was as follows (in millions): Assets Liabilities Balance Sheet Location October 31, July 31, October 31, July 31, Designated as hedging instruments Foreign currency forward contracts Other current assets and other current liabilities $ 1.7 $ 0.6 $ 1.0 $ 0.1 Net investment hedges Other current assets and other long-term assets 4.7 3.6 — — Total designated 6.4 4.2 1.0 0.1 Not designated as hedging instruments Foreign currency forward contracts Other current assets and other current liabilities 0.6 0.7 1.6 1.4 Total not designated 0.6 0.7 1.6 1.4 Total $ 7.0 $ 4.9 $ 2.6 $ 1.5 Amounts related to excluded components, such as forward points, are excluded from the assessment of hedge effectiveness of net investment hedges and are expected to be reclassified into earnings throughout their maturity dates. See Note 11 for additional information on accumulated other comprehensive loss. Fair Value of Contingent Consideration The fair value of the contingent consideration liability is determined using a probability-weighted discounted cash flow method. This fair value measurement is based on unobservable inputs in the market and thus, represents a Level 3 measurement within the fair value hierarchy. This analysis reflects the contractual terms of the purchase agreement (e.g., potential payment amounts, length of measurement periods, manner of calculating any amounts due) and utilizes assumptions with regard to future financial and operational milestones, probabilities of achieving such milestones and a discount rate. Depending on the contractual terms of the purchase agreement, the probability of achieving such milestones generally represents the only significant unobservable input. The contingent consideration liability is measured at fair value each reporting period and changes in estimates of fair value are recognized in earnings. The fair value of the Company’s contingent consideration liability that uses unobservable inputs was $25.2 million as of October 31, 2023 and $25.0 million as of July 31, 2023. The maximum potential payout of the contingent consideration as of October 31, 2023 and July 31, 2023 was $30.7 million, see Note 17. |
Guarantees
Guarantees | 3 Months Ended |
Oct. 31, 2023 | |
Guarantees [Abstract] | |
Guarantees | Note 16. Guarantees Letters of Credit The Company has letters of credit which guarantee payment to third parties in the event the Company is in breach of contract terms as detailed in each letter of credit. The outstanding contingent liability for standby letters of credit was as follows (in millions): October 31, July 31, Contingent liability for standby letters of credit issued under the Company’s revolving credit facility $ 7.5 $ 7.5 Amounts drawn for letters of credit under the Company’s revolving credit facility $ — $ — Advanced Filtration Systems Inc. (AFSI) The Company has an unconsolidated joint venture, AFSI, established by the Company and Caterpillar Inc. (Caterpillar) in 1986. AFSI designs and manufactures high-efficiency fluid filters used in Caterpillar’s machinery worldwide. The Company and Caterpillar equally own the shares of AFSI and both companies guaran tee certain debt and banking services, including credit and debit cards, merchant processing and treasury management services, of the joint venture. The Company accounts for AFSI as an equity method investment. The outstanding debt relating to AFSI, which the Company guarantees half, was $56.6 million and $59.6 million as of October 31, 2023 and July 31, 2023, respectively. AFSI has a $63.0 million revolving credit facility, which expires July 31, 2024 and an additional $17.0 million multi-currency revolving credit facility, which terminates upon notification by either AFSI or the financial institution. Earnings from AFSI, which are recorded in other income, net in the Condensed Consolidated Statements of Earnings, were $1.7 million and $1.3 million for the three months ended October 31, 2023 and 2022, respectively. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Oct. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 17. Commitments and Contingencies The Company records provisions when it is probable a liability has been incurred and the amount of the loss can be reasonably estimated. Claims and litigation are reviewed quarterly and provisions are taken or adjusted to reflect the status of a particular matter. The Company believes the estimated liability in its Condensed Consolidated Financial Statements for claims or litigation is adequate and appropriate for the probable and estimable outcomes. Liabilities recorded were not material to the Company’s financial position, results of operations or liquidity. The Company believes it is remote that the settlement of any of the currently identified claims or litigation will be materially in excess of what is accrued. Contingent Compensation and Consideration Acquisition Agreement - Purilogics The Company's agreement with Purilogics includes deferred payment provisions representing potential milestone payments for Purilogics’ former owners. The provisions are made up of two general types of arrangements, contingent compensation and contingent consideration. The contingent compensation arrangement is contingent on the former owner’s future employment with the Company and the related amounts are recognized over the required employment period. The contingent consideration is not contingent on employment and was recorded as purchase consideration in both other current and other long-term liabilities on the Condensed Consolidated Balance Sheets at the time of the initial acquisition based on the fair value of the estimated liability. The amounts are paid over a three The total contingent compensation arrangement liability was $1.3 million and $1.1 million as of October 31, 2023 and July 31, 2023, respectively, which was included in other long-term liabilities on the Condensed Consolidated Balance Sheets. The maximum payout of the contingent compensation arrangement upon completion of the future performance periods was $3.0 million as of October 31, 2023 and July 31, 2023, inclusive of the $1.3 million and $1.1 million accrued, respectively. The Company primarily determines the contingent consideration liability based on the forecasted probability of achieving the respective milestones. The contingent consideration liability is measured at fair value each reporting period and changes in estimates of fair value are recognized in earnings. The total contingent consideration liability was $23.5 million and $23.2 million as of October 31, 2023 and July 31, 2023, respectively and was included in other current and other long-term liabilities on the Condensed Consolidated Balance Sheets. The maximum payout of the contingent consideration was $29.0 million, inclusive of the $23.5 million and $23.2 million accrued as of October 31, 2023 and July 31, 2023, respectively. Other Acquisition Agreements For other acquisitions, there was no contingent compensation arrangement liability as of October 31, 2023, as the contingent compensation agreement was terminated. The total contingent compensation arrangement liability was $0.9 million as of July 31, 2023, which was included in other long-term liabilities on the Condensed Consolidated Balance Sheets. The total contingent consideration liability was $1.7 million, which was included in other long-term liabilities on the Condensed Consolidated Balance Sheets, as of October 31, 2023 and July 31, 2023. The maximum payout of the contingent consideration was $1.7 million, which concludes three years from the acquisition date of November 22, 2021 and was fully accrued as of October 31, 2023 and July 31, 2023. For additional discussion regarding the fair value of the Company’s contingent consideration liability, see Note 15. |
Segment Reporting
Segment Reporting | 3 Months Ended |
Oct. 31, 2023 | |
Segment Reporting [Abstract] | |
Segment Reporting | Note 18. Segment Reporting The Company’s reportable segments are: Mobile Solutions, Industrial Solutions and Life Sciences. The organizational structure also includes Corporate and Unallocated which includes interest expense and certain corporate expenses determined to be non-allocable to the segments, such as restructuring charges and business development expenses. The Company determines its operating segments consistent with the manner in which it manages its operations and evaluates performance for internal review and decision-making. For the three months ended October 31, 2022, Corporate and Unallocated also included non-recurring charges of $7.6 million, see Note 19. The Mobile Solutions segment is organized based on a combination of customers and products and consists of the Off-Road, On-Road and Aftermarket business units. Within these business units, products consist of replacement filters for both air and liquid filtration applications and filtration housings for new equipment production and systems related to exhaust and emissions. Applications include air filtration systems, fuel, lube and hydraulic systems, emissions systems and sensors, indicators and monitoring systems. Mobile Solutions sells to original equipment manufacturers (OEMs) in the construction, mining, agriculture and transportation end markets and to independent distributors and OEM dealer networks. The Industrial Solutions segment is organized based on product type and consists of the Industrial Air Filtration, Industrial Gasses, Industrial Hydraulics, Power Generation and Aerospace and Defense business units. Within our Industrial Solutions portfolio, Donaldson provides a wide product offering in the market to industrial customers consisting of equipment, ancillary components, replacement parts, performance monitoring and service globally, that cost-effectively enhances productivity and manufacturing efficiency. Industrial Air Filtration, Industrial Gasses and Industrial Hydraulics products consist of dust, fume and mist collectors, compressed air and industrial gasses purification systems, hydraulic and lubricated rotating filtration applications as well as gas and liquid filtration for industrial processes. Power Generation products consist of air inlet systems and filtration sold to gas compression, power generation and natural gas liquification industries. Aerospace and Defense products consist of air, fuel, lubrication and hydraulic filtration for fixed-wing and rotorcraft aerospace applications and ground defense vehicle and naval platforms. Industrial Solutions businesses sell through multiple channels which include OEMs, distributors and direct-to-consumer in some markets. The Life Sciences segment is organized by end market, including the Bioprocessing, Food and Beverage, Medical Device, Vehicle Electrification, Microelectronics and Disk Drive business units. Our products include gas and liquid filtration bioprocessing equipment (including bioreactors, fermenters and filtration skids), bioprocessing consumables (including membrane chromatography devices, reagents and filters) and specialized air and gas filtration systems for hard disk drive, semiconductor and electric vehicle applications. Life Sciences primarily sells to large OEMs and directly to various end users requiring cell growth, separation, purification, high purity filtration and device protection. The Company is an integrated enterprise, characterized by substantial intersegment cooperation, cost allocations and sharing of assets. Therefore, the Company does not represent that these segments, if operated independently, would report earnings before income taxes and other financial information as stated below. Segment details were as follows (in millions): Three Months Ended 2023 2022 Net sales Mobile Solutions $ 540.0 $ 555.0 Industrial Solutions 246.2 229.6 Life Sciences 60.1 62.7 Total Company $ 846.3 $ 847.3 Earnings (loss) before income taxes Mobile Solutions $ 92.2 $ 80.3 Industrial Solutions 43.3 37.6 Life Sciences (4.2) 10.8 Corporate and unallocated (8.4) (12.1) Total Company $ 122.9 $ 116.6 Assets by segment were as follows (in millions): October 31, 2023 July 31, 2023 Mobile Solutions $ 1,266.4 $ 1,243.8 Industrial Solutions 770.8 788.1 Life Sciences 509.6 513.8 Corporate and unallocated 221.8 224.8 Total assets $ 2,768.6 $ 2,770.5 Net sales by business unit were as follows (in millions): Three Months Ended 2023 2022 Mobile Solutions segment Off-Road $ 94.7 $ 103.7 On-Road 37.8 36.0 Aftermarket 407.5 415.3 Total Mobile Solutions segment 540.0 555.0 Industrial Solutions segment Industrial Filtration Solutions 210.6 196.0 Aerospace and Defense 35.6 33.6 Total Industrial Solutions segment 246.2 229.6 Life Sciences segment Total Life Sciences segment 60.1 62.7 Total Company $ 846.3 $ 847.3 Concentrations There were no customers that accounted for over 10% of net sales for the three months ended October 31, 2023 or 2022. There were no customers that accounted for over 10% of gross accounts receivable as of October 31, 2023 or July 31, 2023. |
Restructuring and Other Charges
Restructuring and Other Charges | 3 Months Ended |
Oct. 31, 2023 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Other Charges | Note 19. Restructuring and Other Charges During the first quarter of fiscal 2023, the Company announced a company-wide organizational redesign to further support the Company’s growth strategies and better serve its customers. In conjunction with the organizational redesign, the Company recorded $7.6 million of charges consisting of $4.2 million of severance charges and $3.4 million of other organizational redesign costs during the three months ended October 31, 2022. These amounts were included in selling, general and administrative expenses in the accompanying Condensed Consolidated Statements of Earnings. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Millions | 3 Months Ended | |
Oct. 31, 2023 | Oct. 31, 2022 | |
Pay vs Performance Disclosure | ||
Net earnings | $ 92.1 | $ 87.2 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Oct. 31, 2023 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Oct. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited Condensed Consolidated Financial Statements of Donaldson Company, Inc. and its subsidiaries (the Company) have been prepared in accordance with generally accepted accounting prin ciples (GAAP) in the United States (U.S.) and the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and notes required for complete financial statements. In the opinion of management, all adjustments considered necessary for a fair statement of earnings, comprehensive income, financial position, cash flows and changes in stockholders’ equity have been included and a re of a normal recurring nature. Operating results for the three months ended October 31, 2023 are not necessarily indicative of the results that may be expected for future periods. The year-end Condensed Consolidated Balance Sheet information was derived from the Company’s Audited Consolidated Financial Statements but does not include all disclosures required by GAAP. For further information, refer to the Audited Consolidated Financial Statements and Notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended July 31, 2023. |
Principles Of Consolidation | Principles of Consolidation |
Use of Estimates | Use of Estimates The preparation of the Company’s financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amount of assets and liabilities and the disclosures regarding contingent assets and liabilities at period end and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. |
New Significant Accounting Standards Recently Adopted and Not Yet Adopted | New Significant Accounting Standard Recently Adopted In October 2021, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2021-08, Business Combinations (Topic 805), Accounting for Contract Assets and Contract Liabilities from Contracts with Customers. This ASU clarifies that an acquirer of a business should recognize and measure contract assets and contract liabilities in a business combination in accordance with ASU 2014-09, Revenue from Contracts with Customers (Topic 606) as if the entity had originated the contracts. The Company adopted ASU 2021-08 in the first quarter of fiscal 2024 and will apply this guidance to all future business combinations. The adoption did not have an impact on its Condensed Consolidated Financial Statements. New Significant Accounting Standards Not Yet Adopted The Company considers the applicability and impact of the FASB’s ASUs issued but not yet adopted. In October 2023, FASB issued ASU No. 2023-06, "Disclosure Improvements: Codification Amendments in Response to the SEC's Disclosure Update and Simplification Initiative," which modifies the disclosure or presentation requirements of various FASB topics in the Codification. The effective date for each amendment will be the date on which the SEC's removal of that related disclosure from Regulation S-K becomes effective, with early adoption prohibited. The Company does not expect adoption of this standard will have a material impact on its financial statements. In June 2022, the FASB issued ASU 2022-03, Fair Value Measurement (Topic 820), Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions, which clarifies that a contractual restriction on the sale of an equity security is not considered part of the unit of account of the equity security and, therefore, is not considered in measuring fair values; it also requires additional disclosures, including the nature and remaining duration of such restrictions. The guidance is effective for fiscal years beginning after December 15, 2023, with early application permitted. This ASU is applicable to the Company’s fiscal year beginning in the first quarter of fiscal 2025. The Company does not expect adoption of this standard will have a material impact on its financial statements. |
Earnings Per Share | Basic net earnings per share (EPS) is computed by dividing net earnings by the weighted average number of outstanding common shares. Diluted net EPS is computed by dividing net earnings by the weighted average number of outstanding common shares and common share equivalents relating to stock options and other stock incentive plans. |
Acquisitions (Tables)
Acquisitions (Tables) | 3 Months Ended |
Oct. 31, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of components of acquisitions, net of cash acquired | The components of the above acquisitions, net of cash acquired in fiscal 2023, as of each acquisition date were as follows (in millions): 2023 Intangible assets: Technology $ 84.9 Trademarks and tradenames 8.2 Customer relationships 1.2 Non-competition agreements 2.7 Intangible assets acquired 97.0 Tangible assets, net 10.4 Assets acquired, net 107.4 Goodwill 124.0 Aggregate purchase price 231.4 Add deferred tax asset 7.0 Less deferred tax liability (24.0) Less cash acquired (4.8) Acquisitions, net of cash acquired $ 209.6 |
Revenue (Tables)
Revenue (Tables) | 3 Months Ended |
Oct. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of disaggregation of revenue | Net sales, generally disaggregated by location where the customer’s order was placed, were as follows (in millions): Three Months Ended 2023 2022 U.S. and Canada $ 381.5 $ 375.2 Europe, Middle East and Africa (EMEA) 234.4 226.7 Asia Pacific (APAC) 140.0 150.7 Latin America (LATAM) 90.4 94.7 Total net sales $ 846.3 $ 847.3 See Note 18 for net sales disaggregated by segment and business unit. |
Inventories, Net (Tables)
Inventories, Net (Tables) | 3 Months Ended |
Oct. 31, 2023 | |
Inventory Disclosure [Abstract] | |
Schedule of inventories | The components of inventories, net were as follows (in millions): October 31, July 31, Raw materials $ 154.9 $ 155.1 Work in process 57.2 50.9 Finished products 217.5 212.1 Total inventories, net $ 429.6 $ 418.1 |
Property, Plant and Equipment_2
Property, Plant and Equipment, Net (Tables) | 3 Months Ended |
Oct. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property, plant and equipment | The components of property, plant and equipment, net were as follows (in millions): October 31, July 31, Land $ 28.8 $ 29.3 Buildings 438.0 430.8 Machinery and equipment 997.6 989.0 Computer software 141.8 142.0 Construction in progress 83.3 107.7 Less accumulated depreciation (1,047.2) (1,045.9) Total property, plant and equipment, net $ 642.3 $ 652.9 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 3 Months Ended |
Oct. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of reconciliation of goodwill | Goodwill by reportable segment was as follows (in millions): Mobile Solutions Segment Industrial Solutions Segment Life Sciences Segment Total Balance as of July 31, 2023 $ 25.5 $ 289.1 $ 166.5 $ 481.1 Purchase price adjustments — — (1.1) (1.1) Foreign currency translation (0.1) (5.6) (5.0) (10.7) Balance as of October 31, 2023 $ 25.4 $ 283.5 $ 160.4 $ 469.3 |
Schedule of finite-lived intangible assets | Intangible asset classes were as follows (in millions): Three Months Ended October 31, 2023 Weighted Amortizable Life (in Years) Gross Carrying Amount Accumulated Amortization Net Customer relationships 10.6 $ 105.5 $ (65.9) $ 39.6 Patents 18.7 33.4 (6.7) 26.7 Trademarks 8.8 15.6 (4.2) 11.4 Technology 17.1 115.4 (14.4) 101.0 Non-compete agreements 3.0 3.9 (0.9) 3.0 Total intangible assets $ 273.8 $ (92.1) $ 181.7 Twelve Months Ended July 31, 2023 Weighted Amortizable Life (in Years) Gross Carrying Amount Accumulated Amortization Net Customer relationships 10.8 $ 107.8 $ (65.6) $ 42.2 Patents 18.9 33.4 (6.3) 27.1 Trademarks 9.0 15.9 (3.9) 12.0 Technology 17.2 116.3 (12.9) 103.4 Non-compete agreements 3.1 4.0 (0.6) 3.4 Total intangible assets $ 277.4 $ (89.3) $ 188.1 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 3 Months Ended |
Oct. 31, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of basic and diluted net earnings per share | Basic and diluted net EPS calculations were as follows (in millions, except per share amounts): Three Months Ended 2023 2022 Net earnings $ 92.1 $ 87.2 Weighted average common shares outstanding Weighted average common shares – basic 120.9 122.6 Dilutive impact of stock-based awards 1.7 1.3 Weighted average common shares – diluted 122.6 123.9 Net EPS – basic $ 0.76 $ 0.71 Net EPS – diluted $ 0.75 $ 0.70 Impact of potentially anti-dilutive stock options excluded from net EPS calculation — 1.7 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 3 Months Ended |
Oct. 31, 2023 | |
Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Schedule of changes in accumulated other comprehensive loss | Changes in accumulated other comprehensive loss for the three months ended October 31, 2023 and 2022 were as follows (in millions): Foreign Pension Derivative Total Balance as of July 31, 2023, net of tax $ (109.6) $ (67.2) $ 4.3 $ (172.5) Other comprehensive (loss) income before reclassifications and tax (37.6) — 0.2 (37.4) Tax expense — — (0.1) (0.1) Other comprehensive (loss) income before reclassifications, net of tax (37.6) — 0.1 (37.5) Reclassifications, before tax — 1.2 (1) 0.9 2.1 Tax expense — (0.2) (0.2) (0.4) Reclassifications, net of tax — 1.0 0.7 (2) 1.7 Other comprehensive (loss) income, net of tax (37.6) 1.0 0.8 (35.8) Balance as of October 31, 2023, net of tax $ (147.2) $ (66.2) $ 5.1 $ (208.3) Balance as of July 31, 2022, net of tax $ (143.6) $ (67.5) $ 5.5 $ (205.6) Other comprehensive (loss) income before reclassifications and tax (40.1) — 4.5 (35.6) Tax expense — — (1.1) (1.1) Other comprehensive (loss) income before reclassifications, net of tax (40.1) — 3.4 (36.7) Reclassifications, before tax — 1.6 (1) 1.8 3.4 Tax expense — (0.4) (0.6) (1.0) Reclassifications, net of tax — 1.2 1.2 (2) 2.4 Other comprehensive (loss) income, net of tax (40.1) 1.2 4.6 (34.3) Balance as of October 31, 2022, net of tax $ (183.7) $ (66.3) $ 10.1 $ (239.9) (1) Amounts include foreign currency translation losses of $0.9 million and $1.0 million and net amortization of prior service costs and actuarial losses of $0.3 million and $0.6 million in fiscal 2024 and 2023, respectively, included in other income, net in the Condensed Consolidated Statements of Earnings, see Note 13. (2) Relates to designated foreign currency forward contracts that were reclassified from accumulated other comprehensive loss on the Condensed Consolidated Balance Sheets to net sales, cost of sales and selling, general and administrative expenses in the Condensed Consolidated Statements of Earnings, see Note 14. |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Oct. 31, 2023 | |
Share-Based Payment Arrangement, Noncash Expense [Abstract] | |
Schedule of stock option activity | Option activity was as follows: Options Weighted Balance outstanding as of July 31, 2023 6,777,407 $ 47.80 Granted 770,038 59.66 Exercised (165,279) 42.93 Expired/forfeited (20,478) 55.01 Balance outstanding as of October 31, 2023 7,361,688 $ 49.13 |
Schedule of performance shares activity | Performance-based awards for non-vested activity were as follows: Performance Shares Weighted Balance outstanding as of July 31, 2023 194,761 $ 54.46 Granted 114,800 59.66 Vested — — Forfeited — — Balance outstanding as of October 31, 2023 309,561 $ 56.39 |
Employee Benefit Plans (Tables)
Employee Benefit Plans (Tables) | 3 Months Ended |
Oct. 31, 2023 | |
Retirement Benefits, Description [Abstract] | |
Schedule of net periodic pension costs | Net periodic pension costs for the Company’s pension plans were as follows (in millions): Three Months Ended 2023 2022 Service cost $ 1.2 $ 1.6 Interest cost 5.1 4.1 Expected return on assets (6.4) (6.3) Prior service cost amortization — 0.1 Actuarial loss amortization 0.3 0.5 Net periodic pension costs $ 0.2 $ — |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Oct. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Schedule of derivative on the balance sheet | The fair value of the Company’s derivative contracts, recorded on the Condensed Consolidated Balance Sheets, was as follows (in millions): Assets Liabilities Balance Sheet Location October 31, July 31, October 31, July 31, Designated as hedging instruments Foreign currency forward contracts Other current assets and other current liabilities $ 1.7 $ 0.6 $ 1.0 $ 0.1 Net investment hedges Other current assets and other long-term assets 4.7 3.6 — — Total designated 6.4 4.2 1.0 0.1 Not designated as hedging instruments Foreign currency forward contracts Other current assets and other current liabilities 0.6 0.7 1.6 1.4 Total not designated 0.6 0.7 1.6 1.4 Total $ 7.0 $ 4.9 $ 2.6 $ 1.5 |
Guarantees (Tables)
Guarantees (Tables) | 3 Months Ended |
Oct. 31, 2023 | |
Guarantees [Abstract] | |
Schedule of guarantor obligations | The outstanding contingent liability for standby letters of credit was as follows (in millions): October 31, July 31, Contingent liability for standby letters of credit issued under the Company’s revolving credit facility $ 7.5 $ 7.5 Amounts drawn for letters of credit under the Company’s revolving credit facility $ — $ — |
Segment Reporting (Tables)
Segment Reporting (Tables) | 3 Months Ended |
Oct. 31, 2023 | |
Segment Reporting [Abstract] | |
Schedule of segment details | Segment details were as follows (in millions): Three Months Ended 2023 2022 Net sales Mobile Solutions $ 540.0 $ 555.0 Industrial Solutions 246.2 229.6 Life Sciences 60.1 62.7 Total Company $ 846.3 $ 847.3 Earnings (loss) before income taxes Mobile Solutions $ 92.2 $ 80.3 Industrial Solutions 43.3 37.6 Life Sciences (4.2) 10.8 Corporate and unallocated (8.4) (12.1) Total Company $ 122.9 $ 116.6 Net sales by business unit were as follows (in millions): Three Months Ended 2023 2022 Mobile Solutions segment Off-Road $ 94.7 $ 103.7 On-Road 37.8 36.0 Aftermarket 407.5 415.3 Total Mobile Solutions segment 540.0 555.0 Industrial Solutions segment Industrial Filtration Solutions 210.6 196.0 Aerospace and Defense 35.6 33.6 Total Industrial Solutions segment 246.2 229.6 Life Sciences segment Total Life Sciences segment 60.1 62.7 Total Company $ 846.3 $ 847.3 |
Reconciliation of assets from segment | Assets by segment were as follows (in millions): October 31, 2023 July 31, 2023 Mobile Solutions $ 1,266.4 $ 1,243.8 Industrial Solutions 770.8 788.1 Life Sciences 509.6 513.8 Corporate and unallocated 221.8 224.8 Total assets $ 2,768.6 $ 2,770.5 |
Acquisitions (Narrative) (Detai
Acquisitions (Narrative) (Details) € in Millions, $ in Millions | 3 Months Ended | 12 Months Ended | ||
Apr. 30, 2023 USD ($) | Jul. 31, 2023 USD ($) | Jul. 31, 2023 EUR (€) | Oct. 31, 2023 USD ($) | |
Business Acquisition | ||||
Goodwill | $ 481.1 | $ 469.3 | ||
Univercells Technologies | ||||
Business Acquisition | ||||
Acquisitions, net of cash acquired | 147.2 | € 134.6 | ||
Goodwill | 95.8 | |||
Intangible assets | 52.5 | |||
Deferred tax liabilities | 13.1 | |||
Add deferred tax asset | 7 | |||
Net working capital | (0.9) | |||
Other noncurrent assets | 6.6 | |||
Other noncurrent liabilities | $ 0.7 | |||
Isolere | ||||
Business Acquisition | ||||
Acquisitions, net of cash acquired | $ 62.4 | |||
Goodwill | 28.2 | |||
Intangible assets | 44.5 | |||
Deferred tax liabilities | 10.9 | |||
Net working capital | (0.4) | |||
Other noncurrent assets | 1.2 | |||
Other noncurrent liabilities | $ 0.2 |
Acquisitions (Schedule of compo
Acquisitions (Schedule of components of acquisitions, net of cash acquired) (Details) - USD ($) $ in Millions | 12 Months Ended | |
Jul. 31, 2023 | Oct. 31, 2023 | |
Business Acquisition | ||
Goodwill | $ 481.1 | $ 469.3 |
Isolere And Univercells | ||
Business Acquisition | ||
Intangible assets | 97 | |
Tangible assets, net | 10.4 | |
Assets acquired, net | 107.4 | |
Goodwill | 124 | |
Aggregate purchase price | 231.4 | |
Add deferred tax asset | 7 | |
Less deferred tax liability | (24) | |
Less cash acquired | (4.8) | |
Acquisitions, net of cash acquired | 209.6 | |
Technology | Isolere And Univercells | ||
Business Acquisition | ||
Intangible assets | 84.9 | |
Trademarks and tradenames | Isolere And Univercells | ||
Business Acquisition | ||
Intangible assets | 8.2 | |
Customer relationships | Isolere And Univercells | ||
Business Acquisition | ||
Intangible assets | 1.2 | |
Non-competition agreements | Isolere And Univercells | ||
Business Acquisition | ||
Intangible assets | $ 2.7 |
Revenue (Disaggregation of Reve
Revenue (Disaggregation of Revenue by Geographical Area) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Oct. 31, 2023 | Oct. 31, 2022 | |
Disaggregation of Revenue | ||
Total net sales | $ 846.3 | $ 847.3 |
U.S. and Canada | ||
Disaggregation of Revenue | ||
Total net sales | 381.5 | 375.2 |
Europe, Middle East and Africa (EMEA) | ||
Disaggregation of Revenue | ||
Total net sales | 234.4 | 226.7 |
Asia Pacific (APAC) | ||
Disaggregation of Revenue | ||
Total net sales | 140 | 150.7 |
Latin America (LATAM) | ||
Disaggregation of Revenue | ||
Total net sales | $ 90.4 | $ 94.7 |
Revenue (Narrative) (Details)
Revenue (Narrative) (Details) - USD ($) $ in Millions | Oct. 31, 2023 | Jul. 31, 2023 |
Revenue from Contract with Customer [Abstract] | ||
Contract assets | $ 11.9 | $ 13.3 |
Contract liabilities | $ 26 | $ 25.3 |
Inventories, Net (Details)
Inventories, Net (Details) - USD ($) $ in Millions | Oct. 31, 2023 | Jul. 31, 2023 |
Inventory, Net | ||
Raw materials | $ 154.9 | $ 155.1 |
Work in process | 57.2 | 50.9 |
Finished products | 217.5 | 212.1 |
Total inventories, net | $ 429.6 | $ 418.1 |
Property, Plant and Equipment_3
Property, Plant and Equipment, Net (Details) - USD ($) $ in Millions | Oct. 31, 2023 | Jul. 31, 2023 |
Property, Plant and Equipment | ||
Less accumulated depreciation | $ (1,047.2) | $ (1,045.9) |
Total property, plant and equipment, net | 642.3 | 652.9 |
Land | ||
Property, Plant and Equipment | ||
Property, plant and equipment, gross | 28.8 | 29.3 |
Buildings | ||
Property, Plant and Equipment | ||
Property, plant and equipment, gross | 438 | 430.8 |
Machinery and equipment | ||
Property, Plant and Equipment | ||
Property, plant and equipment, gross | 997.6 | 989 |
Computer software | ||
Property, Plant and Equipment | ||
Property, plant and equipment, gross | 141.8 | 142 |
Construction in progress | ||
Property, Plant and Equipment | ||
Property, plant and equipment, gross | $ 83.3 | $ 107.7 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets (Reconciliation of Goodwill) (Details) $ in Millions | 3 Months Ended |
Oct. 31, 2023 USD ($) | |
Goodwill | |
Beginning balance | $ 481.1 |
Purchase price adjustments | (1.1) |
Foreign currency translation | (10.7) |
Ending balance | 469.3 |
Mobile Solutions Segment | |
Goodwill | |
Beginning balance | 25.5 |
Purchase price adjustments | 0 |
Foreign currency translation | (0.1) |
Ending balance | 25.4 |
Industrial Solutions Segment | |
Goodwill | |
Beginning balance | 289.1 |
Purchase price adjustments | 0 |
Foreign currency translation | (5.6) |
Ending balance | 283.5 |
Life Sciences Segment | |
Goodwill | |
Beginning balance | 166.5 |
Purchase price adjustments | (1.1) |
Foreign currency translation | (5) |
Ending balance | $ 160.4 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | |||
Jun. 29, 2023 | Oct. 31, 2023 | Oct. 31, 2022 | Jul. 31, 2023 | |
Finite-Lived Intangible Assets | ||||
Foreign currency translation loss | $ 3.2 | $ 2.1 | ||
Amortization expense | $ 4 | $ 2.5 | ||
Technology | ||||
Finite-Lived Intangible Assets | ||||
Finite lived intangible asset estimated useful life (in years) | 17 years 1 month 6 days | 17 years 2 months 12 days | ||
Non-competition agreements | ||||
Finite-Lived Intangible Assets | ||||
Finite lived intangible asset estimated useful life (in years) | 3 years | 3 years 1 month 6 days | ||
Univercells Technologies | ||||
Finite-Lived Intangible Assets | ||||
Intangible assets | $ 52.5 | |||
Univercells Technologies | Technology | ||||
Finite-Lived Intangible Assets | ||||
Intangible assets | $ 43.2 | |||
Finite lived intangible asset estimated useful life (in years) | 18 years | |||
Univercells Technologies | Trademarks and tradenames | ||||
Finite-Lived Intangible Assets | ||||
Intangible assets | $ 6.7 | |||
Finite lived intangible asset estimated useful life (in years) | 10 years | |||
Univercells Technologies | Non-competition agreements | ||||
Finite-Lived Intangible Assets | ||||
Intangible assets | $ 1.4 | |||
Finite lived intangible asset estimated useful life (in years) | 2 years | |||
Univercells Technologies | Customer relationships | ||||
Finite-Lived Intangible Assets | ||||
Intangible assets | $ 1.2 | |||
Finite lived intangible asset estimated useful life (in years) | 20 years |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets (Reconciliation of Intangible Assets) (Details) - USD ($) $ in Millions | Oct. 31, 2023 | Jul. 31, 2023 |
Finite-Lived Intangible Assets | ||
Gross Carrying Amount | $ 273.8 | $ 277.4 |
Accumulated Amortization | (92.1) | (89.3) |
Net | $ 181.7 | $ 188.1 |
Customer relationships | Weighted Average | ||
Finite-Lived Intangible Assets | ||
Weighted Amortizable Life (in Years) | 10 years 7 months 6 days | 10 years 9 months 18 days |
Gross Carrying Amount | $ 105.5 | $ 107.8 |
Accumulated Amortization | (65.9) | (65.6) |
Net | $ 39.6 | $ 42.2 |
Patents | ||
Finite-Lived Intangible Assets | ||
Weighted Amortizable Life (in Years) | 18 years 8 months 12 days | 18 years 10 months 24 days |
Gross Carrying Amount | $ 33.4 | $ 33.4 |
Accumulated Amortization | (6.7) | (6.3) |
Net | $ 26.7 | $ 27.1 |
Trademarks | ||
Finite-Lived Intangible Assets | ||
Weighted Amortizable Life (in Years) | 8 years 9 months 18 days | 9 years |
Gross Carrying Amount | $ 15.6 | $ 15.9 |
Accumulated Amortization | (4.2) | (3.9) |
Net | $ 11.4 | $ 12 |
Technology | ||
Finite-Lived Intangible Assets | ||
Weighted Amortizable Life (in Years) | 17 years 1 month 6 days | 17 years 2 months 12 days |
Gross Carrying Amount | $ 115.4 | $ 116.3 |
Accumulated Amortization | (14.4) | (12.9) |
Net | $ 101 | $ 103.4 |
Non-compete agreements | ||
Finite-Lived Intangible Assets | ||
Weighted Amortizable Life (in Years) | 3 years | 3 years 1 month 6 days |
Gross Carrying Amount | $ 3.9 | $ 4 |
Accumulated Amortization | (0.9) | (0.6) |
Net | $ 3 | $ 3.4 |
Long-Term Debt (Details)
Long-Term Debt (Details) - Unsecured revolving credit facility | Oct. 31, 2023 USD ($) |
Debt Instrument | |
Maximum borrowing capacity | $ 63,000,000 |
Unsecured revolving credit facility | |
Debt Instrument | |
Remaining borrowing capacity | 437,500,000 |
Line of credit | 55,000,000 |
Maximum borrowing capacity | $ 500,000,000 |
Income Taxes (Details)
Income Taxes (Details) $ in Millions | 3 Months Ended |
Oct. 31, 2023 USD ($) | |
Income Tax Disclosure [Abstract] | |
Unrecognized tax benefits | $ 15.1 |
Accrued interest and penalties on unrecognized tax benefits | 1.9 |
Unrecognized reduction from lapse of statute of limitations | $ 4 |
Earnings Per Share (Information
Earnings Per Share (Information Necessary to Calculate Basic and Diluted Net Earnings Per Common Share) (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | |
Oct. 31, 2023 | Oct. 31, 2022 | |
Earnings Per Share [Abstract] | ||
Net earnings | $ 92.1 | $ 87.2 |
Weighted average common shares outstanding | ||
Weighted average common shares - basic (in shares) | 120.9 | 122.6 |
Dilutive impact of stock-based awards (in shares) | 1.7 | 1.3 |
Weighted average common shares - diluted (in shares) | 122.6 | 123.9 |
Net EPS - basic (in usd per share) | $ 0.76 | $ 0.71 |
Net EPS - diluted (in usd per share) | $ 0.75 | $ 0.70 |
Impact of potentially anti-dilutive stock options excluded from net EPS calculation (in shares) | 0 | 1.7 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | |||
Nov. 17, 2023 | Oct. 31, 2023 | Oct. 31, 2022 | May 31, 2019 | |
Equity | ||||
Number of shares authorized to be repurchased (in shares) | 13,000,000 | |||
Stock repurchased during the period (in shares) | 900,000 | 900,000 | ||
Stock repurchased during the period including excise tax | $ 53.7 | $ 45.7 | ||
Shares with remaining authorization for repurchase under stock repurchase plan (in shares) | 2,000,000 | |||
Dividends paid per share (in usd per share) | $ 0.25 | $ 0.23 | ||
Subsequent Event | ||||
Equity | ||||
Stock repurchase program, additional shares authorized for repurchase (in shares) | 12,000,000 | |||
Dividends declared (in usd per share) | $ 25 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | ||
Oct. 31, 2023 | Oct. 31, 2022 | Jul. 31, 2024 | Jul. 31, 2023 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax | ||||
Beginning balance | $ 1,320.7 | $ 1,133.2 | $ 1,320.7 | $ 1,133.2 |
Other comprehensive (loss) income before reclassifications and tax | (37.4) | (35.6) | ||
Tax expense | (0.1) | (1.1) | ||
Other comprehensive (loss) income before reclassifications, net of tax | (37.5) | (36.7) | ||
Reclassifications, before tax | 2.1 | 3.4 | ||
Tax expense | (0.4) | (1) | ||
Reclassifications, net of tax | 1.7 | 2.4 | ||
Net other comprehensive loss | (35.8) | (34.3) | ||
Ending balance | 1,336.1 | 1,154.8 | 1,320.7 | |
Total | ||||
Accumulated Other Comprehensive Income (Loss), Net of Tax | ||||
Beginning balance | (172.5) | (205.6) | (172.5) | (205.6) |
Net other comprehensive loss | (35.8) | (34.3) | ||
Ending balance | (208.3) | (239.9) | (172.5) | |
Foreign Currency Translation Adjustment | ||||
Accumulated Other Comprehensive Income (Loss), Net of Tax | ||||
Beginning balance | (109.6) | (143.6) | (109.6) | (143.6) |
Other comprehensive (loss) income before reclassifications and tax | (37.6) | (40.1) | ||
Tax expense | 0 | 0 | ||
Other comprehensive (loss) income before reclassifications, net of tax | (37.6) | (40.1) | ||
Reclassifications, before tax | 0 | 0 | ||
Tax expense | 0 | 0 | ||
Reclassifications, net of tax | 0 | 0 | ||
Net other comprehensive loss | (37.6) | (40.1) | ||
Ending balance | (147.2) | (183.7) | (109.6) | |
Pension Benefits | ||||
Accumulated Other Comprehensive Income (Loss), Net of Tax | ||||
Beginning balance | (67.2) | (67.5) | (67.2) | (67.5) |
Other comprehensive (loss) income before reclassifications and tax | 0 | 0 | ||
Tax expense | 0 | 0 | ||
Other comprehensive (loss) income before reclassifications, net of tax | 0 | 0 | ||
Reclassifications, before tax | 1.2 | 1.6 | ||
Tax expense | (0.2) | (0.4) | ||
Reclassifications, net of tax | 1 | 1.2 | ||
Net other comprehensive loss | 1 | 1.2 | ||
Ending balance | (66.2) | (66.3) | (67.2) | |
Derivative Financial Instruments | ||||
Accumulated Other Comprehensive Income (Loss), Net of Tax | ||||
Beginning balance | 4.3 | 5.5 | 4.3 | 5.5 |
Other comprehensive (loss) income before reclassifications and tax | 0.2 | 4.5 | ||
Tax expense | (0.1) | (1.1) | ||
Other comprehensive (loss) income before reclassifications, net of tax | 0.1 | 3.4 | ||
Reclassifications, before tax | 0.9 | 1.8 | ||
Tax expense | (0.2) | (0.6) | ||
Reclassifications, net of tax | 0.7 | 1.2 | ||
Net other comprehensive loss | 0.8 | 4.6 | ||
Ending balance | $ 5.1 | $ 10.1 | 4.3 | |
Accumulated Defined Benefit Plans Adjustment, Foreign Currency Translation Attributable To Parent | Scenario, Adjustment | ||||
Accumulated Other Comprehensive Income (Loss), Net of Tax | ||||
Reclassifications, before tax | 1 | |||
Accumulated Defined Benefit Plans Adjustment, Foreign Currency Translation Attributable To Parent | Scenario, Adjustment | Subsequent Event | ||||
Accumulated Other Comprehensive Income (Loss), Net of Tax | ||||
Reclassifications, before tax | 0.9 | |||
Net amortization of prior service cost and actuarial losses | Scenario, Adjustment | ||||
Accumulated Other Comprehensive Income (Loss), Net of Tax | ||||
Other comprehensive (loss) income before reclassifications and tax | $ (0.6) | |||
Net amortization of prior service cost and actuarial losses | Scenario, Adjustment | Subsequent Event | ||||
Accumulated Other Comprehensive Income (Loss), Net of Tax | ||||
Other comprehensive (loss) income before reclassifications and tax | $ (0.3) |
Stock-Based Compensation (Narra
Stock-Based Compensation (Narratives) (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | |
Oct. 31, 2023 | Oct. 31, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award | ||
Options granted, grant date fair value (in usd per share) | $ 18.91 | $ 15.50 |
Employee Stock Option | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Pretax performance-based award expense (adjustments) | $ 8.5 | $ 7.5 |
Performance Shares | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Pretax performance-based award expense (adjustments) | $ 1.6 | $ 1.8 |
2019 Master Stock Incentive Plan | Employee Stock Option | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Stock options exercisable term (in years) | 10 years | |
Stock option, award vesting period (in years) | 3 years | |
2019 Master Stock Incentive Plan | Performance Shares | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Performance award measurement period (in years) | 3 years | |
Expiration period (in years) | 3 years | |
2019 Master Stock Incentive Plan | Performance Shares | Minimum | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Payout percentage based on target award (as a percent) | 0% | |
2019 Master Stock Incentive Plan | Performance Shares | Maximum | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Payout percentage based on target award (as a percent) | 200% |
Stock-Based Compensation (Summa
Stock-Based Compensation (Summary of Stock Option Activity) (Details) | 3 Months Ended |
Oct. 31, 2023 $ / shares shares | |
Options | |
Beginning balance (in shares) | shares | 6,777,407 |
Granted (in shares) | shares | 770,038 |
Exercised (in shares) | shares | (165,279) |
Expired/forfeited (in shares) | shares | (20,478) |
Ending balance (in shares) | shares | 7,361,688 |
Weighted Average Exercise Price | |
Beginning balance (in usd per share) | $ / shares | $ 47.80 |
Granted (in usd per share) | $ / shares | 59.66 |
Exercised (in usd per share) | $ / shares | 42.93 |
Expired/forfeited (in usd per share) | $ / shares | 55.01 |
Ending balance (in usd per share) | $ / shares | $ 49.13 |
Stock-Based Compensation (Sum_2
Stock-Based Compensation (Summary of Performance Award Activity) (Details) - Performance Shares | 3 Months Ended |
Oct. 31, 2023 $ / shares shares | |
Performance Shares | |
Beginning balance (in shares) | shares | 194,761 |
Granted (in shares) | shares | 114,800 |
Vested (in shares) | shares | 0 |
Forfeited (in shares) | shares | 0 |
Ending balance (in shares) | shares | 309,561 |
Weighted Average Grant Date Fair Value | |
Beginning balance (in usd per share) | $ / shares | $ 54.46 |
Granted (in usd per share) | $ / shares | 59.66 |
Vested (in usd per share) | $ / shares | 0 |
Forfeited (in usd per share) | $ / shares | 0 |
Ending balance (in usd per share) | $ / shares | $ 56.39 |
Employee Benefit Plans (Compone
Employee Benefit Plans (Components of Net Periodic Pension Costs) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Oct. 31, 2023 | Oct. 31, 2022 | |
Net periodic benefit costs | ||
Service cost | $ 1.2 | $ 1.6 |
Interest cost | 5.1 | 4.1 |
Expected return on assets | (6.4) | (6.3) |
Prior service cost amortization | 0 | 0.1 |
Actuarial loss amortization | 0.3 | 0.5 |
Net periodic pension costs | $ 0.2 | $ 0 |
Defined Benefit Plan, Net Periodic Benefit Cost (Credit), Interest Cost, Statement of Income or Comprehensive Income [Extensible Enumeration] | Other Nonoperating Income (Expense) | Other Nonoperating Income (Expense) |
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) Excluding Service Cost, Statement of Income or Comprehensive Income [Extensible Enumeration] | Other Nonoperating Income (Expense) | Other Nonoperating Income (Expense) |
Derivative Instruments and He_2
Derivative Instruments and Hedging (Details) € in Millions, $ in Millions | 3 Months Ended | ||
Oct. 31, 2023 USD ($) | Oct. 31, 2023 EUR (€) | Jul. 31, 2023 USD ($) | |
Fair Value, Inputs, Level 2 | Designated as Hedging Instrument | Net Investment Hedging | |||
Derivative | |||
Notional amount | € 80 | $ 88.8 | |
Foreign Exchange Forward | |||
Derivative | |||
Derivative instrument term (in months) | 12 months | ||
Foreign Exchange Forward | Fair Value, Inputs, Level 2 | Designated as Hedging Instrument | |||
Derivative | |||
Notional amount | $ 76.7 | 84.9 | |
Foreign Exchange Forward | Fair Value, Inputs, Level 2 | Not Designated as Hedging Instrument | |||
Derivative | |||
Notional amount | $ 147.2 | $ 147.5 |
Fair Value Measurements (Narrat
Fair Value Measurements (Narrative) (Details) - USD ($) $ in Millions | Oct. 31, 2023 | Jul. 31, 2023 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Contingent consideration liability, fair value | $ 25.2 | $ 25 |
Maximum payout, fair value | 30.7 | 30.7 |
Fair Value, Inputs, Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Equity method investments | 23.5 | 24.4 |
Fixed Interest Rate | Fair Value, Inputs, Level 2 | Fair Value | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Debt instrument, fair value disclosure | 370.8 | 378.9 |
Fixed Interest Rate | Fair Value, Inputs, Level 2 | Carrying Value | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Debt instrument, fair value disclosure | 425 | 425 |
Current Portion Of Long-Term Debt, Fixed Interest Rate | Fair Value, Inputs, Level 2 | Fair Value | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Debt instrument, fair value disclosure | 123.7 | |
Current Portion Of Long-Term Debt, Fixed Interest Rate | Fair Value, Inputs, Level 2 | Carrying Value | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Debt instrument, fair value disclosure | 125 | |
Variable Interest Rate | Fair Value, Inputs, Level 2 | Fair Value | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Debt instrument, fair value disclosure | 153.5 | 198.4 |
Variable Interest Rate | Fair Value, Inputs, Level 2 | Carrying Value | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Debt instrument, fair value disclosure | $ 153.5 | $ 198.4 |
Fair Value Measurements (Deriva
Fair Value Measurements (Derivatives on the Balance Sheet) (Details) - Fair Value, Inputs, Level 2 - USD ($) $ in Millions | Oct. 31, 2023 | Jul. 31, 2023 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions | ||
Assets | $ 7 | $ 4.9 |
Liabilities | 2.6 | 1.5 |
Designated as Hedging Instrument | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | ||
Assets | 6.4 | 4.2 |
Liabilities | 1 | 0.1 |
Designated as Hedging Instrument | Net Investment Hedging | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | ||
Assets | 4.7 | 3.6 |
Liabilities | 0 | 0 |
Designated as Hedging Instrument | Foreign Exchange Forward | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | ||
Assets | 1.7 | 0.6 |
Liabilities | 1 | 0.1 |
Not Designated as Hedging Instrument | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | ||
Assets | 0.6 | 0.7 |
Liabilities | 1.6 | 1.4 |
Not Designated as Hedging Instrument | Foreign Exchange Forward | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | ||
Assets | 0.6 | 0.7 |
Liabilities | $ 1.6 | $ 1.4 |
Guarantees (Balance Sheet) (Det
Guarantees (Balance Sheet) (Details) - USD ($) $ in Millions | Oct. 31, 2023 | Jul. 31, 2023 |
Guarantees [Abstract] | ||
Contingent liability for standby letters of credit issued under the Company’s revolving credit facility | $ 7.5 | $ 7.5 |
Amounts drawn for letters of credit under the Company’s revolving credit facility | $ 0 | $ 0 |
Guarantees (Narrative) (Details
Guarantees (Narrative) (Details) - USD ($) | 3 Months Ended | ||
Oct. 31, 2023 | Oct. 31, 2022 | Jul. 31, 2023 | |
Advanced Filtration Systems, Inc. | |||
Guarantor Obligations | |||
Investment earnings | $ 1,700,000 | $ 1,300,000 | |
Unsecured revolving credit facility | |||
Guarantor Obligations | |||
Available credit facilities | 63,000,000 | ||
Multi-Currency Revolving Credit Facility | |||
Guarantor Obligations | |||
Available credit facilities | 17,000,000 | ||
Advanced Filtration Systems, Inc. | |||
Guarantor Obligations | |||
AFSI outstanding debt | $ 56,600,000 | $ 59,600,000 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) | 3 Months Ended | |
Oct. 31, 2023 | Jul. 31, 2023 | |
Purilogics, LLC | ||
Business Acquisition | ||
Contingent consideration, non current | $ 1,300,000 | $ 1,100,000 |
Contingent compensation arrangements | 3,000,000 | 3,000,000 |
Contingent consideration | 23,500,000 | 23,200,000 |
Maximum payout | $ 29,000,000 | 29,000,000 |
Purilogics, LLC | Minimum | ||
Business Acquisition | ||
Contingent consideration, terminating (in years) | 3 years | |
Purilogics, LLC | Maximum | ||
Business Acquisition | ||
Contingent consideration, terminating (in years) | 5 years | |
Other acquisitions | ||
Business Acquisition | ||
Contingent consideration | $ 1,700,000 | 1,700,000 |
Contingent consideration | $ 0 | $ 900,000 |
Other acquisitions | Minimum | ||
Business Acquisition | ||
Contingent consideration, terminating (in years) | 3 years |
Segment Reporting (Narratives)
Segment Reporting (Narratives) (Details) $ in Millions | 3 Months Ended |
Oct. 31, 2022 USD ($) | |
Segment Reporting [Abstract] | |
Restructuring charges | $ 7.6 |
Segment Reporting (Schedule of
Segment Reporting (Schedule of Segment Report) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Oct. 31, 2023 | Oct. 31, 2022 | |
Segment Reporting Information | ||
Net sales | $ 846.3 | $ 847.3 |
Earnings (loss) before income taxes | 122.9 | 116.6 |
Corporate and unallocated | ||
Segment Reporting Information | ||
Earnings (loss) before income taxes | (8.4) | (12.1) |
Mobile Solutions | Operating Segments | ||
Segment Reporting Information | ||
Net sales | 540 | 555 |
Earnings (loss) before income taxes | 92.2 | 80.3 |
Mobile Solutions | Operating Segments | Off-Road | ||
Segment Reporting Information | ||
Net sales | 94.7 | 103.7 |
Mobile Solutions | Operating Segments | On-Road | ||
Segment Reporting Information | ||
Net sales | 37.8 | 36 |
Mobile Solutions | Operating Segments | Aftermarket | ||
Segment Reporting Information | ||
Net sales | 407.5 | 415.3 |
Industrial Solutions | Operating Segments | ||
Segment Reporting Information | ||
Net sales | 246.2 | 229.6 |
Earnings (loss) before income taxes | 43.3 | 37.6 |
Industrial Solutions | Operating Segments | Industrial Filtration Solutions | ||
Segment Reporting Information | ||
Net sales | 210.6 | 196 |
Industrial Solutions | Operating Segments | Aerospace and Defense | ||
Segment Reporting Information | ||
Net sales | 35.6 | 33.6 |
Life Sciences | Operating Segments | ||
Segment Reporting Information | ||
Net sales | 60.1 | 62.7 |
Earnings (loss) before income taxes | $ (4.2) | $ 10.8 |
Segment Reporting (Assets by Se
Segment Reporting (Assets by Segment) (Details) - USD ($) $ in Millions | Oct. 31, 2023 | Jul. 31, 2023 |
Segment Reporting Information | ||
Total assets | $ 2,768.6 | $ 2,770.5 |
Operating Segments | Mobile Solutions | ||
Segment Reporting Information | ||
Total assets | 1,266.4 | 1,243.8 |
Operating Segments | Industrial Solutions | ||
Segment Reporting Information | ||
Total assets | 770.8 | 788.1 |
Operating Segments | Life Sciences | ||
Segment Reporting Information | ||
Total assets | 509.6 | 513.8 |
Corporate and unallocated | ||
Segment Reporting Information | ||
Total assets | $ 221.8 | $ 224.8 |
Restructuring and Other Charg_2
Restructuring and Other Charges (Details) $ in Millions | 3 Months Ended |
Oct. 31, 2022 USD ($) | |
Restructuring and Related Activities [Abstract] | |
Restructuring charges | $ 7.6 |
Severance costs | 4.2 |
Other restructuring costs | $ 3.4 |