UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15 (d) of the Securities Exchange
Act of 1934
Date of Report (Date of earliest event reported) September 30, 2001
INGERSOLL-RAND COMPANY
(Exact name of registrant as specified in its charter)
New Jersey 1-985 13-5156640
(State of incorporation) (Commission File Number) (I.R.S. Employer
Identification No.)
Woodcliff Lake, New Jersey 07677
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (201) 573-0123
INGERSOLL-RAND COMPANY
Item 7. FINANCIAL STATEMENTS AND EXHIBITS
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
The following financial statements are hereby filed as part of this
report:
1.) Condensed consolidated income statement and balance sheet for
the six months ended June 30, 2001.
2.) Condensed consolidated income statement and balance sheet for
the three months ended March 31, 2001.
3.) Condensed consolidated income statements and balance sheets for
the years ended December 31, 2000, 1999, 1998, 1997 and 1996.
EXHIBITS
12.) Computations of Ratios of Earnings to Fixed Charges.
INGERSOLL-RAND COMPANY
Item 7. FINANCIAL STATEMENTS AND EXHIBITS
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Effective October 1, 2000, the Company had reported the results
and net assets of Dresser-Rand Company (D-R) as assets held for
sale for all periods presented. The accompanying condensed
consolidated financial statements adjust the previously reported
amounts to report D-R on a fully consolidated basis.
INGERSOLL-RAND COMPANY
CONDENSED CONSOLIDATED INCOME STATEMENT
For the six months ended June 30, 2001
(in millions except per share figures)
Reclassification
As reported entry Restated
Net sales $ 4,405.2 $ 358.1 $ 4,763.3
Cost of goods sold 3,420.5 306.6 3,727.1
Selling and administrative expenses 625.5 62.9 688.4
Restructuring charges 30.0 1.5 31.5
Operating income 329.2 (12.9) 316.3
Interest expense (128.0) (13.0) (141.0)
Other income/(expense), net 1.7 3.7 5.4
Minority interests (14.1) - (14.1)
Results from assets held for sale
(net of tax) (14.3) 14.3 -
Earnings before income taxes 174.5 (7.9) 166.6
Provision for income taxes 62.3 (7.9) 54.4
Net earnings $ 112.2 $ - $ 112.2
Basic earnings per share $ 0.69 $ - $ 0.69
Diluted earnings per share $ 0.69 $ - $ 0.69
INGERSOLL-RAND COMPANY
CONDENSED CONSOLIDATED BALANCE SHEET
June 30, 2001
(in millions)
Reclassification
As reported entry Restated
ASSETS
Current assets:
Cash and cash equivalents $ 57.6 $ 68.4 $ 126.0
Marketable securities 5.9 6.3 12.2
Accounts and notes receivable 1,357.3 191.9 1,549.2
Inventories 1,106.8 237.5 1,344.3
Prepaid expenses and deferred taxes 159.4 76.7 236.1
Assets held for sale 586.7 (586.7) -
Total current assets 3,273.7 (5.9) 3,267.8
Investments in and advances with
partially-owned equity companies 159.6 6.9 166.5
Net property, plant and equipment 1,473.1 121.0 1,594.1
Intangible assets, net 5,158.7 265.9 5,424.6
Deferred income taxes 117.4 45.2 162.6
Other assets 337.1 31.9 369.0
$10,519.6 $ 465.0 $10,984.6
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable and accruals $ 1,568.5 $ 346.3 $ 1,914.8
Loans payable 938.8 4.1 942.9
Income taxes 31.6 (2.7) 28.9
Total current liabilities 2,538.9 347.7 2,886.6
Long-term debt 2,992.1 0.4 2,992.5
Postemployment and other benefit
liabilities 819.8 130.5 950.3
Minority interests 111.8 1.9 113.7
Other liabilities 199.7 0.8 200.5
6,662.3 481.3 7,143.6
Shareholders' equity:
Common stock 360.5 - 360.5
Other shareholders' equity 3,811.6 - 3,811.6
Accumulated other comprehensive income (314.8) (16.3) (331.1)
Shareholders' equity 3,857.3 (16.3) 3,841.0
$10,519.6 $ 465.0 $10,984.6
INGERSOLL-RAND COMPANY
CONDENSED CONSOLIDATED INCOME STATEMENT
For the three months ended March 31, 2001
(in millions except share amounts)
Reclassification
As reported entry Restated
Net sales $ 2,119.6 $ 178.8 $ 2,298.4
Cost of goods sold 1,637.7 153.2 1,790.9
Selling and administrative expenses 306.4 31.4 337.8
Restructuring charges 21.7 1.6 23.3
Operating income 153.8 (7.4) 146.4
Interest expense (65.9) (6.5) (72.4)
Other income/(expense) 6.3 1.3 7.6
Minority interests (8.5) - (8.5)
Results from assets held for sale
(net of tax) (8.2) 8.2 -
Earnings before income taxes 77.5 (4.4) 73.1
Provision for income taxes 28.2 (4.4) 23.8
Net earnings $ 49.3 $ - $ 49.3
Basic earnings per share $ 0.31 $ - $ 0.31
Diluted earnings per share $ 0.31 $ - $ 0.31
INGERSOLL-RAND COMPANY
CONDENSED CONSOLIDATED BALANCE SHEET
March 31, 2001
(in millions)
Reclassification
As reported entry Restated
ASSETS
Current assets:
Cash and cash equivalents $ 76.2 $ 42.4 $ 118.6
Marketable securities 4.6 2.9 7.5
Accounts and notes receivable 1,326.7 175.7 1,502.4
Inventories 1,106.5 245.3 1,351.8
Prepaid expenses and deferred taxes 151.8 73.7 225.5
Assets held for sale 571.9 (571.9) -
Total current assets 3,237.7 (31.9) 3,205.8
Investments in and advances with
partially-owned equity companies 167.9 7.1 175.0
Net property, plant and equipment 1,504.4 122.0 1,626.4
Intangible assets, net 5,054.2 268.1 5,322.3
Deferred income taxes 103.0 45.4 148.4
Other assets 345.5 32.0 377.5
$10,412.7 $ 442.7 $10,855.4
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable and accruals $ 1,525.6 $ 316.5 $ 1,842.1
Loans payable 1,681.4 3.9 1,685.3
Income taxes 118.0 1.2 119.2
Total current liabilities 3,325.0 321.6 3,646.6
Long-term debt 2,140.3 0.3 2,140.6
Postemployment and other benefit
liabilities 818.0 131.5 949.5
Minority interests 111.6 2.3 113.9
Other liabilities 185.0 0.1 185.1
6,579.9 455.8 7,035.7
Company obligated mandatorily redeemable
preferred securities of subsidiary trust
holding solely debentures of the Company 402.5 - 402.5
Shareholders' equity:
Common stock 343.5 - 343.5
Other shareholders' equity 3,385.4 - 3,385.4
Accumulated other comprehensive income (298.6) (13.1) (311.7)
Shareholders' equity 3,430.3 (13.1) 3,417.2
$10,412.7 $ 442.7 $10,855.4
INGERSOLL-RAND COMPANY
CONDENSED CONSOLIDATED INCOME STATEMENT
For the year ended December 31, 2000
(in millions except share amounts)
Reclassification
As reported entry Restated
Net sales $ 8,798.2 $ 823.4 $ 9,621.6
Cost of goods sold 6,461.0 696.2 7,157.2
Selling and administrative expenses 1,146.7 111.6 1,258.3
Restructuring charges 76.2 11.0 87.2
Operating income 1,114.3 4.6 1,118.9
Interest expense (253.7) (31.1) (284.8)
Other income/(expense), net (15.3) 59.0 43.7
Dresser Rand income - (7.9) (7.9)
(7.9)
Minority interests (39.3) - (39.3)
Results from assets held for sale
(net of tax) 23.3 (23.3) -
Earnings before income taxes 829.3 1.3 830.6
Provision for income taxes 283.1 1.3 284.4
Earnings from continuing operations 546.2 - 546.2
Discontinued operations (net of tax) 123.2 - 123.2
Net earnings $ 669.4 $ - $ 669.4
Basic earnings per share
-Continuing operations $ 3.39 $ - $ 3.39
-Discontinued operations 0.76 - 0.76
$ 4.15 $ - $ 4.15
Diluted earnings per share
-Continuing operations $ 3.36 $ - $ 3.36
-Discontinued operations 0.76 - 0.76
$ 4.12 $ - $ 4.12
INGERSOLL-RAND COMPANY
CONDENSED CONSOLIDATED BALANCE SHEET
December 31, 2000
(in millions)
Reclassification
As reported entry Restated
ASSETS
Current assets:
Cash and cash equivalents $ 74.4 $ 22.6 $ 97.0
Marketable securities 125.6 4.8 130.4
Accounts and notes receivable 1,323.5 239.3 1,562.8
Inventories 1,022.9 219.4 1,242.3
Prepaid expenses and deferred taxes 164.0 71.5 235.5
Assets held for sale 612.4 (612.4) -
Total current assets 3,322.8 (54.8) 3,268.0
Investments in and advances with
partially-owned equity companies 167.6 7.1 174.7
Net property, plant and equipment 1,528.0 125.4 1,653.4
Intangible assets 5,105.3 266.9 5,372.2
Deferred income taxes 114.1 38.8 152.9
Other assets 290.7 32.5 323.2
$10,528.5 $ 415.9 $10,944.4
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable and accruals $ 1,698.7 $ 283.3 $ 1,982.0
Loans payable 2,121.8 4.3 2,126.1
Income taxes 146.1 6.1 152.2
Total current liabilities 3,966.6 293.7 4,260.3
Long-term debt 1,540.1 0.3 1,540.4
Postemployment and other benefit
liabilities 824.8 133.0 957.8
Minority interests 110.5 2.9 113.4
Other liabilities 188.8 - 188.8
6,630.8 429.9 7,060.7
Company obligated mandatorily redeemable
preferred securities of subsidiary trust
holding solely debentures of the Company 402.5 - 402.5
Shareholders' equity:
Common stock 343.1 - 343.1
Other shareholders' equity 3,398.7 - 3,398.7
Accumulated other comprehensive income (246.6) (14.0) (260.6)
Shareholders' equity 3,495.2 (14.0) 3,481.2
$10,528.5 $ 415.9 $10,944.4
INGERSOLL-RAND COMPANY
CONDENSED CONSOLIDATED INCOME STATEMENT
For the year ended December 31, 1999
(in millions except per share amounts)
Reclassification
As reported entry Restated
Net sales $ 7,842.6 $ - $ 7,842.6
Cost of goods sold 5,690.9 - 5,690.9
Selling and administrative expenses 1,052.4 - 1,052.4
Operating income 1,099.3 - 1,099.3
Interest expense (203.1) - (203.1)
Other income/(expense), net (22.3) - (22.3)
Dresser-Rand income - 25.4 25.4
Minority interests (29.1) - (29.1)
Results from assets held for sale
(net of tax) 18.2 (18.2) -
Earnings before income taxes 863.0 7.2 870.2
Provision for income taxes 299.9 7.2 307.1
Earnings from continuing operations 563.1 - 563.1
Discontinued operations
(net of tax) 28.0 - 28.0
Net earnings $ 591.1 $ - $ 591.1
Basic earnings per share
-Continuing operations $ 3.44 $ - $ 3.44
-Discontinued operations 0.17 - 0.17
$ 3.61 $ - $ 3.61
Diluted earnings per share
-Continuing operations $ 3.40 $ - $ 3.40
-Discontinued operations 0.17 - 0.17
$ 3.57 $ - $ 3.57
INGERSOLL-RAND COMPANY
CONDENSED CONSOLIDATED BALANCE SHEET
For the year ended December 31, 1999
(in millions)
Reclassification
As reported entry Restated
ASSETS
Current assets:
Cash and cash equivalents $ 222.9 $ - $ 222.9
Marketable securities 0.5 - 0.5
Accounts and notes receivable 988.5 - 988.5
Inventories 742.1 - 742.1
Prepaid expenses 60.7 - 60.7
Deferred income taxes 53.9 51.6 105.5
Assets held for sale 799.7 (216.9) 582.8
Total current assets 2,868.3 (165.3) 2,703.0
Investments in and advances with
partially-owned equity companies 198.2 134.0 332.2
Net property, plant and equipment 1,240.2 - 1,240.2
Intangible assets 3,726.3 - 3,726.3
Deferred income taxes 158.0 21.5 179.5
Other assets 209.2 - 209.2
$ 8,400.2 $ (9.8) $ 8,390.4
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable and accruals $ 1,224.4 $ - $ 1,224.4
Loans payable 495.5 - 495.5
Income taxes 19.0 - 19.0
Total current liabilities 1,738.9 - 1,738.9
Long-term debt 2,113.3 - 2,113.3
Postemployment and other benefit
liabilities 805.0 - 805.0
Minority interests 95.7 - 95.7
Other liabilities 161.8 - 161.8
4,914.7 - 4,914.7
Company obligated mandatorily redeemable
preferred securities of subsidiary trust
holding solely debentures of the Company 402.5 - 402.5
Shareholders' equity:
Common stock 342.3 - 342.3
Other shareholders' equity 2,917.7 - 2,917.7
Accumulated other comprehensive income (177.0) (9.8) (186.8)
Shareholders' equity 3,083.0 (9.8) 3,073.2
$ 8,400.2 $ (9.8) $ 8,390.4
INGERSOLL-RAND COMPANY
CONDENSED CONSOLIDATED INCOME STATEMENT
For the year ended December 31, 1998
(in millions except per share amounts)
Reclassification
As reported entry Restated
Net sales $ 7,540.2 $ - $ 7,540.2
Cost of goods sold 5,543.3 - 5,543.3
Selling and administrative expenses 1,027.8 - 1,027.8
Operating income 969.1 - 969.1
Interest expense (224.1) - (224.1)
Other income/(expense), net (15.3) - (15.3)
Dresser-Rand income - 33.0 33.0
Minority interests (23.5) - (23.5)
Results from assets held for sale
(net of tax) 26.1 (26.1) -
Earnings before income taxes 732.3 6.9 739.2
Provision for income taxes 250.7 6.9 257.6
Earnings from continuing operations 481.6 - 481.6
Discontinued operations (net of tax) 27.5 - 27.5
Net earnings $ 509.1 $ - 509.1
Basic earnings per share
-Continuing operations $ 2.94 $ - $ 2.94
-Discontinued operations 0.17 - 0.17
$ 3.11 $ - $ 3.11
Diluted earnings per share
-Continuing operations $ 2.91 $ - $ 2.91
-Discontinued operations 0.17 - 0.17
$ 3.08 $ - $ 3.08
INGERSOLL-RAND COMPANY
CONDENSED CONSOLIDATED BALANCE SHEET
December 31, 1998
(in millions)
Reclassification
As reported entry Restated
ASSETS
Current assets:
Cash and cash equivalents $ 43.5 $ - $ 43.5
Marketable securities 2.0 - 2.0
Accounts and notes receivable 963.7 - 963.7
Inventories 824.8 - 824.8
Prepaid expenses and deferred taxes 124.5 51.6 176.1
Assets held for sale 400.1 (229.2) 170.9
Total current assets 2,358.6 (177.6) 2,181.0
Investments in and advances with
partially-owned equity companies 183.6 148.5 332.1
Net property, plant and equipment 1,236.7 - 1,236.7
Intangible assets 3,765.8 - 3,765.8
Deferred income taxes 206.0 20.8 226.8
Other assets 175.7 - 175.7
$ 7,926.4 $ (8.3) $7,918.1
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable and accruals $ 1,284.4 $ - $ 1,284.4
Loans payable 318.0 - 318.0
Income taxes 18.8 - 18.8
Total current liabilities 1,621.2 - 1,621.2
Long-term debt 2,166.0 - 2,166.0
Postemployment and other benefit
liabilities 820.5 - 820.5
Minority interests 33.6 33.6
Other liabilities 152.5 - 152.5
4,793.8 - 4,793.8
Company obligated mandatorily redeemable
preferred securities of subsidiary trust
holding solely debentures of the Company 402.5 - 402.5
Shareholders' equity:
Common stock 337.8 - 337.8
Other shareholders' equity 2,522.8 - 2,522.8
Accumulated other comprehensive income (130.5) (8.3) (138.8)
Shareholders' equity 2,730.1 (8.3) 2,721.8
$ 7,926.4 $ (8.3) $ 7,918.1
INGERSOLL-RAND COMPANY
CONDENSED CONSOLIDATED INCOME STATEMENT
For the year ended December 31, 1997
(in millions except per share amounts)
Reclassification
As reported entry Restated
Net sales $ 6,374.2 $ - $ 6,374.2
Cost of goods sold 4,748.1 - 4,748.1
Selling and administrative expenses 902.6 - 902.6
Operating income 723.5 - 723.5
Interest expense (135.2) - (135.2)
Other income/(expense), net (6.3) - (6.3)
Dresser-Rand income - 9.4 9.4
Minority interests (3.6) - (3.6)
Results from assets held for sale
(net of tax) 9.0 (9.0) -
Earnings before income taxes 587.4 0.4 587.8
Provision for income taxes 219.8 0.4 220.2
Earnings from continuing operations 367.6 - 367.6
Discontinued operations (net of tax) 12.9 - 12.9
Net earnings $ 380.5 $ - $ 380.5
Basic earnings per share
-Continuing operations $ 2.25 $ - $ 2.25
-Discontinued operations 0.08 - 0.08
$ 2.33 $ - $ 2.33
Diluted earnings per share
-Continuing operations $ 2.23 $ - $ 2.23
-Discontinued operations 0.08 - 0.08
$ 2.31 $ - $ 2.31
INGERSOLL-RAND COMPANY
CONDENSED CONSOLIDATED BALANCE SHEET
December 31, 1997
(in millions)
Reclassification
As reported entry Restated
ASSETS
Current assets:
Cash and cash equivalents $ 66.5 $ - $ 66.5
Marketable securities 3.8 - 3.8
Accounts and notes receivable 1,080.7 - 1,080.7
Inventories 740.5 - 740.5
Prepaid expenses and deferred taxes 170.4 48.8 219.2
Assets held for sale 389.1 (192.6) 196.5
Total current assets 2,451.0 (143.8) 2,307.2
Investments in and advances with
partially-owned equity companies 199.7 114.7 314.4
Net property, plant and equipment 1,173.7 - 1,173.7
Intangible assets,net 3,822.4 - 3,822.4
Deferred income taxes 179.7 22.0 201.7
Other assets 207.3 - 207.3
$ 8,033.8 $ (7.1) $ 8,026.7
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable and accruals $ 1,175.3 $ - $ 1,175.3
Loans payable 923.8 - 923.8
Income taxes 10.2 - 10.2
Total current liabilities 2,109.3 - 2,109.3
Long-term debt 2,528.0 - 2,528.0
Postemployment and other benefit
liabilities 862.1 - 862.1
Minority interests 23.5 - 23.5
Other liabilities 146.1 - 146.1
5,669.0 - 5,669.0
Shareholders' equity:
Common stock 334.8 334.8
Other shareholders' equity 2,163.0 2,163.0
Accumulated other comprehensive income (133.0) (7.1) (140.1)
Shareholders' equity 2,364.8 (7.1) 2,357.7
$ 8,033.8 $ (7.1) $ 8,026.7
INGERSOLL-RAND COMPANY
CONDENSED CONSOLIDATED INCOME STATEMENT
For the year ended December 31, 1996
(in millions except per share amounts)
Reclassification
As reported entry Restated
Net sales $ 5,973.5 $ - $ 5,973.5
Cost of goods sold 4,509.3 - 4,509.3
Selling and administrative expenses 824.4 - 824.4
Operating income 639.8 - 639.8
Interest expense (118.3) - (118.3)
Other income/(expense), net (4.5) - (4.5)
Dresser-Rand income - 23.0 23.0
Minority interests (1.5) - (1.5)
Results from assets held for sale
(net of tax) 17.5 (17.5) -
Earnings before income taxes 533.0 5.5 538.5
Provision for income taxes 190.7 5.5 196.2
Earnings from continuing operations 342.3 - 342.3
Discontinued operations (net of tax) 15.7 - 15.7
Net earnings $ 358.0 $ - $ 358.0
Basic earnings per share
-Continuing operations $ 2.12 $ - $ 2.12
-Discontinued operations 0.10 - 0.10
$ 2.22 $ - $ 2.22
Diluted earnings per share
-Continuing operations $ 2.11 $ - $ 2.11
-Discontinued operations 0.10 - 0.10
$ 2.21 $ - $ 2.21
INGERSOLL-RAND COMPANY
CONDENSED CONSOLIDATED BALANCE SHEET
December 31, 1996
(in millions)
Reclassification
As reported entry Restated
ASSETS
Current assets:
Cash and cash equivalents $ 145.1 $ - $ 145.1
Marketable securities 4.4 - 4.4
Accounts and notes receivable 877.3 - 877.3
Inventories 660.2 - 660.2
Prepaid expenses and deferred taxes 162.7 46.0 208.7
Assets held for sale 634.2 (218.6) 415.6
Total current assets 2,483.9 (172.6) 2,311.3
Investments in and advances with
partially-owned equity companies 210.2 152.6 362.8
Net property, plant and equipment 1,027.1 - 1,027.1
Intangible assets,net 1,169.3 - 1,169.3
Deferred income taxes 127.0 23.4 150.4
Other assets 214.7 - 214.7
$ 5,232.2 $ 3.4 $ 5,235.6
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable and accruals $ 920.4 $ - $ 920.4
Loans payable 160.7 - 160.7
Income taxes 4.7 - 4.7
Total current liabilities 1,085.8 - 1,085.8
Long-term debt 1,163.8 - 1,163.8
Postemployment and other benefit
liabilities 738.5 - 738.5
Minority interests 14.5 - 14.5
Other liabilities 134.1 - 134.1
3,136.7 - 3,136.7
Shareholders' equity:
Common stock 220.6 - 220.6
Other shareholders' equity 1,946.0 - 1,946.0
Accumulated other comprehensive income (71.1) 3.4 (67.7)
Shareholders' equity 2,095.5 3.4 2,098.9
$ 5,232.2 $ 3.4 $ 5,235.6
INGERSOLL-RAND COMPANY
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
INGERSOLL-RAND COMPANY
(Registrant)
Date October 12, 2001 /S/ Steven R. Shawley
Steven R. Shawley
Vice President and Controller
(Principal Accounting Officer)