FORM 10-Q
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One)
☒ | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended July 31, 2018
OR
☐ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to
Commission file number 0-7977
NORDSON CORPORATION
(Exact name of registrant as specified in its charter)
Ohio |
| 34-0590250 |
(State of incorporation) |
| (I.R.S. Employer Identification No.) |
|
|
|
28601 Clemens Road Westlake, Ohio |
| 44145 |
(Address of principal executive offices) |
| (Zip Code) |
(440) 892-1580
(Telephone Number)
Securities registered pursuant to Section 12(b) of the Act:
Common Shares without par value
Securities registered pursuant to Section 12(g) of the Act:
None
Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months, and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the Registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was required to submit and post such files). Yes ☒ No ☐
Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company" and "emerging growth company" in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer | ☒ |
| Accelerated filer | ☐ |
|
|
|
|
|
Non-accelerated filer | ☐ | (Do not check if smaller reporting company) | Smaller reporting company | ☐ |
|
|
|
|
|
Emerging growth company | ☐ |
|
|
|
If an emerging growth company, indicate by check mark if the Registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act ☐
Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date: Common Shares, without par value as of July 31, 2018: 58,148,676
Nordson Corporation
Table of
Contents
Part I – FINANCIAL INFORMATION | 3 |
|
|
ITEM 1. FINANCIAL STATEMENTS (UNAUDITED) | 3 |
C ondensed C onsolidated S tatements of I ncome | 3 |
C ondensed C onsolidated S tatements of C omprehensive I ncome | 4 |
C ondensed C onsolidated B alance S heets | 5 |
C ondensed C onsolidated S tatements of C ash F lows | 6 |
N otes t o C ondensed C onsolidated F inancial S tatements | 7 |
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS | 19 |
Critical Accounting Policies and Estimates | 19 |
Results of Operations | 19 |
Financial Condition | 23 |
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK | 25 |
ITEM 4. CONTROLS AND PROCEDURES | 26 |
|
|
Part I I – OTHER INFORMATION | 27 |
|
|
ITEM 1. LEGAL PROCEEDINGS | 27 |
ITEM 1A. RISK FACTORS | 27 |
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS | 27 |
ITEM 6. EXHIBITS | 28 |
|
|
SIGNATURE | 29 |
Page 2