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): October 28, 2016

BARNES GROUP INC.
(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction of incorporation)

	

1-4801	 	06-0247840	
(Commission File Number)	 	(I.R.S. Employer Identification No.)	
 	 	 	
123 Main Street, Bristol, Connecticut	 	06010	
(Address of principal executive offices)	 	(Zip Code)	

(860) 583-7070
Registrant's telephone number, including area code

Not Applicable
(Former name or former address, if changed since last report)

	
	
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:	

		
¬	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)	
¬	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)	
¬	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))	
¬	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))	

	
			
Item 2.02	 	Results of Operations and Financial Condition.

On October 28, 2016, Barnes Group Inc. (the "Company") issued a press release announcing the financial results of operations for the third quarter and nine months ended September 30, 2016. A copy is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

The information in this Current Report on 8-K and the exhibit attached hereto shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Exchange Act or Securities Act of 1933, as amended, except as expressly set forth by specific reference in such filing.	
Item 9.01	 	Financial Statements and Exhibits.
                                                                                         
Exhibit 99.1: Press Release issued October 28, 2016, announcing the financial results of operations for the third quarter and nine months ended September 30, 2016.	

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 hereunto duly authorized.	

	
			
Dated:  October 28, 2016	BARNES GROUP INC.	
 	(Registrant)	
 	 	 	
 	By:	/s/ CHRISTOPHER J. STEPHENS, JR.	
 	 	     Christopher J. Stephens, Jr.
     Senior Vice President, Finance and
     Chief Financial Officer	

EXHIBIT INDEX

			
Exhibit No.	 	Document Description    	
99.1	 	Press Release, dated October 28, 2016.	

Barnes Group Inc. / 1

	
					
	 	 	 	Exhibit 99.1

Barnes Group Inc.
123 Main Street
Bristol, CT 06010	

NEWS RELEASE

BARNES GROUP INC. REPORTS
THIRD QUARTER 2016 FINANCIAL RESULTS

•	Sales of $312 million, up 7% from a Year Ago; Organic Sales up 4%	
		
•	Operating Margin of 16.6%, up 160 bps;	
Adjusted Operating Margin of 17.4%, up 80 bps
		
•	Diluted EPS of $0.67, up 10% from Last Year;	
Adjusted Diluted EPS of $0.71, up 16%
		
•	2016 Diluted EPS Guidance Updated to $2.39 to $2.44, up 9% to 11% from $2.19 in 2015; Adjusted Diluted EPS Guidance Updated to $2.48 to $2.53; up 4% to 6% from $2.38 in 2015	
		
•	Completed Acquisition of the Molds Business of Adval Tech Holding AG (FOBOHA)	

BRISTOL, Conn., October 28, 2016 - Barnes Group Inc. (NYSE: B), an international industrial and aerospace manufacturer and service provider, today reported financial results for the third quarter of 2016. Net sales of $312 million were up 7% from $291 million in the prior year period driven by organic sales growth of 4% and acquisition revenues of 3%. Net income for the third quarter was $36.8 million, or $0.67 per diluted share, compared to $33.7 million, or $0.61 per diluted share, a year ago. On an adjusted basis, net income was $0.71 per diluted share, up 16% from $0.61 last year. Adjusted diluted net income per share in the third quarter of 2016 excludes $0.03 of FOBOHA short-term purchase accounting adjustments and transaction costs in our Industrial Segment and a $0.01 charge related to a continuing contract termination dispute in our Aerospace Segment. Third quarter 2015 adjusted diluted net income per share excludes $0.03 related to a contract termination dispute in our Aerospace Segment, $0.02 of Thermoplay short-term purchase accounting adjustments and transaction costs in our Industrial Segment, and a $0.05 benefit from a tax refund in the quarter.
A table reconciling 2016 and 2015 non-GAAP adjusted results presented in this release to the Company’s GAAP results is included at the end of this press release.
“Barnes Group’s financial performance continued to strengthen during the third quarter as sales growth and operational efficiencies from the Barnes Enterprise System benefitted both margins and earnings,” said Patrick J. Dempsey, President and Chief Executive Officer of Barnes Group Inc. “In particular, our Industrial Segment generated solid organic growth and sustained productivity momentum to deliver improved margins,” added Dempsey. “In our Aerospace Segment, we began to see improved performance and ramping volumes on our new engine programs, while we continue to transition from large, declining legacy programs.”

Barnes Group Inc. / 2

Industrial

•	Third quarter 2016 sales were $208.7 million, up 10% from $189.1 million in the same period last year. Organic sales increased by 6% in the quarter, primarily driven by strength in our Nitrogen Gas Products and Molding Solutions businesses. Unfavorable foreign exchange reduced sales by approximately $1.1 million, or 1%. For the quarter, the Thermoplay, Priamus, and FOBOHA businesses collectively contributed $9.6 million in acquisition sales.	

•	Operating profit in the third quarter was $35.0 million, up 28% from $27.3 million in the prior year period. The increase was driven by the profit impact of increased organic sales volumes and favorable productivity, offset in part by lower pricing. Excluding FOBOHA short-term purchase accounting adjustments and acquisition costs this year, and similar charges for Thermoplay last year, adjusted operating profit of $36.7 million was up 26% from an adjusted $29.2 million a year ago. Adjusted operating margin was 17.6%, up 220 bps.	
Aerospace

•	Third quarter 2016 sales were $102.8 million, up slightly from $102.3 million in the same period last year. An increase in aftermarket maintenance, repair and overhaul sales (“MRO”) was offset by a decline in aftermarket spare parts sales. The Aerospace original equipment manufacturing sales level (“OEM”) was similar to a year ago.	

•	Operating profit was $16.9 million for the third quarter of 2016, compared to $16.4 million in the prior year period. The operating profit increase reflects lower charges on a contract termination dispute this year versus a year ago, offset by lower pricing and an unfavorable profit mix from reduced spare part sales. Excluding the contract termination dispute charges for both 2016 and 2015, adjusted operating profit was $17.5 million, down 9% from a year ago. Adjusted operating margin was 17.0%, down 180 bps.	

•	Aerospace backlog was $638 million at the end of the third quarter of 2016, up 14% year-over-year and down 3% sequentially from the second quarter of 2016.	
 
Additional Information
		
•	Interest expense increased $0.4 million to $3.0 million in the quarter primarily as a result of a higher average interest rate versus a year ago.	

•	The Company's effective tax rate for the third quarter of 2016 was 23.6% compared with 19.2% in the third quarter of 2015 and 23.2% for the full year 2015. The increase in the third quarter of 2016 effective tax rate from the full year 2015 rate is primarily due to the expiration of certain tax holidays, the absence of the 2015 refund of withholding taxes and the projected change in the mix of earnings attributable to higher-taxing jurisdictions, partially offset by lower planned repatriations of a portion of current year foreign earnings to the U.S and the tax benefits recorded as a result of the new guidance for stock based compensation which was adopted in the 3rd quarter of 2016.	

Barnes Group Inc. / 3

Updated 2016 Outlook
Barnes Group now expects 2016 organic revenue growth to be flat for the year, with total revenue growth of 3.5% to 4.5% after consideration of 1% unfavorable foreign exchange and 5% from acquisition revenues. Adjusted operating margin is forecasted to be approximately 16%. Barnes Group now expects adjusted earnings in the range of $2.48 to $2.53 per diluted share, up 4% to 6% from $2.38 in 2015. Further, the Company now anticipates capital expenditures of between $45 and $50 million and cash conversion to be greater than 100% of net income. For 2016, the effective tax rate expectation is in the range of 25% to 26%.

Conference Call Information
Barnes Group Inc. will conduct a conference call with investors to discuss the Company’s performance in the third quarter and the outlook for the business for the full year 2016 at 8:30 a.m. ET today, October 28, 2016. The public may access the conference through a live audio webcast available on the Investor Relations section of Barnes Group’s website at www.BGInc.com . The conference is also available by direct dial at (877) 201-0168 in the U.S. or (647) 788-4901 outside of the U.S.; Conference ID 63308676. Supplemental materials will be posted to the Investor Relations section of the Company's website prior to the conference call. 
In addition, the call will be recorded and available for playback from 12:00 p.m. (ET) on Friday, October 28, 2016 until 11:59 p.m. (ET) on Friday, November 4, 2016, by dialing (404) 537-3406; Conference ID 63308676.

Note:
(1) Organic sales growth represents the total reported sales increase within the Company’s ongoing businesses less the impact of foreign currency translation and acquisition and divestitures completed in the preceding twelve months.

About Barnes Group
Founded in 1857, Barnes Group Inc. (NYSE: B) is an international industrial and aerospace manufacturer and service provider, serving a wide range of end markets and customers. The highly engineered products, differentiated industrial technologies, and innovative solutions delivered by Barnes Group are used in far-reaching applications that provide transportation, manufacturing, healthcare, and technology to the world. Barnes Group’s skilled and dedicated employees around the globe are committed to achieving consistent and sustainable profitable growth. For more information, visit www.BGInc.com .

Forward-Looking Statements
This press release contains forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements often address our expected future operating and financial performance and financial condition, and often contain words such as "anticipate," "believe," "expect," "plan," "estimate," "project," and similar terms. Among others, our sales outlook, backlog, aircraft utilization, demographics, exchange rate assumptions, sales per aircraft and guidance are all forward-looking statements. These forward-looking statements do not constitute guarantees of future performance and are subject to a variety of risks and uncertainties that may cause actual results to differ materially from those expressed in the forward-looking statements. These include, among others: difficulty maintaining relationships with employees, including unionized employees, customers, distributors, suppliers, business partners or governmental entities; failure to successfully negotiate collective bargaining agreements or potential strikes, work stoppages or other similar events; changes in market demand for our products and services; rapid technological and market change; the ability to protect intellectual property rights; introduction or development of new products or transfer of work; higher risks in international operations and markets; the impact of intense competition; acts of terrorism, cybersecurity attacks or intrusions that could adversely impact our businesses; uncertainties relating to conditions in financial markets; currency fluctuations and foreign currency exposure; future financial performance of the industries or customers that we serve; our dependence upon revenues and earnings from a small number of significant customers; a major loss of customers; inability to realize expected sales or profits from existing backlog or

Barnes Group Inc. / 4

consistent with projected sales per aircraft due to a range of factors, including changes in customer sourcing decisions, materials, material costs, part design, quantity of parts per engine, percentage of work directed to us, engine spares, cost schedules, production schedules and volumes of specific programs; the impact of government budget and funding decisions; changes in raw material or product prices and availability; integration of acquired businesses; restructuring costs or savings; the continuing impact of prior acquisitions and divestitures, and any other future strategic actions, including acquisitions, divestitures, restructurings, or strategic business realignments, including the integration of the FOBOHA business, and our ability to achieve the financial and operational targets set in connection with any such actions; the outcome of pending and future legal, governmental, or regulatory proceedings and contingencies and uninsured claims, including the arbitration proceedings involving Triumph Actuation Systems - Yakima, LLC; future repurchases of common stock; future levels of indebtedness; and numerous other matters of a global, regional or national scale, including those of a political, economic, business, competitive, environmental, regulatory and public health nature; and other risks and uncertainties described in documents filed with or furnished to the Securities and Exchange Commission ("SEC") by the Company, including, among others, those in the Management's Discussion and Analysis of Financial Condition and Results of Operations and Risk Factors sections of the Company's filings. The Company assumes no obligation to update its forward-looking statements.

Contact:
Barnes Group Inc.
William Pitts
Director, Investor Relations
860.583.7070

# # #

Barnes Group Inc. / 5

BARNES GROUP INC.
CONSOLIDATED STATEMENTS OF INCOME
(Dollars in thousands, except per share data)
(Unaudited)

	
																						
 	Three months ended September 30,	 	Nine months ended September 30,	
 	2016	 	2015	 	% Change	 	2016	 	2015	 	% Change	
Net sales	$	311,561		 	$	291,434		 	6.9		 	$	906,586		 	$	906,949		 	—		
 	 	 	 	 	 	 	 	 	 	 	 	
Cost of sales	198,600		 	191,132		 	3.9		 	582,028		 	593,609		 	(2.0	)	
Selling and administrative expenses	61,144		 	56,555		 	8.1		 	183,754		 	175,049		 	5.0		
 	259,744		 	247,687		 	4.9		 	765,782		 	768,658		 	(0.4	)	
Operating income	51,817		 	43,747		 	18.4		 	140,804		 	138,291		 	1.8		
 	 	 	 	 	 	 	 	 	 	 	 	
Operating margin	16.6	%	 	15.0	%	 	 	 	15.5	%	 	15.2	%	 	 	
 	 	 	 	 	 	 	 	 	 	 	 	
Interest expense	3,020		 	2,637		 	14.5		 	8,826		 	7,944		 	11.1		
Other expense (income), net	621		 	(545	)	 	NM		 	24		 	(228	)	 	NM		
Income before income taxes	48,176		 	41,655		 	15.7		 	131,954		 	130,575		 	1.1		
Income taxes	11,348		 	7,984		 	42.1		 	33,066		 	33,601		 	(1.6	)	
Net income	$	36,828		 	$	33,671		 	9.4		 	$	98,888		 	$	96,974		 	2.0		
 	 	 	 	 	 	 	 	 	 	 	 	
Common dividends	$	6,994		 	$	6,587		 	6.2		 	$	20,444		 	$	19,713		 	3.7		
 	 	 	 	 	 	 	 	 	 	 	 	
Per common share:	 	 	 	 	 	 	 	 	 	 	 	
     Basic	$	0.68		 	$	0.61		 	11.5		 	$	1.82		 	$	1.76		 	3.4		
     Diluted	0.67		 	0.61		 	9.8		 	1.81		 	1.74		 	4.0		
  Dividends	0.13		 	0.12		 	8.3		 	0.38		 	0.36		 	5.6		
 	 	 	 	 	 	 	 	 	 	 	 	
Weighted average common shares outstanding:	 	 	 	 	 	 	 	 	 	 	 	
    Basic	54,206,064		 	55,199,315		 	(1.8	)	 	54,206,798		 	55,140,774		 	(1.7	)	
    Diluted	54,572,315		 	55,588,092		 	(1.8	)	 	54,643,739		 	55,647,971		 	(1.8	)	
NM - Not Meaningful

Barnes Group Inc. / 6

BARNES GROUP INC.
OPERATIONS BY REPORTABLE BUSINESS SEGMENT
(Dollars in thousands)
(Unaudited)

	
																					
 	Three months ended September 30,	 	Nine months ended September 30,	
 	2016	 	2015	 	% Change	 	2016	 	2015	 	% Change	
Net sales	 	 	 	 	 	 	 	 	 	 	 	
   Industrial	$	208,748		 	$	189,106		 	10.4	 	$	608,534		 	$	592,044		 	2.8		
   Aerospace	102,816		 	102,329		 	0.5	 	298,055		 	314,910		 	(5.4	)	
   Intersegment sales	(3	)	 	(1	)	 	NM	 	(3	)	 	(5	)	 	(40.0	)	
Total net sales	$	311,561		 	$	291,434		 	6.9	 	$	906,586		 	$	906,949		 	—		
 	 	 	 	 	 	 	 	 	 	 	 	
Operating profit	 	 	 	 	 	 	 	 	 	 	 	
   Industrial	$	34,958		 	$	27,304		 	28.0	 	$	99,445		 	$	88,262		 	12.7		
   Aerospace	16,859		 	16,443		 	2.5	 	41,359		 	50,029		 	(17.3	)	
Total operating profit	$	51,817		 	$	43,747		 	18.4	 	$	140,804		 	$	138,291		 	1.8		
 	 	 	 	 	 	 	 	 	 	 	 	
Operating margin	 	 	 	 	Change	 	 	 	 	 	Change	
   Industrial	16.7	%	 	14.4	%	 	230	 	16.3	%	 	14.9	%	 	140		
   Aerospace	16.4	%	 	16.1	%	 	30	 	13.9	%	 	15.9	%	 	(200	)	
Total operating margin	16.6	%	 	15.0	%	 	160	 	15.5	%	 	15.2	%	 	30		
NM - Not Meaningful

Barnes Group Inc. / 7

BARNES GROUP INC.
CONSOLIDATED BALANCE SHEETS
(Dollars in thousands)
(Unaudited)

	
								
 	September 30, 2016	 	December 31, 2015	
Assets	 	 	 	
Current assets	 	 	 	
  Cash and cash equivalents	$	71,941		 	$	83,926		
  Accounts receivable	287,293		 	261,757		
  Inventories	233,409		 	208,611		
  Deferred income taxes	—		 	24,825		
  Prepaid expenses and other current assets	32,282		 	32,469		
    Total current assets	624,925		 	611,588		
 	 	 	 	
Deferred income taxes	19,375		 	1,139		
Property, plant and equipment, net	342,470		 	308,856		
Goodwill	666,040		 	587,992		
Other intangible assets, net	542,083		 	528,322		
Other assets	26,990		 	23,969		
Total assets	$	2,221,883		 	$	2,061,866		
 	 	 	 	
Liabilities and Stockholders' Equity	 	 	 	
Current liabilities	 	 	 	
  Notes and overdrafts payable	$	13,200		 	$	22,680		
  Accounts payable	109,050		 	97,035		
  Accrued liabilities	146,357		 	114,867		
  Deferred revenue and customer advances	35,120		 	16,453		
  Long-term debt - current	2,211		 	1,515		
    Total current liabilities	305,938		 	252,550		
 	 	 	 	
Long-term debt	512,060		 	485,711		
Accrued retirement benefits	99,749		 	112,888		
Deferred income taxes	75,616		 	62,364		
Other liabilities	24,898		 	20,600		
 	 	 	 	
Total stockholders' equity	1,203,622		 	1,127,753		
Total liabilities and stockholders' equity	$	2,221,883		 	$	2,061,866		

Barnes Group Inc. / 8

BARNES GROUP INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Dollars in thousands)
(Unaudited)

	
								
 	Nine months ended September 30,	
 	2016	 	2015	
Operating activities:	 	 	 	
Net income	$	98,888		 	$	96,974		
Adjustments to reconcile net income to net cash provided by operating activities:	 	 	 	
  Depreciation and amortization	58,949		 	59,249		
  Gain on disposition of property, plant and equipment	(475	)	 	(1,269	)	
  Stock compensation expense	8,620		 	6,934		
  Changes in assets and liabilities, net of the effect of acquisitions:	 	 	 	
    Accounts receivable	(18,461	)	 	2,221		
    Inventories	4,626		 	(3,593	)	
    Prepaid expenses and other current assets	(296	)	 	(7,617	)	
    Accounts payable	9,799		 	8,667		
    Accrued liabilities, deferred revenue and customer advances	13,028		 	(8,026	)	
    Deferred income taxes	998		 	4,741		
    Long-term retirement benefits	(16,026	)	 	(166	)	
  Other	461		 	2,481		
Net cash provided by operating activities	160,111		 	160,596		
 	 	 	 	
Investing activities:	 	 	 	
Proceeds from disposition of property, plant and equipment	715		 	3,311		
Capital expenditures	(32,920	)	 	(31,412	)	
Business acquisitions, net of cash acquired	(120,675	)	 	(43,485	)	
Component Repair Program payments	(900	)	 	(19,000	)	
Net cash used by investing activities	(153,780	)	 	(90,586	)	
 	 	 	 	
Financing activities:	 	 	 	
Net change in other borrowings	(9,321	)	 	2,491		
Payments on long-term debt	(263,578	)	 	(137,699	)	
Proceeds from the issuance of long-term debt	288,982		 	107,766		
Proceeds from the issuance of common stock	2,463		 	11,183		
Common stock repurchases	(15,660	)	 	(12,082	)	
Dividends paid	(20,444	)	 	(19,713	)	
Withholding taxes paid on stock issuances	(4,881	)	 	(4,898	)	
Other	3,406		 	6,341		
Net cash used by financing activities	(19,033	)	 	(46,611	)	
 	 	 	 	
Effect of exchange rate changes on cash flows	717		 	(3,675	)	
(Decrease) increase in cash and cash equivalents	(11,985	)	 	19,724		
 	 	 	 	
Cash and cash equivalents at beginning of period	83,926		 	46,039		
Cash and cash equivalents at end of period	$	71,941		 	$	65,763		

Barnes Group Inc. / 9

BARNES GROUP INC.
RECONCILIATION OF NET CASH PROVIDED BY OPERATING ACTIVITIES TO FREE CASH FLOW
(Dollars in thousands)
(Unaudited)

	
								
 	Nine months ended September 30,	
 	2016	 	2015	
Free cash flow:	 	 	 	
Net cash provided by operating activities	$	160,111		 	$	160,596		
Capital expenditures	(32,920	)	 	(31,412	)	
Free cash flow (1)	$	127,191		 	$	129,184		

Notes:
(1) The Company defines free cash flow as net cash provided by operating activities less capital expenditures. The Company believes that the free cash flow metric is useful to investors and management as a measure of cash generated by business operations that can be used to invest in future growth, pay dividends, repurchase stock and reduce debt. This metric can also be used to evaluate the Company's ability to generate cash flow from business operations and the impact that this cash flow has on the Company's liquidity.

Barnes Group Inc. / 10

BARNES GROUP INC.
NON-GAAP FINANCIAL MEASURE RECONCILIATION
(Dollars in thousands, except per share data)
(Unaudited)

																									
 	Three months ended September 30,	 	Nine months ended September 30,	 	
 	2016	 	2015	 	% Change	 	2016	 	2015	 	% Change	 	
SEGMENT RESULTS	 	 	 	 	 	 	 	 	 	 	 	 	
Operating Profit - Industrial Segment (GAAP)	$	34,958		 	$	27,304		 	28.0		 	$	99,445		 	$	88,262		 	12.7		 	
Männer short-term purchase accounting adjustments	—		 	—		 	 	 	—		 	1,481		 	 	 	
Acquisition transaction costs	1,178		 	706		 	 	 	1,178		 	706		 	 	 	
FOBOHA short-term purchase accounting adjustments	530		 	—		 	 	 	530		 	—		 	 	 	
Thermoplay short-term purchase accounting adjustments	—		 	1,147		 	 	 	—		 	1,147		 	 	 	
Operating Profit - Industrial Segment as adjusted (Non-GAAP) (1)	$	36,666			$	29,157		 	25.8		 	$	101,153		 	$	91,596		 	10.4		 	
 	 	 	 	 	 	 	 	 	 	 	 	 	
Operating Margin - Industrial Segment (GAAP)	16.7	%	 	14.4	%	 	230		bps.	16.3	%	 	14.9	%	 	140		bps.	
Operating Margin - Industrial Segment as adjusted (Non-GAAP) (1)	17.6	%	 	15.4	%	 	220		bps.	16.6	%	 	15.5	%	 	110		bps.	
 	 	 	 	 	 	 	 	 	 	 	 	 	
Operating Profit - Aerospace Segment (GAAP)	$	16,859		 	$	16,443		 	2.5		 	$	41,359		 	$	50,029		 	(17.3	)	 	
Contract termination dispute charges	613		 	2,788		 	 	 	2,998		 	2,788		 	 	 	
Operating Profit - Aerospace Segment as adjusted (Non-GAAP) (1)	$	17,472		 	$	19,231		 	(9.1	)	 	$	44,357		 	$	52,817		 	(16.0	)	 	
 	 	 	 	 	 	 	 	 	 	 	 	 	
Operating Margin - Aerospace Segment (GAAP)	16.4	%	 	16.1	%	 	30		bps.	13.9	%	 	15.9	%	 	(200	)	bps.	
Operating Margin - Aerospace Segment as adjusted (Non-GAAP) (1)	17.0	%	 	18.8	%	 	(180	)	bps.	14.9	%	 	16.8	%	 	(190	)	bps.	
CONSOLIDATED RESULTS	 	 	 	 	 	 	 	 	 	 	 	 	
Operating Income (GAAP)	$	51,817		 	$	43,747		 	18.4		 	$	140,804		 	$	138,291		 	1.8		 	
Männer short-term purchase accounting adjustments	—		 	—		 	 	 	—		 	1,481		 	 	 	
Contract termination dispute charges	613		 	2,788		 	 	 	2,998		 	2,788		 	 	 	
Acquisition transaction costs	1,178		 	706		 	 	 	1,178		 	706		 	 	 	
FOBOHA short-term purchase accounting adjustments	530		 	—		 	 	 	530		 	—		 	 	 	
Thermoplay short-term purchase accounting adjustments	—		 	1,147		 	 	 	—		 	1,147		 	 	 	
Operating Income as adjusted (Non-GAAP) (1)	$	54,138		 	$	48,388		 	11.9		 	$	145,510		 	$	144,413		 	0.8		 	
 	 	 	 	 	 	 	 	 	 	 	 	 	
Operating Margin (GAAP)	16.6	%	 	15.0	%	 	160		bps.	15.5	%	 	15.2	%	 	30		bps.	
Operating Margin as adjusted (Non-GAAP) (1)	17.4	%	 	16.6	%	 	80		bps.	16.1	%	 	15.9	%	 	20		bps.	
 	 	 	 	 	 	 	 	 	 	 	 	 	
Diluted Net Income per Share (GAAP)	$	0.67		 	$	0.61		 	9.8		 	$	1.81		 	$	1.74		 	4.0		 	
Männer short-term purchase accounting adjustments	—		 	—		 	 	 	—		 	0.02		 	 	 	
Tax benefit recognized for refund of withholding taxes	—		 	(0.05	)	 	 	 	—		 	(0.05	)	 	 	 	
Contract termination dispute charges	0.01		 	0.03		 	 	 	0.03		 	0.03		 	 	 	
Acquisition transaction costs	0.02		 	0.01		 	 	 	0.02		 	0.01		 	 	 	
FOBOHA short-term purchase accounting adjustments	0.01		 	—		 	 	 	0.01		 	—		 	 	 	
Thermoplay short-term purchase accounting adjustments	$	—		 	0.01		 	 	 	$	—		 	0.01		 	 	 	
Diluted Net Income per Share as adjusted (Non-GAAP) (1)	$	0.71		 	$	0.61		 	16.4		 	$	1.87		 	$	1.76		 	6.3		 	
 	 	 	 	 	 	 	 	 	 	 	 	 	
 	Full-Year 2015	 	 	 	Full-Year 2016 Outlook	 	 	 	 	 	
Diluted Net Income per Share (GAAP)	$	2.19		 	 	 	$	2.39		to	$	2.44		 	 	 	 	 	
Männer short-term purchase accounting adjustments	0.02		 	 	 	 	 	 	 	 	 	 	 	
Tax benefit recognized for refund of withholding taxes
	(0.05	)	 	 	 	 	 	 	 	 	 	 	 	
Acquisition transaction costs	0.02		 	 	 	 	0.02		 	 	 	 	 	 	
Thermoplay short-term purchase accounting adjustments
	0.01		 	 	 	 	 	 	 	 	 	 	 	
FOBOHA short-term purchase accounting adjustments
	—		 	 	 	 	0.04		 	 	 	 	 	 	
Restructuring/reduction in force	0.05		 	 	 	 	 	 	 	 	 	 	 	
Pension lump-sum settlement charges
	0.11		 	 	 	 	 	 	 	 	 	 	 	
Contract termination dispute charges	0.03		 	 	 	 	0.03		 	 	 	 	 	 	
Diluted Net Income per Share as adjusted (Non-GAAP) (1)	$	2.38		 	 	 	$	2.48		to	$	2.53		 	 	 	 	 	

Notes:
(1) The Company has excluded the following from its "as adjusted" financial measurements for 2016: 1) transaction costs related to its FOBOHA acquisition, 2) short-term purchase accounting adjustments related to its FOBOHA acquisition and 3) charges related to a contract termination dispute. The Company has also excluded the following from its "as adjusted" financial measurements for 2015: 1) short-term purchase accounting adjustments related to its Männer acquisition, 2) a tax benefit recognized related to a refund of withholding taxes that were previously paid and included in tax expense in prior years, 3) transaction costs related to its Thermoplay and Priamus acquisitions, 4) short-term purchase accounting adjustments related to its Thermoplay acquisition, 5) restructuring and workforce reduction charges, 6) the pension lump-sum settlement charge and 7) charges related to a contract termination dispute. The tax effect of these items was calculated based on the respective tax jurisdiction of each item. The tax effect on the acquisition transaction costs, based on the countries in which such costs originated, approximated 14%. The remaining items include tax effects that range from approximately 27% to 37%. Management believes that these adjustments provide the Company and its investors with an indication of our baseline performance excluding items that are not considered to be reflective of our ongoing results. Management does not intend results excluding the adjustments to represent results as defined by GAAP, and the reader should not consider it as an alternative measurement calculated in accordance with GAAP, or as an indicator of the Company's performance. Accordingly, the measurements have limitations depending on their use.