CARLISLE COMPANIES INC, 10-Q filed on 4/28/2017
Quarterly Report
Document and Entity Information
3 Months Ended
Mar. 31, 2017
Apr. 20, 2017
Document and Entity Information
 
 
Entity Registrant Name
CARLISLE COMPANIES INC 
 
Entity Central Index Key
0000790051 
 
Document Type
10-Q 
 
Document Period End Date
Mar. 31, 2017 
 
Amendment Flag
false 
 
Current Fiscal Year End Date
--12-31 
 
Entity Current Reporting Status
Yes 
 
Entity Filer Category
Large Accelerated Filer 
 
Entity Common Stock, Shares Outstanding
 
64,598,743 
Document Fiscal Year Focus
2017 
 
Document Fiscal Period Focus
Q1 
 
Condensed Consolidated Statements of Income and Comprehensive Income (USD $)
In Millions, except Share data in Thousands, unless otherwise specified
3 Months Ended
Mar. 31, 2017
Mar. 31, 2016
Condensed Consolidated Statements of Operations and Comprehensive (Loss) Income
 
 
Net sales
$ 857.3 
$ 794.0 
Cost of goods sold
609.6 
548.6 
Selling and administrative expenses
139.7 
124.1 
Research and development expenses
12.8 
11.3 
Other income, net
(1.5)
(0.6)
Earnings before interest and income taxes
96.7 
110.6 
Interest expense, net
6.6 
8.4 
Earnings before income taxes from continuing operations
90.1 
102.2 
Income tax expense
28.6 
33.7 
Income from continuing operations
61.5 
68.5 
Discontinued operations:
 
 
Income before income taxes
0.5 
Income tax expense
0.2 
Income from discontinued operations
0.3 
Net income
61.8 
68.5 
Basic earnings per share attributable to common shares:
 
 
(Loss) income from continuing operations (in dollars per share)
$ 0.95 
$ 1.06 
Loss from discontinued operations (in dollars per share)
$ 0.00 
$ 0.00 
Basic (loss) earnings per share (in dollars per share)
$ 0.95 
$ 1.06 
Diluted earnings per share attributable to common shares:
 
 
(Loss) income from continuing operations (in dollars per share)
$ 0.94 
$ 1.05 
Loss from discontinued operations (in dollars per share)
$ 0.00 
$ 0.00 
Diluted (loss) earnings per share (in dollars per share)
$ 0.94 
$ 1.05 
Average shares outstanding (in thousands):
 
 
Basic (in shares)
64,353 
64,018 
Diluted (in shares)
64,848 
64,876 
Dividends declared and paid
22.7 
19.5 
Dividends declared and paid per share (in dollars per share)
$ 0.35 
$ 0.30 
Comprehensive Income
 
 
Net (loss) income
61.8 
68.5 
Other comprehensive income (loss):
 
 
Foreign currency translation
11.4 
10.2 
Accrued post-retirement benefit liability, net of tax
0.4 
0.4 
Other, net of tax
(0.1)
(0.2)
Other comprehensive income
11.7 
10.4 
Comprehensive income
$ 73.5 
$ 78.9 
Condensed Consolidated Balance Sheets (USD $)
In Millions, unless otherwise specified
Mar. 31, 2017
Dec. 31, 2016
Current assets:
 
 
Cash and cash equivalents
$ 134.0 
$ 385.3 
Receivables, net
560.0 
511.6 
Inventories
428.0 
377.0 
Prepaid expenses
25.2 
24.3 
Other current assets
44.0 
57.0 
Total current assets
1,191.2 
1,355.2 
Property, plant, and equipment, net
660.9 
632.2 
Other assets:
 
 
Goodwill, net
1,176.9 
1,081.2 
Other intangible assets, net
1,018.9 
872.2 
Other long-term assets
22.8 
25.0 
Total other assets
2,218.6 
1,978.4 
TOTAL ASSETS
4,070.7 
3,965.8 
Current liabilities:
 
 
Accounts payable
291.3 
243.6 
Accrued expenses
188.4 
246.7 
Deferred revenue
28.6 
23.2 
Total current liabilities
508.3 
513.5 
Long-term liabilities:
 
 
Long-term debt
596.5 
596.4 
Deferred revenue
174.5 
172.0 
Other long-term liabilities
273.2 
217.0 
Total long-term liabilities
1,044.2 
985.4 
Commitments and contingencies (See Note 11)
   
   
Shareholders' equity:
 
 
Preferred stock, $1 par value per share (authorized and unissued 5,000,000 shares)
Common stock, $1 par value per share (authorized 200,000,000 shares; issued 78,661,248 shares; outstanding 64,368,750 and 64,257,182 shares, respectively)
78.7 
78.7 
Additional paid-in capital
338.5 
335.3 
Deferred compensation equity
11.9 
10.3 
Treasury shares, at cost (14,067,571 and 14,178,801 shares, respectively)
(386.9)
(382.6)
Accumulated other comprehensive loss
(110.5)
(122.2)
Retained earnings
2,586.5 
2,547.4 
Total shareholders' equity
2,518.2 
2,466.9 
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY
$ 4,070.7 
$ 3,965.8 
Condensed Consolidated Balance Sheets (Parenthetical) (USD $)
Mar. 31, 2017
Dec. 31, 2016
Statement of Financial Position [Abstract]
 
 
Preferred stock, par value (in dollars per share)
$ 1 
$ 1 
Preferred stock, Authorized shares
5,000,000 
5,000,000 
Preferred stock, unissued shares
5,000,000 
5,000,000 
Common stock, par value (in dollars per share)
$ 1 
$ 1 
Common stock, Authorized shares
200,000,000 
200,000,000 
Common stock, shares issued
78,661,248 
78,661,248 
Common stock, shares outstanding
64,368,750 
64,257,182 
Treasury, shares
14,067,571 
14,178,801 
Condensed Consolidated Statements of Cash Flows (USD $)
In Millions, unless otherwise specified
3 Months Ended
Mar. 31, 2017
Mar. 31, 2016
Operating activities
 
 
Net income
$ 61.8 
$ 68.5 
Reconciliation of net income to net cash provided by operating activities:
 
 
Depreciation
19.6 
18.4 
Amortization
19.2 
15.1 
Stock-based compensation, net of tax benefit
3.2 
2.8 
Other operating activities, net
0.6 
1.2 
Changes in assets and liabilities, excluding effects of acquisitions:
 
 
Receivables
(34.1)
(1.3)
Inventories
(33.8)
(20.0)
Prepaid expenses and other assets
3.3 
6.2 
Accounts payable
31.2 
27.1 
Accrued expenses
(46.6)
(17.5)
Deferred revenues
7.8 
5.5 
Other long-term liabilities
(0.3)
3.0 
Net cash provided by operating activities
31.9 
109.0 
Investing activities
 
 
Capital expenditures
(30.4)
(18.7)
Acquisitions, net of cash acquired
(225.8)
(8.1)
Net cash used in investing activities
(256.2)
(26.8)
Financing activities
 
 
Dividends paid
(22.7)
(19.5)
Proceeds from revolving credit facility
50.0 
Repayment of revolving credit facility
(50.0)
Proceeds from exercise of stock options, net
(5.4)
4.5 
Repurchases of common stock
(28.5)
Net cash used in financing activities
(28.1)
(43.5)
Effect of foreign currency exchange rate changes on cash and cash equivalents
1.1 
1.1 
Change in cash and cash equivalents
(251.3)
39.8 
Cash and cash equivalents
 
 
Beginning of period
385.3 
410.7 
End of period
$ 134.0 
$ 450.5 
Condensed Consolidated Statement of Shareholders' Equity (Unaudited) (USD $)
In Millions, except Share data, unless otherwise specified
Total
Common Stock
Additional Paid-In Capital
Deferred Compensation Equity
Accumulated Other Comprehensive Income (loss).
Retained Earnings
Shares in Treasury
Balance at the beginning of the period at Dec. 31, 2015
$ 2,347.4 
$ 78.7 
$ 293.4 
$ 8.0 
$ (87.1)
$ 2,381.8 
$ (327.4)
Balance (in shares) at Dec. 31, 2015
 
64,051,600 
 
 
 
 
14,383,241 
Increase (Decrease) in Shareholders' Equity
 
 
 
 
 
 
 
Net income
68.5 
 
 
 
 
68.5 
 
Other comprehensive loss, net of tax
10.4 
 
 
 
10.4 
 
 
Cash dividends - $0.30 and $0.35 for the three months ended March 31, 2016 and 2017, respectively
(19.5)
 
 
 
 
(19.5)
 
Repurchases of common stock
(28.5)
 
 
 
 
 
(28.5)
Repurchases of common stock (in shares)
 
(331,747)
 
 
 
 
331,747 
Issuances for stock based compensation (1)1
9.2 
 
4.8 
2.4 
 
 
2.0 
Issuances for stock based compensation (in shares)1
 
241,259 
 
 
 
 
(242,182)
Balance at the end of the period at Mar. 31, 2016
2,387.5 
78.7 
298.2 
10.4 
(76.7)
2,430.8 
(353.9)
Balance (in shares) at Mar. 31, 2016
 
63,961,112 
 
 
 
 
14,472,806 
Balance at the beginning of the period at Dec. 31, 2016
2,466.9 
78.7 
335.3 
10.3 
(122.2)
2,547.4 
(382.6)
Balance (in shares) at Dec. 31, 2016
64,257,182 
64,257,182 
 
 
 
 
14,178,801 
Increase (Decrease) in Shareholders' Equity
 
 
 
 
 
 
 
Net income
61.8 
 
 
 
 
61.8 
 
Other comprehensive loss, net of tax
11.7 
 
 
 
11.7 
 
 
Cash dividends - $0.30 and $0.35 for the three months ended March 31, 2016 and 2017, respectively
(22.7)
 
 
 
 
(22.7)
 
Issuances for stock based compensation (1)1
0.5 
 
3.2 
1.6 
 
 
(4.3)
Issuances for stock based compensation (in shares)1
 
111,568 
 
 
 
 
(111,230)
Balance at the end of the period at Mar. 31, 2017
$ 2,518.2 
$ 78.7 
$ 338.5 
$ 11.9 
$ (110.5)
$ 2,586.5 
$ (386.9)
Balance (in shares) at Mar. 31, 2017
64,368,750 
64,368,750 
 
 
 
 
14,067,571 
Condensed Consolidated Statement of Shareholders' Equity (Parenthetical)
3 Months Ended
Mar. 31, 2017
Mar. 31, 2016
Statement of Stockholders' Equity [Abstract]
 
 
Cash dividends (in dollars per share)
$ 0.35 
$ 0.30 
Basis of Presentation
Basis of Presentation
Basis of Presentation
 
The accompanying unaudited Condensed Consolidated Financial Statements have been prepared by Carlisle Companies Incorporated (the "Company", “We”, “Our” or "Carlisle"). The accompanying unaudited Condensed Consolidated Financial Statements do not include all disclosures as required by accounting principles generally accepted in the United States of America (U.S.), and should be read in conjunction with the Company’s audited Consolidated Financial Statements and notes thereto included in the Annual Report on Form 10-K for the year ended December 31, 2016.
 
The accompanying unaudited Condensed Consolidated Financial Statements are prepared in conformity with accounting principles generally accepted in the U.S. and, of necessity, include some amounts that are based upon management estimates and judgments. The accompanying unaudited Condensed Consolidated Financial Statements include assets, liabilities, net sales, and expenses of all majority-owned subsidiaries.  Carlisle accounts for investments in minority-owned companies where it exercises significant influence, but does not have control, on the equity basis.  Intercompany transactions and balances are eliminated in consolidation.
 
In our opinion, the accompanying unaudited Condensed Consolidated Financial Statements contain all adjustments, consisting solely of adjustments of a normal, recurring nature, necessary to present fairly the financial position, results of operations, and cash flows for the periods presented. We have reclassified certain prior period amounts to conform to current period presentation.
New Accounting Pronouncements
New Accounting Pronouncements
New Accounting Pronouncements
 
New Accounting Standards Adopted
 
     Effective January 1, 2017, the Company adopted Accounting Standards Update ("ASU") 2016-09, Compensation – Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting (“ASU 2016-09”).  The ASU simplifies several aspects of the accounting for stock compensation, including the following: 

On a prospective basis, all income tax effects of awards are recognized in the statement of operations as tax expense or benefit at the time that the awards vest or are settled, which resulted in a $2.6 million discrete income tax benefit for the first three months of 2017.
On a prospective basis, all income tax effects of awards are recognized in the statement of cash flows as only operating activities as compared to both operating and financing activities.
The cash paid to a tax authority when shares are withheld to satisfy the tax withholding obligation are classified as financing activities on the statement of cash flows on a retrospective basis. The adoption had no impact on our cash flows presentation as we have historically presented these amounts as financing activities.
Companies are required to elect the method of accounting for forfeitures of share-based payments, either by recognizing such forfeitures as they occur or estimating the number of awards expected to be forfeited and adjusting such estimate when it is deemed likely to change.  The Company elected to account for forfeitures as they occur and the adoption did not have a material impact on stock-based compensation expense.
In January 2017, the Financial Accounting Standards Board ("FASB") issued ASU 2017-04, Intangibles - Goodwill and Other (Topic 350) Simplifying the Test for Goodwill Impairment, which simplifies how an entity is required to test goodwill for impairment by eliminating step 2 of the goodwill impairment test, which measures a goodwill impairment loss by comparing the implied fair value of a reporting unit’s goodwill with the carrying amount. Instead, entities should measure an impairment charge for the excess of carrying amount over the fair value of the respective reporting unit. The guidance is effective for annual or interim goodwill impairment tests in fiscal years beginning after December 15, 2019. Early application of the ASU is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. The Company early adopted this ASU effective January 1, 2017 and anticipate the elimination of step 2 will reduce the complexity and cost of the subsequent measurement of goodwill.

 New Accounting Standards Issued But Not Yet Adopted
 
In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers ("ASU 2014-09").  ASU 2014-09 outlines a single, comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance issued by the FASB, including industry specific guidance.   ASU 2014-09 provides accounting guidance for all revenue arising from contracts with customers and affects all entities that enter into contracts with customers to provide goods and services.  The guidance also provides a model for the measurement and recognition of gains and losses on the sale of certain nonfinancial assets, such as property and equipment including real estate. ASU 2014-09 is effective for the Company on January 1, 2018.  The new standard must be adopted using either a full retrospective approach for all periods presented in the period of adoption or a modified retrospective approach. ASU 2014-09 also requires entities to disclose both quantitative and qualitative information to enable users of the financial statements to understand the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. 
 
The Company does not anticipate the adoption of this standard will have a material impact on reported current net sales; however, given our acquisition strategy within diverse business segments, there may be additional revenue streams acquired prior to the adoption date. The Company's analysis is ongoing with respect to separately-priced extended-warranty contracts, variable consideration, whether certain contracts’ revenues will be recognized over time or at a point in time, and whether costs to obtain a contract will be capitalized. Further, the Company is continuing to assess what incremental disaggregated revenue disclosures will be required in the Consolidated Financial Statements. The Company continues to evaluate transition methods and expect to finalize their determination once the Company has concluded on all other significant matters. 

In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842)(“ASU 2016-02”) which requires lessees to recognize a lease liability for the obligation to make lease payments, measured at the present value on a discounted basis, and a right-of-use (“ROU”) asset for the right to use the underlying asset for the duration of the lease term, measured at the lease liability amount adjusted for lease prepayments, lease incentives received, and initial direct costs.  The lease liability and ROU asset are recognized in the balance sheet at the commencement of the lease.  For income statement purposes, the FASB retained a dual model, requiring leases to be classified as either operating or finance.  Operating leases will result in straight-line expense while finance leases will result in a front-loaded expense pattern. Classification will be based on criteria that are largely similar to those applied in current lease accounting. ASU 2016-02 is effective for the Company beginning January 1, 2019 and requires the use of a modified retrospective approach for leases that exist or are entered into after the beginning of the earliest comparative period presented in the financial statements.  Early application of the ASU is permitted, however, the Company plans to adopt on January 1, 2019.  The Company has not yet determined the impact of adopting the standard on the Consolidated Financial Statements. 

     In March 2017, the FASB issued ASU 2017-07, Compensation—Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost, which requires employers to include only the service cost component of net periodic pension cost and net periodic postretirement benefit cost in operating expenses. The other components of net benefit cost, including amortization of prior service cost/credit, and settlement and curtailment effects, are to be included in non-operating expenses. The ASU also stipulates that only the service cost component of net benefit cost is eligible for capitalization. The effective date for adoption of this guidance begins on January 1, 2018, with early adoption permitted. The Company is currently evaluating the effect that this standard will have on the consolidated financial statements.
Segment Information
Segment Information
Segment Information
 
The Company’s operating segments are:
 
Carlisle Construction Materials (“CCM” or “Construction Materials”)—the principal products of this segment are insulation materials, rubber ("EPDM"), thermoplastic polyolefin ("TPO"), and polyvinyl chloride ("PVC") roofing membranes used predominantly on non-residential low-sloped roofs, related roofing accessories, including flashings, fasteners, sealing tapes, and coatings and waterproofing products. CCM also manufactures and distributes energy-efficient rigid foam insulation panels for substantially all roofing applications. The markets served include new construction, re-roofing and maintenance of low-sloped roofs, water containment, HVAC sealants, and coatings and waterproofing.
 
Carlisle Interconnect Technologies (“CIT” or “Interconnect Technologies”)—the principal products of this segment are high-performance wire, cable, connectors, contacts, and cable assemblies for the transfer of power and data primarily for the aerospace, medical, defense electronics, test and measurement equipment, and select industrial markets.
 
Carlisle FoodService Products (“CFS” or “FoodService Products”)—the principal products of this segment include commercial and institutional foodservice permanentware, table coverings, cookware, catering equipment, fiberglass and composite material trays and dishes, industrial brooms, brushes, mops, and rotary brushes for commercial and non-commercial foodservice operators and sanitary maintenance professionals.

Carlisle Fluid Technologies (“CFT” or “Fluid Technologies”)—the principal products of this segment are industrial liquid and powder finishing equipment and integrated system solutions for spraying, pumping, mixing, metering, and curing of a variety of coatings used in the transportation, general industrial, protective coating, wood, specialty and auto refinishing markets.
 
Carlisle Brake & Friction (“CBF” or “Brake & Friction”)—the principal products of this segment include high-performance brakes and friction material, and clutch and transmission friction material for construction, agriculture, mining, aerospace, and motor sports markets.

The Chief Operating Decision Maker (“CODM”) uses net sales and earnings before interest and income taxes ("EBIT") as the primary bases to evaluate the performance of each operating segment. The Company's CODM is the Chief Executive Officer.
 
Segment information is summarized as follows:
Three Months Ended March 31,
 
2017
 
2016
(in millions)
 
Net Sales
 
EBIT
 
Net Sales
 
EBIT
Carlisle Construction Materials
 
$
446.1

 
$
80.7

    
$
403.7

 
$
72.3

Carlisle Interconnect Technologies
 
194.2

 
22.3

 
196.7

 
36.6

Carlisle FoodService Products
 
83.3

 
5.8

 
60.4

 
7.1

Carlisle Fluid Technologies
 
60.5

 
4.9

 
61.2

 
6.9

Carlisle Brake & Friction
 
73.2

 
1.2

 
72.0

 
3.7

Corporate
 

 
(18.2
)
 

 
(16.0
)
Total
 
$
857.3

 
$
96.7

 
$
794.0

 
$
110.6

 
Corporate EBIT includes other unallocated costs, primarily general corporate expenses.
Acquisitions
Acquisitions
Acquisitions
 
2017 Acquisitions

Arbo

On January 31, 2017, the Company acquired 100% of the equity of Arbo Holdings Limited (“Arbo”) for an estimated consideration of GBP 8.1 million or $10.2 million, net of GBP 1.0 million or $1.2 million cash acquired and including the estimated fair value of contingent consideration of GBP 2.0 million or $2.5 million. Arbo is provider of sealants, coatings, and membrane systems used for waterproofing and sealing buildings and other structures. The results of operations of the acquired business are reported within the Construction Materials segment.

Consideration has been preliminarily allocated to goodwill of $5.5 million, $2.2 million to definite-lived intangible assets, $2.1 million to inventory, $1.6 million to indefinite-lived intangibles, $1.5 million to accounts receivable, $1.5 million to accounts payable, and $1.4 million to deferred income and other taxes payable. Definite-lived intangible assets consist of customer relationships with a useful life of 15 years. Of the $5.5 million of goodwill, $1.3 million is deductible for tax purposes.

San Jamar

On January 9, 2017, the Company acquired 100% of the equity of SJ Holdings, Inc. (“San Jamar”) for consideration of $213.7 million, net of $3.5 million cash acquired and inclusive of a working capital settlement. San Jamar is a provider of universal dispensing systems and food safety products for foodservice and hygiene applications. San Jamar complements the operating performance at FoodService Products by adding new products, opportunities to expand our presence in complementary sales channels, and a history of profitable growth. The results of operations of the acquired business are reported within the FoodService Products segment.

The following table summarizes the consideration transferred to acquire San Jamar and the preliminary allocation of the purchase price among the assets acquired and liabilities assumed.
 
 
Preliminary
Allocation
(in millions)
 
As of 1/9/2017
Total consideration transferred
 
$
217.2

Recognized amounts of identifiable assets acquired and liabilities assumed:
 
 
Cash and cash equivalents
 
$
3.5

Receivables
 
9.1

Inventories
 
13.1

Prepaid expenses and other current assets
 
2.3

Property, plant, and equipment
 
4.2

Definite-lived intangible assets
 
135.1

Indefinite-lived intangible assets
 
23.6

Other long-term assets
 
3.2

Accounts payable
 
(7.0
)
Income tax payable
 
(0.5
)
Accrued expenses
 
(4.3
)
Other long-term liabilities
 
(4.8
)
Deferred income taxes
 
(47.2
)
Total identifiable net assets
 
130.3

Goodwill
 
$
86.9



The valuation of property, plant, and equipment, intangible assets, and income tax obligations is preliminary. We expect to complete the valuation in the second half of 2017. The goodwill recognized in the acquisition of San Jamar is attributable to its experienced workforce, expected operational improvements through implementation of the Carlisle Operating System (“COS”), opportunities for product line expansions in addition to supply chain efficiencies and other administrative opportunities, and the significant strategic value of the business to Carlisle. Of the $86.9 million of goodwill, $5.0 million is deductible for tax purposes. All of the goodwill was assigned to the CFS reporting unit, which aligns with the reportable segment. The $135.1 million value allocated to definite-lived intangible assets consists of $98.0 million of customer relationships with a useful life of 13 years, various acquired technologies of $36.4 million with useful lives ranging from seven to 10 years, and a non-compete agreement of $0.7 million with a useful life of two years. Indefinite-lived intangible assets consist of acquired trade names.
    
As a result of the acquisition, the Company recognized approximately $4.1 million of pre-acquisition tax liabilities, with a corresponding indemnification asset of $3.2 million, as the seller has indemnified Carlisle for certain of these liabilities. The indemnification asset will be subsequently measured and recognized on the same basis as the corresponding liability. The related seller indemnification asset will expire in stages through the third quarter of 2021 unless claims are made against the seller prior to that date.

2016 Acquisitions
 
Star Aviation

On October 3, 2016, the Company acquired 100% of the equity of Star Aviation, Inc. (“Star Aviation”), for consideration of $82.4 million, net of $0.3 million cash acquired and inclusive of a working capital settlement, which was finalized in the fourth quarter of 2016. Star Aviation is a provider of design and engineering services, testing and certification work, and manufactured products for in-flight connectivity applications on commercial, business, and military aircraft. The results of operations of the acquired business are reported within the Interconnect Technologies segment.

The following table summarizes the consideration transferred to acquire Star Aviation and the revised preliminary allocation of the purchase price among the assets acquired and liabilities assumed.
 
 
Preliminary
Allocation
 
Measurement
Period 
Adjustments
 
Revised Preliminary
Allocation
(in millions)
 
As of 10/3/2016
 
 
As of 3/31/2017
Total consideration transferred
 
$
82.7

 

 
82.7

Recognized amounts of identifiable assets acquired and liabilities assumed:
 
 
 
 
 
 
Cash and cash equivalents
 
$
0.3

 

 
0.3

Receivables
 
5.9

 
(0.1
)
 
5.8

Inventories
 
3.1

 
(0.2
)
 
2.9

Prepaid expenses and other current assets
 
0.1

 

 
0.1

Property, plant, and equipment
 
3.3

 

 
3.3

Definite-lived intangible assets
 
29.0

 

 
29.0

Accounts payable
 
(1.3
)
 
0.2

 
(1.1
)
Accrued expenses
 
(0.8
)
 
0.1

 
(0.7
)
Total identifiable net assets
 
39.6

 

 
39.6

Goodwill
 
$
43.1

 

 
43.1



The valuation of property, plant, and equipment and intangible assets is preliminary. We expect to complete the valuation in the first half of 2017. The goodwill recognized in the acquisition of Star Aviation is attributable to its experienced workforce, expected operational improvements through implementation of COS, opportunities for product line expansions in addition to supply chain efficiencies and other administrative opportunities, and the significant strategic value of the business to Carlisle. Goodwill of $43.1 million is deductible for tax purposes in the U.S. All of the goodwill was assigned to the CIT reporting unit, which aligns with the reportable segment. The $29.0 million value allocated to definite-lived intangible assets consists of $23.9 million of customer relationships with useful lives ranging from five to 10 years, various acquired technologies of $4.7 million with a useful life of six years, and a non-compete agreement of $0.4 million with a useful life of five years.

Micro-Coax
 
On June 10, 2016, the Company acquired 100% of the equity of Micro-Coax, Inc., and Kroll Technologies, LLC, (collectively “Micro-Coax”) for total consideration of $95.1 million, net of $1.5 million cash acquired, inclusive of a working capital settlement. The Company finalized the working capital settlement in the fourth quarter of 2016. The acquired business is a provider of high-performance, high frequency coaxial wire and cable, and cable assemblies to the defense, satellite, test and measurement, and other industrial markets. The results of operations of the acquired business are reported within the Interconnect Technologies segment.

The following table summarizes the consideration transferred to acquire Micro-Coax and the final allocation of the purchase price among the assets acquired and liabilities assumed.
 
 
Preliminary
Allocation
 
Measurement
Period 
Adjustments
 
Final
Allocation
(in millions)
 
As of 6/10/2016
 
 
As of 3/31/2017
Total consideration transferred
 
$
97.3

 
$
(0.7
)
 
$
96.6

Recognized amounts of identifiable assets acquired and liabilities assumed:
 
 
 
 
 
 
Cash and cash equivalents
 
$
1.5

 
$

 
$
1.5

Receivables
 
6.3

 

 
6.3

Inventories
 
8.6

 

 
8.6

Prepaid expenses and other current assets
 
0.4

 
(0.1
)
 
0.3

Property, plant, and equipment
 
30.0

 
(14.0
)
 
16.0

Definite-lived intangible assets
 
31.5

 
(5.0
)
 
26.5

Indefinite-lived intangible assets
 
2.0

 
(2.0
)
 

Other long-term assets
 
1.0

 

 
1.0

Accounts payable
 
(1.7
)
 

 
(1.7
)
Accrued expenses
 
(2.4
)
 
(0.1
)
 
(2.5
)
Total identifiable net assets
 
77.2

 
(21.2
)
 
56.0

Goodwill
 
$
20.1

 
$
20.5

 
$
40.6


 
The valuation of property, plant, and equipment and intangible assets is final and there have been no changes to the allocation during the three months ended March 31, 2017. The goodwill recognized in the acquisition of Micro-Coax is attributable to its experienced workforce, expected operational improvements through implementation of COS, opportunities for product line expansions in addition to supply chain efficiencies and other administrative opportunities, and the significant strategic value of the business to Carlisle. Goodwill of $40.6 million is deductible for tax purposes in the U.S. All of the goodwill was assigned to the CIT reporting unit, which aligns with the reportable segment. The $26.5 million value allocated to definite-lived intangible assets consists of $14.5 million of customer relationships with a useful life of 12 years, various acquired technologies of $10.6 million with a useful life of approximately seven years, an amortizable trade name of $0.9 million with a useful life of 10 years, and a non-compete agreement of $0.5 million with a useful life of three years.

 MS Oberflächentechnik AG
 
On February 19, 2016, the Company acquired 100% of the equity of MS Oberflächentechnik AG (“MS Powder”), a Swiss-based developer and manufacturer of powder coating systems and related components, for total consideration of CHF 12.3 million, or $12.4 million, including the estimated fair value of contingent consideration of CHF 4.3 million, or $4.3 million. The results of operations of MS Powder are reported within the Fluid Technologies segment.
 
Consideration has been allocated to definite-lived intangible asset of $9.7 million, $4.1 million to indefinite-lived intangible assets, and $2.2 million to deferred tax liabilities, with $2.9 million allocated to goodwill.  Definite-lived intangible assets consist of $8.3 million of technology with a useful life of seven years and customer relationships of $1.4 million with a useful life of ten years. None of the goodwill is deductible for tax purposes.

LHi Technology
 
In conjunction with the October 2014 acquisition of LHi Technology (“LHi”), the Company recorded an indemnification asset of $8.7 million in other long-term assets relating to the indemnification of Carlisle for certain pre-acquisition liabilities, principally related to direct and indirect tax uncertainties. During the third quarter of 2016, the Company concluded that $2.6 million of the indirect tax uncertainties were no longer probable, therefore resulting in the reversal of the related indemnification asset and the corresponding liability.

The remaining indemnification asset of $6.1 million at March 31, 2017 is included in other current assets. The related seller indemnification will expire during the third quarter of 2017 unless claims are made against the seller prior to that date.
Stock-Based Compensation
Stock-Based Compensation
Stock-Based Compensation
 
The Company maintains an Incentive Compensation Program (the “Program”) for executives, certain other employees of the Company and its operating segments and subsidiaries, and the Company’s non-employee directors. Members of the Board of Directors that receive stock-based compensation are treated as employees for accounting purposes. Shareholders approved the Program on May 6, 2015. The Program allows for awards to eligible employees of stock options, restricted stock, stock appreciation rights, performance shares and units, or other awards based on Company common stock. At March 31, 2017, 3,446,278 shares were available for grant under this plan, of which 1,290,602 shares were available for the issuance of stock awards.

Stock-based compensation cost is recognized over the requisite service period, which generally equals the stated vesting period, unless the stated vesting period exceeds the date upon which an employee reaches retirement eligibility.  Stock-based compensation expense is primarily included in selling and administrative expenses in the Condensed Consolidated Statements of Earnings and is as follows:
 
 
Three Months Ended
March 31,
(in millions)
 
2017
 
2016
Total pre-tax stock-based compensation
 
$
6.0

 
$
3.5



Grants
 
The Company awarded the following stock-based compensation grants:
 
 
Three Months Ended
March 31, 2017
Stock options
 
363,455

Restricted stock
 
65,347

Performance shares
 
46,995

Restricted stock units
 
12,952



For the awards granted during the three months ended March 31, 2017, approximately $23.8 million will be expensed over the requisite service period for each award, which generally is consistent with the vesting period.
 
Stock Option Awards
 
Options issued under the Program generally have a three year graded vesting (i.e. one-third of total award vests on each anniversary of the grant date). All options have a maximum term life of 10 years. Shares issued to cover options under the Program may be issued from shares held in treasury, from new issuances of shares, or a combination of the two.
 
Stock-based compensation expense related to stock options were as follows:
 
 
Three Months Ended
March 31,
(in millions)
 
2017
 
2016
Pre-tax stock-based compensation
 
$
1.9

 
$
1.6



The Company utilizes the Black-Scholes-Merton (“BSM”) option pricing model to determine the fair value of its stock option awards. The BSM model relies on certain assumptions to estimate an option’s fair value. The weighted-average assumptions used in the determination of fair value for stock option awards in 2017 and 2016 were as follows:
 
 
 
2017
 
2016
Expected dividend yield
 
1.3
%
 
1.4
%
Expected life in years
 
5.58

 
5.61

Expected volatility
 
25.6
%
 
27.5
%
Risk-free interest rate
 
1.9
%
 
1.4
%
Weighted-average fair value per share
 
$
24.57

 
$
19.30


 
The expected life of options is based on the assumption that all outstanding options will be exercised at the midpoint of the valuation (if vested) or the vesting (if unvested) dates and the options’ expiration dates. The expected volatility is based on historical volatility as well as implied volatility of the Company’s options. The risk-free interest rate is based on rates of U.S. Treasury issues with a remaining life equal to the expected life of the option. The expected dividend yield is based on the most recent annual dividend payment per share, divided by the stock price at the date of grant.
 
Restricted Stock Awards
 
Restricted stock awarded under the Program is generally released to the recipient after a period of approximately three years. The grant date fair value of the 2017 restricted stock awards is based on the closing market price of the stock on the date of grant.

Performance Share Awards
 
Performance shares vest based on the employee rendering approximately three years of service to the Company and the attainment of a market condition over the performance period, which is based on the Company’s relative total shareholder return versus the S&P Midcap 400 Index® over a pre-determined time period as determined by the Compensation Committee of the Board of Directors.  The grant date fair value of the 2017 performance shares was estimated using a Monte-Carlo simulation approach based on a three-year measurement period.  Such approach entails the use of assumptions regarding the future performance of the Company’s stock and those of the S&P Midcap 400 Index®.  Those assumptions include expected volatility, risk-free interest rates, correlation coefficients, and dividend reinvestment. Dividends accrue on the performance shares during the performance period and are to be paid in cash based upon the number of awards ultimately earned. The Company expenses the compensation cost associated with the performance awards on a straight-line basis over the vesting period of approximately three years.

For the purpose of determining diluted earnings per share, performance share awards are considered contingently issuable shares and are included in diluted earnings per share based upon the number of shares that would have been awarded had the conditions at the end of the reporting period continued until the end of the performance period. See Note 7 for further information regarding earnings per share computations.
 
Restricted Stock Units
 
The restricted stock units awarded to eligible members of the Board of Directors are fully vested and will be paid in shares of Company common stock the earlier of the date after the Director ceases to serve as a member of the Board or upon a change in control of the Company. The grant date fair value of the 2017 restricted stock units was based on the closing market price of the stock on the date of grant.
 
Deferred Compensation - Equity
 
Certain employees are eligible to participate in the Company’s Non-qualified Deferred Compensation Plan (the “Deferred Compensation Plan”). Participants may elect to defer all or part of their restricted and performance shares.  Participants have elected to defer 296,282 shares of Company common stock vested as of March 31, 2017, and 294,574 shares vested as of December 31, 2016. Company stock held for future issuance of vested awards is classified as deferred compensation equity in the Condensed Consolidated Balance Sheets and is recorded at grant date fair value.
Income Taxes
Income Taxes
Income Taxes
 
The effective income tax rate on continuing operations for the three months ended March 31, 2017 was 31.7%. The year to date provision for income taxes includes taxes on earnings at an anticipated rate of approximately 33.4% and a year-to-date discrete tax benefit of $1.5 million, of which $2.6 million related to the benefit from the adoption of ASU 2016-09. Under this guidance all excess tax benefits (“windfalls”) and deficiencies (“shortfalls”) related to employee stock compensation will be recognized within income tax expense. Under prior guidance, windfalls were recognized in additional paid-in capital and shortfalls were only recognized as tax expense to the extent they exceeded the pool of windfall tax benefits. The Company adopted ASU 2016-09 effective January 1, 2017. The adoption was on a prospective basis and therefore had no impact on prior periods. See Note 2 for further information related to the change in accounting for tax benefits associated with stock-based compensation.
The effective income tax rate on continuing operations for the three months ended March 31, 2016 was 33.0% and included a year-to-date net discrete tax expense of $0.2 million.
Earnings Per Share
Earnings Per Share
Earnings Per Share
 
The Company’s restricted shares and restricted stock units contain non-forfeitable rights to dividends and, therefore, are considered participating securities for purposes of computing earnings per share pursuant to the two-class method. The computation below of earnings per share excludes the income attributable to the unvested restricted shares and restricted stock units from the numerator and excludes the dilutive impact of those underlying shares from the denominator.  Stock options are included in the calculation of diluted earnings per share utilizing the treasury stock method and performance share awards are included in the calculation of diluted earnings per share considering those that are contingently issuable.  Neither is considered to be a participating security, as they do not contain non-forfeitable dividend rights.

The following reflects income from continuing operations and share data used in the basic and diluted earnings per share computations using the two-class method:
 
 
 
Three Months Ended March 31,
(in millions except share and per share amounts)
 
2017
 
2016
Income from continuing operations
 
$
61.5

 
$
68.5

Less: dividends declared - common stock outstanding, restricted shares and restricted share units
 
(22.7
)
 
(19.5
)
Undistributed earnings
 
38.8

 
49.0

Percent allocated to common shareholders (1)
 
99.3
%
 
99.3
%
 
 
38.5

 
48.6

Add: dividends declared - common stock
 
22.5

 
19.2

Income from continuing operations attributable to common shares
 
$
61.0

 
$
67.8

 
 
 
 
 
Shares (in thousands):
 
 
 
 
Weighted-average common shares outstanding 
 
64,353

 
64,018

Effect of dilutive securities:
 
 
 
 
Performance awards
 
107

 
325

Stock options
 
388

 
533

Adjusted weighted-average common shares outstanding and assumed conversion
 
64,848

 
64,876

 
 
 
 
 
Per share income from continuing operations attributable to common shares:
 
 
 
 
Basic
 
$
0.95

 
$
1.06

Diluted
 
$
0.94

 
$
1.05

 
 
 
 
 
(1) Basic weighted-average common shares outstanding
 
64,353

 
64,018

Basic weighted-average common shares outstanding, unvested restricted shares expected to vest and restricted share units
 
64,822

 
64,491

Percent allocated to common shareholders
 
99.3
%
 
99.3
%


To calculate earnings per share for income from discontinued operations and for net income, the denominator for both basic and diluted earnings per share is the same as used in the above table. Income from discontinued operations and net income used in the basic and diluted earnings per share computations were as follows:
 
 
 
Three Months Ended March 31,
(in millions except share amounts presented in thousands)
 
2017
 
2016
Income from discontinued operations attributable to common shareholders for basic and diluted earnings per share
 
$
0.3

 
$

Net income attributable to common shareholders for basic and diluted earnings per share
 
$
61.3

 
$
67.8

Anti-dilutive stock options excluded from EPS calculation (1)
 
210

 
544

(1) Represents stock options excluded from the calculation of diluted earnings per share, as such, options’ assumed proceeds upon exercise would result in the repurchase of more shares than the underlying award.
Inventories
Inventories
Inventories
 
The components of inventory are summarized as follows:
 
(in millions)
 
March 31, 2017
 
December 31, 2016
Finished goods
 
$
255.2

 
$
218.6

Work-in-process
 
56.6

 
51.3

Raw materials
 
152.0

 
143.4

Reserves
 
(35.8
)
 
(36.3
)
Inventories
 
$
428.0

 
$
377.0

Property, Plant and Equipment, net
Property, Plant and Equipment, net
Property, Plant, and Equipment, net
 
The components of property, plant, and equipment, net are summarized as follows:
(in millions)
 
March 31, 2017
 
December 31, 2016
Land and land improvements
 
$
96.9

 
$
94.7

Buildings and leasehold improvements
 
314.5

 
308.0

Machinery and equipment
 
735.0

 
717.9

Furniture, fixtures, and other
 
73.3

 
66.8

Projects in progress
 
73.2

 
57.5

Property, plant, and equipment, gross
 
1,292.9

 
1,244.9

Accumulated depreciation
 
(632.0
)
 
(612.7
)
Property, plant, and equipment, net
 
$
660.9

 
$
632.2

Goodwill and Other Intangible Assets, net
Goodwill and Other Intangible Assets, net
Goodwill and Other Intangible Assets, net
 
The changes in the carrying amount of goodwill, net for the three months ended March 31, 2017, were as follows:
 
 
Construction Materials
 
Interconnect Technologies
 
FoodService Products
 
Fluid
Technologies
 
Brake and Friction
 
Total
(in millions)
 
Balance at January 1, 2017
 
$
117.5

 
$
639.1

 
$
60.3

 
$
167.9

 
$
96.4

 
$
1,081.2

Goodwill acquired during year (1)
 
5.5

 

 
86.9

 

 

 
92.4

Currency translation and other
 
1.5

 
0.9

 

 
0.9

 

 
3.3

Balance at March 31, 2017
 
$
124.5

 
$
640.0

 
$
147.2

 
$
168.8

 
$
96.4

 
$
1,176.9

(1) See Note 4 for further information on goodwill resulting from recent acquisitions.
 
The Company’s other intangible assets, net at March 31, 2017, were as follows:
(in millions)
 
Acquired
Cost
 
Accumulated
Amortization
 
Net Book Value
Assets subject to amortization:
 
 
 
 
 
 
Customer relationships
 
$
807.0

 
$
(215.1
)
 
$
591.9

Intellectual property
 
238.0

 
(78.5
)
 
159.5

Other
 
16.4

 
(11.9
)
 
4.5

Assets not subject to amortization:
 
 
 
 
 
 
Trade names
 
263.0

 

 
263.0

Other intangible assets, net
 
$
1,324.4

 
$
(305.5
)
 
$
1,018.9

 
The Company’s other intangible assets, net at December 31, 2016, were as follows:
 
(in millions)
 
Acquired
Cost
 
Accumulated
Amortization
 
Net Book Value
Assets subject to amortization:
 
 
 
 
 
 
Customer relationships
 
$
704.3

 
$
(201.6
)
 
$
502.7

Intellectual property
 
200.7

 
(72.4
)
 
128.3

Other
 
15.4

 
(11.7
)
 
3.7

Assets not subject to amortization:
 
 
 
 
 
 
Trade names
 
237.5

 

 
237.5

Other intangible assets, net
 
$
1,157.9

 
$
(285.7
)
 
$
872.2



The net book values of other intangible assets, net by reportable segment were as follows:
(in millions)
 
March 31, 2017
 
December 31, 2016
Carlisle Construction Materials
 
$
59.1

 
$
55.2

Carlisle Interconnect Technologies
 
370.6

 
379.1

Carlisle FoodService Products
 
180.3

 
24.9

Carlisle Fluid Technologies
 
311.2

 
313.7

Carlisle Brake & Friction
 
97.7

 
99.3

Total
 
$
1,018.9

 
$
872.2

Commitments and Contingencies
Commitments and Contingencies
Commitments and Contingencies
 
Leases
 
The Company currently leases a portion of its manufacturing facilities, distribution centers and equipment, some of which include scheduled rent increases stated in the lease agreement.  The Company currently has no leases that require rent to be paid based on contingent events.  Rent expense, inclusive of rent based on scheduled rent increases and rent holidays recognized on a straight-line basis, was as follows:
(in millions)
 
Three Months Ended
March 31,
 
2017
 
2016
Rent expense
 
$
7.3

 
$
6.7



Workers’ Compensation Claims and Related Losses
 
Workers' compensation claims accruals were included in the Condensed Consolidated Balance Sheets as follows:
(in millions)
 
March 31, 2017
 
December 31, 2016
Compensation and benefits - accrued expenses
 
$
5.7

 
$
5.8

Other long-term liabilities
 
12.2

 
12.3

Total workers' compensation liability
 
$
17.9

 
$
18.1



The liability related to workers’ compensation claims, both those reported to the Company and an estimate for those incurred but not yet reported, is based on actuarial estimates and loss development factors and the Company’s historical loss experience.

The Company maintains occurrence-based insurance coverage with certain insurance carriers in accordance with its risk management practices that provides for reimbursement of workers’ compensation claims in excess of $0.5 million.  The Company records a recovery receivable from the insurance carriers when such recovery is deemed probable based on the nature of the claim and history of recoveries.  At March 31, 2017 and December 31, 2016, the Company did not have any recovery receivables recorded for workers’ compensation claims.
 
Letters of Credit and Guarantees
 
During the normal course of business, the Company enters into commitments in the form of letters of credit and bank guarantees to provide financial and performance assurance to third parties. Letters of credit and bank guarantees outstanding under our continuing credit agreement with J.P. Morgan Chase Bank, N.A. were as follows:
 
(in millions)
 
March 31, 2017
 
December 31, 2016
Letters of credit and bank guarantees outstanding
 
$
29.0

 
$
28.7



In April 2017, we entered into an uncommitted letter of credit and reimbursement agreement under which we may enter into commitments in the form of documentary credits, performance letters of credit or standby letters of credit for amounts not to exceed $30.0 million. See Note 12 for information regarding letters of credit available under the Revolving Credit Facility.

Litigation
 
Over the years, the Company has been named as a defendant, along with numerous other defendants, in lawsuits in various state courts in which plaintiffs have alleged injury due to exposure to asbestos-containing brakes, which Carlisle manufactured in limited amounts between the late-1940s and the mid-1980s.  In addition to compensatory awards, these lawsuits may also seek punitive damages. Generally, the Company has obtained dismissals or settlements of its asbestos-related lawsuits with no material effect on its financial condition, results of operations, or cash flows.  The Company maintains insurance coverage that applies to the Company’s defense costs and payments of settlements or judgments in connection with asbestos-related lawsuits. At this time, the amount of reasonably possible additional asbestos claims, if any, is not material to the Company’s financial position, results of operations, or operating cash flows, although these matters could result in the Company being subject to monetary damages, costs or expenses, and charges against earnings in particular periods.
 
The Company may occasionally be involved in various other legal actions arising in the normal course of business.  In the opinion of management, the ultimate outcome of such actions, either individually or in the aggregate, will not have a material adverse effect on the consolidated financial position, results of operations for a particular period, or annual operating cash flows of the Company.
 
Environmental Matters
 
The Company is subject to increasingly stringent environmental laws and regulations, including those relating to air emissions, wastewater discharges, chemical and hazardous waste management, and disposal. Some of these environmental laws hold owners or operators of land or businesses liable for their own and for previous owners’ or operators’ releases of hazardous or toxic substances or wastes. Other environmental laws and regulations require the obtainment of and compliance with environmental permits. To date, costs of complying with environmental, health, and safety requirements have not been material, and we did not have any significant accruals related to potential future costs of environmental remediation as of March 31, 2017, nor do we have an asset retirement obligation recorded as of that date.  However, the nature of the Company’s operations and its long history of industrial activities at certain of its current or former facilities, as well as those acquired, could potentially result in material environmental liabilities or asset retirement obligations.
 
While the Company must comply with existing and pending climate change legislation, regulation, international treaties or accords, current laws and regulations do not have a material impact on its business, capital expenditures or financial position. Future events, including those relating to climate change or greenhouse gas regulation, could require the Company to incur expenses related to the modification or curtailment of operations, installation of pollution control equipment, or investigation and cleanup of contaminated sites.
Long-term Debt
Long-term Debt
Long-term Debt
 
Long-term debt is summarized as follows:
 
(in millions)
 
March 31, 2017
 
December 31, 2016
 
Fair Value (1)
 
 
 
March 31, 2017
 
December 31, 2016
3.75% notes due 2022
 
$
350.0

 
$
350.0

 
$
353.1

 
$
347.2

5.125% notes due 2020
 
250.0

 
250.0

 
267.4

 
263.1

Unamortized discount, debt issuance costs, and other
 
(3.5
)
 
(3.6
)
 
 
 
 
Total long term-debt
 
$
596.5

 
$
596.4

 
 
 
 
(1) The fair value is estimated based on current yield rates plus the Company’s estimated credit spread available for financings with similar terms and maturities. Based on these inputs, the debt instruments are classified as Level 2 in the fair value hierarchy.

Revolving Credit Facility (the "Facility")
 
On February 21, 2017, the Company entered into a second amendment (the "Amendment") to the Company's Third Amended and Restated Credit Agreement (the “Credit Agreement”) administered by JPMorgan Chase Bank, N.A. Among other things, the Amendment increased the lenders' aggregate revolving commitment from $600.0 million to $1.0 billion, extended the maturity date of the Facility from December 12, 2018 to February 21, 2022, and added a customary "bail in" provision. During the first quarter of 2017, the Company incurred $1.4 million of debt issuance costs to finalize the amendment, which will be recognized ratably over the extended maturity date of the Facility. The Facility has a feature that allows the Company to increase availability, at our option, by an aggregate amount of up to $500.0 million through increased commitments from existing lenders or the addition of new lenders. Under the Facility the Company may also enter into commitments in the form of standby, commercial, or direct pay letters of credit for an amount not to exceed $50.0 million. The Facility provides for grid-based interest pricing based on the credit rating of the senior unsecured bank debt or other unsecured senior debt. The Facility is also subject to fees based on applicable rates as defined in the agreement and the aggregate commitment, regardless of usage.

During the three months ended March 31, 2017 there were $50.0 million of borrowings against the Revolving Credit Facility with an effective weighted average interest rate of 3.92%. At March 31, 2017 and December 31, 2016, there were no borrowings outstanding under the Facility.

Covenants and Limitations
 
Under the Company’s debt and credit facilities, the Company is required to meet various restrictive covenants and limitations, including limitations on certain leverage ratios, interest coverage, and limits on outstanding debt balances held by certain subsidiaries. The Company was in compliance with all covenants and limitations as of March 31, 2017 and December 31, 2016.
Retirement Plans
Retirement Plans
Retirement Plans
 
Defined Benefit Plans
 
The Company recognizes net periodic pension cost based on the actuarial analysis performed at the previous year end, adjusted if certain significant events occur during the year. 
 
The components of net periodic benefit cost were as follows:
 
(in millions)
 
Three Months Ended
March 31,
 
2017
 
2016
Service cost
 
$
0.7

 
$
0.8

Interest cost
 
1.3

 
1.3

Expected return on plan assets
 
(2.5
)
 
(2.5
)
Amortization of unrecognized loss
 
0.6

 
0.6

Net periodic benefit cost
 
$
0.1

 
$
0.2


 
Defined Contribution Plans
 
The Company maintains defined contribution savings plans covering a significant portion of its eligible employees. Participant contributions are matched by the Company up to a 4.0% maximum of eligible compensation, subject to compensation and contribution limits as defined by the Internal Revenue Service. Employer contributions for the savings plans were as follows:
(in millions)
 
Three Months Ended
March 31,
 
2017
 
2016
Employer contributions
 
$
4.7

 
$
4.1


Matching contributions are invested in funds as directed by participants. Eligible participants may also elect to invest up to 50.0% of the Company's matching contribution in Company common stock. Common shares held by the contribution savings plan were as follows:
(in millions)
 
March 31, 2017
 
December 31, 2016
Common shares held
 
1.2

 
1.2

Deferred Revenue and Extended Product Warranty
Deferred Revenue and Extended Product Warranty
Deferred Revenue and Extended Product Warranty
 
Deferred revenue consists primarily of unearned revenue related to separately priced extended product warranty contracts on sales of certain products, the most significant being those offered on the installed roofing systems within the Construction Materials segment. Other deferred revenue relates to customer prepayments on sales within the Fluid Technologies segment.
 
Deferred revenue related to our separately priced extended warranty contracts recognized in the Condensed Consolidated Statements of Earnings were as follows:
(in millions)
 
Three Months Ended
March 31,
 
2017
 
2016
Extended product warranty contracts amortization
 
$
4.9

 
$
4.7


Deferred revenue included in the Condensed Consolidated Balance Sheets were as follows: 
 
(in millions)
 
March 31, 2017
 
December 31, 2016
Extended product warranty contracts - current
 
$
18.9

 
$
18.8

Customer prepayments - current
 
9.7

 
4.4

Extended product warranty contracts - long-term
 
174.5

 
172.0

Deferred revenue
 
$
203.1

 
$
195.2


 
Expected costs of services to be performed under our roofing systems extended product warranty contracts are actuarially determined.  Any expected costs in excess of deferred revenue are recognized within accrued expenses.
Accrued Expenses
Accrued Expenses
Accrued Expenses
 
The components of accrued expenses were as follows:
(in millions)
 
March 31, 2017
 
December 31, 2016
Compensation and benefits
 
$
70.4

 
$
97.9

Standard product warranties
 
30.3

 
29.5

Customer incentives
 
28.2

 
58.1

Income and other accrued taxes
 
19.6

 
14.2

Other accrued expenses
 
39.9

 
47.0

Accrued expenses
 
$
188.4

 
$
246.7



Standard product warranties

The Company offers various warranty programs on its products, primarily for certain installed roofing systems, high-performance cables and assemblies, fluid technologies, braking products, and foodservice equipment.  The Company’s liability for such warranty programs is included in accrued expenses.  

The change in standard product warranty liabilities for the three months ended March 31, were as follows:
(in millions)
 
2017
 
2016
Balance at January 1
 
$
29.5

 
$
28.9

Current year provision
 
4.4

 
6.1

Acquired warranty obligation
 
0.1

 

Current year claims
 
(3.8
)
 
(4.4
)
Currency translation
 
0.1

 

Balance at March 31
 
$
30.3

 
$
30.6

Other Long-Term Liabilities
Other Long-Term Liabilities
Other Long-Term Liabilities
 
The components of other long-term liabilities were as follows:
 
(in millions)
 
March 31, 2017
 
December 31, 2016
Deferred taxes and other tax liabilities
 
$
196.2

 
$
144.1

Pension and other post-retirement obligations
 
27.2

 
27.1

Deferred compensation
 
23.2

 
21.2

Long-term workers' compensation
 
12.2

 
12.3

Other
 
14.4

 
12.3

Other long-term liabilities
 
$
273.2

 
$
217.0



Deferred Compensation

The Company’s Deferred Compensation Plan allows certain eligible participants to defer a portion of their cash compensation and provides a matching contribution to the deferred compensation plan of up to 4.0% of eligible compensation. Eligible compensation may be deferred up to 10 years and distributed via lump sum or annual payment installments over an additional 10-year period. Participants allocate their deferred compensation amongst various investment options with earnings accruing to the participant.
 
The Company has established a Rabbi Trust to provide for a degree of financial security to cover these obligations. Contributions to the Rabbi Trust by the Company are made at the discretion of management and generally are made in cash and invested in money-market funds. The Company consolidates the Rabbi Trust and therefore includes the investments in its Consolidated Balance Sheets. At March 31, 2017 and December 31, 2016, the Company's Rabbi Trust had $13.1 million and $11.7 million of cash, respectively and $3.4 million and $2.6 million of short-term investments, respectively. Management has classified these instruments as trading securities and therefore gains and losses are recorded in earnings with cash flows presented as operating cash flows.
Accumulated Other Comprehensive Loss
Accumulated Other Comprehensive Loss
Accumulated Other Comprehensive Loss
 
The changes in accumulated other comprehensive loss by component for the three months ended March 31, were as follows:
(in millions)
 
Accrued post-retirement benefit liability (1)
 
Foreign currency translation
 
Other
 
Total
Balance at January 1, 2017
 
$
(26.4
)
 
$
(96.7
)
 
$
0.9

 
$
(122.2
)
Other comprehensive income before reclassifications
 

 
11.4

 
0.1

 
11.5

Amounts reclassified from accumulated other comprehensive loss
 
0.6

 

 
(0.2
)
 
0.4

Income tax expense
 
(0.2
)
 

 

 
(0.2
)
Other comprehensive income (loss)
 
0.4

 
11.4

 
(0.1
)
 
11.7

Balance at March 31, 2017
 
$
(26.0
)
 
$
(85.3
)
 
$
0.8

 
$
(110.5
)
 
 
 
 
 
 
 
 
 
Balance at January 1, 2016
 
$
(27.4
)
 
$
(60.0
)
 
$
0.3

 
$
(87.1
)
Other comprehensive income before reclassifications
 

 
10.2

 

 
10.2

Amounts reclassified from accumulated other comprehensive loss
 
0.6

 

 
(0.3
)
 
0.3

Income tax (expense) benefit
 
(0.2
)
 

 
0.1

 
(0.1
)
Other comprehensive income (loss)
 
0.4

 
10.2

 
(0.2
)
 
10.4

Balance at March 31, 2016
 
$
(27.0
)
 
$
(49.8
)
 
$
0.1

 
$
(76.7
)
(1) Current period amounts for the accrued post-retirement benefit liability are related to the amortization of unrecognized actuarial gains and losses, which is included in net periodic benefit cost for pension and other post-retirement welfare plans. See Note 13 for further information.
Foreign Currency Forward Contracts
Foreign Currency Forward Contracts
Foreign Currency Forward Contracts
 
The Company uses foreign currency forward contracts to hedge a portion of its foreign currency exchange rate exposure to forecasted foreign currency denominated cash flows. These instruments are not held for speculative or trading purposes.
 
For instruments that are designated and qualify as cash flow hedges, the Company had foreign exchange contracts with maturities less than one year and an aggregate U.S. dollar equivalent notional value of $13.0 million and $17.6 million at March 31, 2017 and December 31, 2016, respectively. The gross fair value was insignificant at March 31, 2017 and December 31, 2016. The effective portion of changes in the fair value of the contracts is recorded in accumulated other comprehensive loss in the Condensed Consolidated Statements of Shareholders’ Equity and is recognized in operating income when the underlying forecasted transaction impacts earnings.
 
For instruments that are not designated as a cash flow hedge, the Company had foreign exchange contracts with maturities less than one year and an aggregate U.S. dollar equivalent notional value of $38.9 million and $39.3 million at March 31, 2017 and December 31, 2016, respectively. The gross fair value was insignificant at March 31, 2017 and December 31, 2016. The unrealized gains and losses resulting from these contracts were immaterial and are recognized in other income, net and partially offset corresponding foreign exchange gains and losses on these balances.
 
The fair value of foreign currency forward contracts is included in other current assets. The fair value was estimated using observable market inputs such as forward and spot prices of the underlying exchange rate pair. Based on these inputs, derivative assets and liabilities are classified as Level 2 in the fair value hierarchy.
Exit and Disposal activities
Exit and Disposal Activities
Exit and Disposal Activities

The Company has undertaken operational restructuring and other cost reduction actions to streamline processes and manage costs throughout various departments within the Company. The Company implemented cost reduction plans, which resulted in exit, disposal, and employee termination benefit costs, primarily resulting from planned reductions in workforce, facility consolidations and relocations, and lease termination costs, as further discussed below.

Interconnect Technologies

During 2017, Carlisle Interconnect Technologies initiated plans to relocate certain of its aerospace manufacturing operations in Littleborough, United Kingdom to an existing manufacturing operation. During the first quarter of 2017, CIT recognized $0.9 million of employee severance and benefit arrangement expenses. Total employee related expenses are expected to approximate $1.4 million, with expenses to be recognized through the third quarter of 2017.

As previously announced, CIT is incurring costs related to planned growth opportunities and long-term cost competitiveness improvements in the medical business. In the first quarter of 2017, we expensed an additional $0.6 million of employee termination benefits related to this action. The aggregate amount of cumulative expense recognized is $8.2 million through March 31, 2017, with total expected costs to be approximately $13.0 million, with the incremental expenses to be recognized through the second quarter of 2018. Cash payments will be incurred beginning in the first half of 2017 through the second quarter of 2018. Other associated costs are not expected to be significant.

Fluid Technologies

As previously announced, Carlisle Fluid Technologies is incurring costs related to the relocation of administrative functions and facilities within the U.S. and France. During the first quarter of 2017, we recognized $0.5 million of additional expenses, primarily employee related. The aggregate amount of cumulative expense recognized is $4.6 million through March 31, 2017, with total expected costs to be approximately $5.0 million. The remaining amounts will be incurred principally through the fourth quarter of 2017.

Brake & Friction

On February 9, 2017, the Company announced that it would exit its manufacturing operations in Tulsa, Oklahoma and relocate the majority of those operations to its existing manufacturing facility in Medina, Ohio. This action is expected to take approximately 18 months to complete. Total associated exit and disposal costs are expected to be between $16.5 million to $18.5 million, including:

Non-cash accelerated depreciation of long-lived assets at the Oklahoma facility, which is primarily property, plant and equipment that will not be transferred to Ohio (between $4.5 million to $6.0 million expected to be recognized ratably through the first quarter of 2019),
Costs to relocate and install equipment (between $5.5 million to $7.0 million, expected to be incurred primarily in the second half of 2018),
Employee retention and termination benefits (approximately $2.5 million, expected to be incurred ratably through the second half of 2018),
Other associated costs related to the closure of the facility and internal administration of the project (approximately $3.0 million, expected to be incurred primarily in the second half of 2018).

During the first quarter of 2017, the Company incurred $0.3 million of exit and disposal expenses, primarily related to other miscellaneous costs of managing the projects.

Consolidated Summary

The Company's exit and disposal expense by activity is as follows:
(in millions)
 
Three Months Ended
March 31,
 
2017
 
2016
Employee severance and benefit arrangements
    
$
2.4

 
$
1.4

Relocation costs
 
0.3

 

Other restructuring costs
 
0.5

 

Total exit and disposal costs
 
$
3.2

 
$
1.4


The Company's exit and disposal activities expense by segment is as follows:
(in millions)
 
Three Months Ended
March 31,
 
2017
 
2016
Carlisle Interconnect Technologies
 
$
2.3

 
$

Carlisle Fluid Technologies
 
0.5

 
1.1

Carlisle Brake & Friction
 
0.3

 

Corporate
 
0.1

 
0.3

Total exit and disposal costs
 
$
3.2

 
$
1.4


The Company's exit and disposal activities expense by financial statement line item is as follows:
(in millions)
 
Three Months Ended
March 31,
 
2017
 
2016
Cost of goods sold
 
$
1.5

 
$

Selling and administrative expenses
 
1.3

 
1.4

Research and development expenses
 
0.1

 

Other income, net
 
0.3

 

Total exit and disposal costs
 
$
3.2

 
$
1.4


The Company's change in exit and disposal activities liability is as follows:
(in millions)
 
Carlisle Interconnect Technologies
 
Carlisle Fluid Technologies
 
Carlisle Brake & Friction
 
Corporate
 
Total
Balance at January 1, 2017
 
$
7.6

 
$
0.7

 
$

 
$
0.7

 
$
9.0

Charges
 
2.3

 
0.5

 
0.3

 
0.1

 
3.2

Cash payments
 
(0.8
)
 
(0.7
)
 
(0.3
)
 
(0.3
)
 
(2.1
)
Balance at March 31, 2017
 
$
9.1

 
$
0.5

 
$

 
$
0.5

 
$
10.1



The liability of $10.1 million primarily relates to employee severance and benefit arrangements, and is included in accrued expenses in the Consolidated Balance Sheet.
Segment Information (Tables)
Summary of net sales and earnings before interest and taxes ("EBIT")
Segment information is summarized as follows:
Three Months Ended March 31,
 
2017
 
2016
(in millions)
 
Net Sales
 
EBIT
 
Net Sales
 
EBIT
Carlisle Construction Materials
 
$
446.1

 
$
80.7

    
$
403.7

 
$
72.3

Carlisle Interconnect Technologies
 
194.2

 
22.3

 
196.7

 
36.6

Carlisle FoodService Products
 
83.3

 
5.8

 
60.4

 
7.1

Carlisle Fluid Technologies
 
60.5

 
4.9

 
61.2

 
6.9

Carlisle Brake & Friction
 
73.2

 
1.2

 
72.0

 
3.7

Corporate
 

 
(18.2
)
 

 
(16.0
)
Total
 
$
857.3

 
$
96.7

 
$
794.0

 
$
110.6

 
Corporate EBIT includes other unallocated costs, primarily general corporate expenses.
Acquisitions (Tables)
The following table summarizes the consideration transferred to acquire San Jamar and the preliminary allocation of the purchase price among the assets acquired and liabilities assumed.
 
 
Preliminary
Allocation
(in millions)
 
As of 1/9/2017
Total consideration transferred
 
$
217.2

Recognized amounts of identifiable assets acquired and liabilities assumed:
 
 
Cash and cash equivalents
 
$
3.5

Receivables
 
9.1

Inventories
 
13.1

Prepaid expenses and other current assets
 
2.3

Property, plant, and equipment
 
4.2

Definite-lived intangible assets
 
135.1

Indefinite-lived intangible assets
 
23.6

Other long-term assets
 
3.2

Accounts payable
 
(7.0
)
Income tax payable
 
(0.5
)
Accrued expenses
 
(4.3
)
Other long-term liabilities
 
(4.8
)
Deferred income taxes
 
(47.2
)
Total identifiable net assets
 
130.3

Goodwill
 
$
86.9

The following table summarizes the consideration transferred to acquire Star Aviation and the revised preliminary allocation of the purchase price among the assets acquired and liabilities assumed.
 
 
Preliminary
Allocation
 
Measurement
Period 
Adjustments
 
Revised Preliminary
Allocation
(in millions)
 
As of 10/3/2016
 
 
As of 3/31/2017
Total consideration transferred
 
$
82.7

 

 
82.7

Recognized amounts of identifiable assets acquired and liabilities assumed:
 
 
 
 
 
 
Cash and cash equivalents
 
$
0.3

 

 
0.3

Receivables
 
5.9

 
(0.1
)
 
5.8

Inventories
 
3.1

 
(0.2
)
 
2.9

Prepaid expenses and other current assets
 
0.1

 

 
0.1

Property, plant, and equipment
 
3.3

 

 
3.3

Definite-lived intangible assets
 
29.0

 

 
29.0

Accounts payable
 
(1.3
)
 
0.2

 
(1.1
)
Accrued expenses
 
(0.8
)
 
0.1

 
(0.7
)
Total identifiable net assets
 
39.6

 

 
39.6

Goodwill
 
$
43.1

 

 
43.1

The following table summarizes the consideration transferred to acquire Micro-Coax and the final allocation of the purchase price among the assets acquired and liabilities assumed.
 
 
Preliminary
Allocation
 
Measurement
Period 
Adjustments
 
Final
Allocation
(in millions)
 
As of 6/10/2016
 
 
As of 3/31/2017
Total consideration transferred
 
$
97.3

 
$
(0.7
)
 
$
96.6

Recognized amounts of identifiable assets acquired and liabilities assumed:
 
 
 
 
 
 
Cash and cash equivalents
 
$
1.5

 
$

 
$
1.5

Receivables
 
6.3

 

 
6.3

Inventories
 
8.6

 

 
8.6

Prepaid expenses and other current assets
 
0.4

 
(0.1
)
 
0.3

Property, plant, and equipment
 
30.0

 
(14.0
)
 
16.0

Definite-lived intangible assets
 
31.5

 
(5.0
)
 
26.5

Indefinite-lived intangible assets
 
2.0

 
(2.0
)
 

Other long-term assets
 
1.0

 

 
1.0

Accounts payable
 
(1.7
)
 

 
(1.7
)
Accrued expenses
 
(2.4
)
 
(0.1
)
 
(2.5
)
Total identifiable net assets
 
77.2

 
(21.2
)
 
56.0

Goodwill
 
$
20.1

 
$
20.5

 
$
40.6

Stock-Based Compensation (Tables)
Stock-based compensation expense is primarily included in selling and administrative expenses in the Condensed Consolidated Statements of Earnings and is as follows:
 
 
Three Months Ended
March 31,
(in millions)
 
2017
 
2016
Total pre-tax stock-based compensation
 
$
6.0

 
$
3.5

The Company awarded the following stock-based compensation grants:
 
 
Three Months Ended
March 31, 2017
Stock options
 
363,455

Restricted stock
 
65,347

Performance shares
 
46,995

Restricted stock units
 
12,952

The weighted-average assumptions used in the determination of fair value for stock option awards in 2017 and 2016 were as follows:
 
 
 
2017
 
2016
Expected dividend yield
 
1.3
%
 
1.4
%
Expected life in years
 
5.58

 
5.61

Expected volatility
 
25.6
%
 
27.5
%
Risk-free interest rate
 
1.9
%
 
1.4
%
Weighted-average fair value per share
 
$
24.57

 
$
19.30

Stock-based compensation expense related to stock options were as follows:
 
 
Three Months Ended
March 31,
(in millions)
 
2017
 
2016
Pre-tax stock-based compensation
 
$
1.9

 
$
1.6

Earnings Per Share (Tables)
The following reflects income from continuing operations and share data used in the basic and diluted earnings per share computations using the two-class method:
 
 
 
Three Months Ended March 31,
(in millions except share and per share amounts)
 
2017
 
2016
Income from continuing operations
 
$
61.5

 
$
68.5

Less: dividends declared - common stock outstanding, restricted shares and restricted share units
 
(22.7
)
 
(19.5
)
Undistributed earnings
 
38.8

 
49.0

Percent allocated to common shareholders (1)
 
99.3
%
 
99.3
%
 
 
38.5

 
48.6

Add: dividends declared - common stock
 
22.5

 
19.2

Income from continuing operations attributable to common shares
 
$
61.0

 
$
67.8

 
 
 
 
 
Shares (in thousands):
 
 
 
 
Weighted-average common shares outstanding 
 
64,353

 
64,018

Effect of dilutive securities:
 
 
 
 
Performance awards
 
107

 
325

Stock options
 
388

 
533

Adjusted weighted-average common shares outstanding and assumed conversion
 
64,848

 
64,876

 
 
 
 
 
Per share income from continuing operations attributable to common shares:
 
 
 
 
Basic
 
$
0.95

 
$
1.06

Diluted
 
$
0.94

 
$
1.05

 
 
 
 
 
(1) Basic weighted-average common shares outstanding
 
64,353

 
64,018

Basic weighted-average common shares outstanding, unvested restricted shares expected to vest and restricted share units
 
64,822

 
64,491

Percent allocated to common shareholders
 
99.3
%
 
99.3
%
Income from discontinued operations and net income used in the basic and diluted earnings per share computations were as follows:
 
 
 
Three Months Ended March 31,
(in millions except share amounts presented in thousands)
 
2017
 
2016
Income from discontinued operations attributable to common shareholders for basic and diluted earnings per share
 
$
0.3

 
$

Net income attributable to common shareholders for basic and diluted earnings per share
 
$
61.3

 
$
67.8

Anti-dilutive stock options excluded from EPS calculation (1)
 
210

 
544

(1) Represents stock options excluded from the calculation of diluted earnings per share, as such, options’ assumed proceeds upon exercise would result in the repurchase of more shares than the underlying award.
Inventories (Tables)
Components of Inventories
The components of inventory are summarized as follows:
 
(in millions)
 
March 31, 2017
 
December 31, 2016
Finished goods
 
$
255.2

 
$
218.6

Work-in-process
 
56.6

 
51.3

Raw materials
 
152.0

 
143.4

Reserves
 
(35.8
)
 
(36.3
)
Inventories
 
$
428.0

 
$
377.0

Property, Plant and Equipment, net (Tables)
Components of property, plant, and equipment, net
The components of property, plant, and equipment, net are summarized as follows:
(in millions)
 
March 31, 2017
 
December 31, 2016
Land and land improvements
 
$
96.9

 
$
94.7

Buildings and leasehold improvements
 
314.5

 
308.0

Machinery and equipment
 
735.0

 
717.9

Furniture, fixtures, and other
 
73.3

 
66.8

Projects in progress
 
73.2

 
57.5

Property, plant, and equipment, gross
 
1,292.9

 
1,244.9

Accumulated depreciation
 
(632.0
)
 
(612.7
)
Property, plant, and equipment, net
 
$
660.9

 
$
632.2

Goodwill and Other Intangible Assets, net (Tables)
The changes in the carrying amount of goodwill, net for the three months ended March 31, 2017, were as follows:
 
 
Construction Materials
 
Interconnect Technologies
 
FoodService Products
 
Fluid
Technologies
 
Brake and Friction
 
Total
(in millions)
 
Balance at January 1, 2017
 
$
117.5

 
$
639.1

 
$
60.3

 
$
167.9

 
$
96.4

 
$
1,081.2

Goodwill acquired during year (1)
 
5.5

 

 
86.9

 

 

 
92.4

Currency translation and other
 
1.5

 
0.9

 

 
0.9

 

 
3.3

Balance at March 31, 2017
 
$
124.5

 
$
640.0

 
$
147.2

 
$
168.8

 
$
96.4

 
$
1,176.9

(1) See Note 4 for further information on goodwill resulting from recent acquisitions.
The Company’s other intangible assets, net at March 31, 2017, were as follows:
(in millions)
 
Acquired
Cost
 
Accumulated
Amortization
 
Net Book Value
Assets subject to amortization:
 
 
 
 
 
 
Customer relationships
 
$
807.0

 
$
(215.1
)
 
$
591.9

Intellectual property
 
238.0

 
(78.5
)
 
159.5

Other
 
16.4

 
(11.9
)
 
4.5

Assets not subject to amortization:
 
 
 
 
 
 
Trade names
 
263.0

 

 
263.0

Other intangible assets, net
 
$
1,324.4

 
$
(305.5
)
 
$
1,018.9

 
The Company’s other intangible assets, net at December 31, 2016, were as follows:
 
(in millions)
 
Acquired
Cost
 
Accumulated
Amortization
 
Net Book Value
Assets subject to amortization:
 
 
 
 
 
 
Customer relationships
 
$
704.3

 
$
(201.6
)
 
$
502.7

Intellectual property
 
200.7

 
(72.4
)
 
128.3

Other
 
15.4

 
(11.7
)
 
3.7

Assets not subject to amortization:
 
 
 
 
 
 
Trade names
 
237.5

 

 
237.5

Other intangible assets, net
 
$
1,157.9

 
$
(285.7
)
 
$
872.2

The net book values of other intangible assets, net by reportable segment were as follows:
(in millions)
 
March 31, 2017
 
December 31, 2016
Carlisle Construction Materials
 
$
59.1

 
$
55.2

Carlisle Interconnect Technologies
 
370.6

 
379.1

Carlisle FoodService Products
 
180.3

 
24.9

Carlisle Fluid Technologies
 
311.2

 
313.7

Carlisle Brake & Friction
 
97.7

 
99.3

Total
 
$
1,018.9

 
$
872.2

Commitments and Contingencies (Tables)
Rent expense, inclusive of rent based on scheduled rent increases and rent holidays recognized on a straight-line basis, was as follows:
(in millions)
 
Three Months Ended
March 31,
 
2017
 
2016
Rent expense
 
$
7.3

 
$
6.7

Workers' compensation claims accruals were included in the Condensed Consolidated Balance Sheets as follows:
(in millions)
 
March 31, 2017
 
December 31, 2016
Compensation and benefits - accrued expenses
 
$
5.7

 
$
5.8

Other long-term liabilities
 
12.2

 
12.3

Total workers' compensation liability
 
$
17.9

 
$
18.1

Letters of credit and bank guarantees outstanding under our continuing credit agreement with J.P. Morgan Chase Bank, N.A. were as follows:
 
(in millions)
 
March 31, 2017
 
December 31, 2016
Letters of credit and bank guarantees outstanding
 
$
29.0

 
$
28.7

Long-term Debt (Tables)
Schedule of Long-term Debt
Long-term debt is summarized as follows:
 
(in millions)
 
March 31, 2017
 
December 31, 2016
 
Fair Value (1)
 
 
 
March 31, 2017
 
December 31, 2016
3.75% notes due 2022
 
$
350.0

 
$
350.0

 
$
353.1

 
$
347.2

5.125% notes due 2020
 
250.0

 
250.0

 
267.4

 
263.1

Unamortized discount, debt issuance costs, and other
 
(3.5
)
 
(3.6
)
 
 
 
 
Total long term-debt
 
$
596.5

 
$
596.4

 
 
 
 
(1) The fair value is estimated based on current yield rates plus the Company’s estimated credit spread available for financings with similar terms and maturities. Based on these inputs, the debt instruments are classified as Level 2 in the fair value hierarchy.
Retirement Plans (Tables)
Employer contributions for the savings plans were as follows:
(in millions)
 
Three Months Ended
March 31,
 
2017
 
2016
Employer contributions
 
$
4.7

 
$
4.1


Matching contributions are invested in funds as directed by participants. Eligible participants may also elect to invest up to 50.0% of the Company's matching contribution in Company common stock. Common shares held by the contribution savings plan were as follows:
(in millions)
 
March 31, 2017
 
December 31, 2016
Common shares held
 
1.2

 
1.2

The components of net periodic benefit cost were as follows:
 
(in millions)
 
Three Months Ended
March 31,
 
2017
 
2016
Service cost
 
$
0.7

 
$
0.8

Interest cost
 
1.3

 
1.3

Expected return on plan assets
 
(2.5
)
 
(2.5
)
Amortization of unrecognized loss
 
0.6

 
0.6

Net periodic benefit cost
 
$
0.1

 
$
0.2

Deferred Revenue (Tables)
Schedule of deferred revenue
Deferred revenue related to our separately priced extended warranty contracts recognized in the Condensed Consolidated Statements of Earnings were as follows:
(in millions)
 
Three Months Ended
March 31,
 
2017
 
2016
Extended product warranty contracts amortization
 
$
4.9

 
$
4.7


Deferred revenue included in the Condensed Consolidated Balance Sheets were as follows: 
 
(in millions)
 
March 31, 2017
 
December 31, 2016
Extended product warranty contracts - current
 
$
18.9

 
$
18.8

Customer prepayments - current
 
9.7

 
4.4

Extended product warranty contracts - long-term
 
174.5

 
172.0

Deferred revenue
 
$
203.1

 
$
195.2

Accrued Expenses (Tables)
The components of accrued expenses were as follows:
(in millions)
 
March 31, 2017
 
December 31, 2016
Compensation and benefits
 
$
70.4

 
$
97.9

Standard product warranties
 
30.3

 
29.5

Customer incentives
 
28.2

 
58.1

Income and other accrued taxes
 
19.6

 
14.2

Other accrued expenses
 
39.9

 
47.0

Accrued expenses
 
$
188.4

 
$
246.7

The change in standard product warranty liabilities for the three months ended March 31, were as follows:
(in millions)
 
2017
 
2016
Balance at January 1
 
$
29.5

 
$
28.9

Current year provision
 
4.4

 
6.1

Acquired warranty obligation
 
0.1

 

Current year claims
 
(3.8
)
 
(4.4
)
Currency translation
 
0.1

 

Balance at March 31
 
$
30.3

 
$
30.6

Other Long-Term Liabilities (Tables)
Components of other long-term liabilities
The components of other long-term liabilities were as follows:
 
(in millions)
 
March 31, 2017
 
December 31, 2016
Deferred taxes and other tax liabilities
 
$
196.2

 
$
144.1

Pension and other post-retirement obligations
 
27.2

 
27.1

Deferred compensation
 
23.2

 
21.2

Long-term workers' compensation
 
12.2

 
12.3

Other
 
14.4

 
12.3

Other long-term liabilities
 
$
273.2

 
$
217.0

Accumulated Other Comprehensive Loss (Tables)
Schedule of changes in Accumulated other comprehensive income (loss) by component
The changes in accumulated other comprehensive loss by component for the three months ended March 31, were as follows:
(in millions)
 
Accrued post-retirement benefit liability (1)
 
Foreign currency translation
 
Other
 
Total
Balance at January 1, 2017
 
$
(26.4
)
 
$
(96.7
)
 
$
0.9

 
$
(122.2
)
Other comprehensive income before reclassifications
 

 
11.4

 
0.1

 
11.5

Amounts reclassified from accumulated other comprehensive loss
 
0.6

 

 
(0.2
)
 
0.4

Income tax expense
 
(0.2
)
 

 

 
(0.2
)
Other comprehensive income (loss)
 
0.4

 
11.4

 
(0.1
)
 
11.7

Balance at March 31, 2017
 
$
(26.0
)
 
$
(85.3
)
 
$
0.8

 
$
(110.5
)
 
 
 
 
 
 
 
 
 
Balance at January 1, 2016
 
$
(27.4
)
 
$
(60.0
)
 
$
0.3

 
$
(87.1
)
Other comprehensive income before reclassifications
 

 
10.2

 

 
10.2

Amounts reclassified from accumulated other comprehensive loss
 
0.6

 

 
(0.3
)
 
0.3

Income tax (expense) benefit
 
(0.2
)
 

 
0.1

 
(0.1
)
Other comprehensive income (loss)
 
0.4

 
10.2

 
(0.2
)
 
10.4

Balance at March 31, 2016
 
$
(27.0
)
 
$
(49.8
)
 
$
0.1

 
$
(76.7
)
(1) Current period amounts for the accrued post-retirement benefit liability are related to the amortization of unrecognized actuarial gains and losses, which is included in net periodic benefit cost for pension and other post-retirement welfare plans. See Note 13 for further information.
Exit and Disposal Activities (Tables)
Summary of Exit and Disposal Activities
The Company's exit and disposal expense by activity is as follows:
(in millions)
 
Three Months Ended
March 31,
 
2017
 
2016
Employee severance and benefit arrangements
    
$
2.4

 
$
1.4

Relocation costs
 
0.3

 

Other restructuring costs
 
0.5

 

Total exit and disposal costs
 
$
3.2

 
$
1.4


The Company's exit and disposal activities expense by segment is as follows:
(in millions)
 
Three Months Ended
March 31,
 
2017
 
2016
Carlisle Interconnect Technologies
 
$
2.3

 
$

Carlisle Fluid Technologies
 
0.5

 
1.1

Carlisle Brake & Friction
 
0.3

 

Corporate
 
0.1

 
0.3

Total exit and disposal costs
 
$
3.2

 
$
1.4


The Company's exit and disposal activities expense by financial statement line item is as follows:
(in millions)
 
Three Months Ended
March 31,
 
2017
 
2016
Cost of goods sold
 
$
1.5

 
$

Selling and administrative expenses
 
1.3

 
1.4

Research and development expenses
 
0.1

 

Other income, net
 
0.3

 

Total exit and disposal costs
 
$
3.2

 
$
1.4


The Company's change in exit and disposal activities liability is as follows:
(in millions)
 
Carlisle Interconnect Technologies
 
Carlisle Fluid Technologies
 
Carlisle Brake & Friction
 
Corporate
 
Total
Balance at January 1, 2017
 
$
7.6

 
$
0.7

 
$

 
$
0.7

 
$
9.0

Charges
 
2.3

 
0.5

 
0.3

 
0.1

 
3.2

Cash payments
 
(0.8
)
 
(0.7
)
 
(0.3
)
 
(0.3
)
 
(2.1
)
Balance at March 31, 2017
 
$
9.1

 
$
0.5

 
$

 
$
0.5

 
$
10.1

New Accounting Pronouncements (Details) (Accounting Standards Update 2016-09, USD $)
In Millions, unless otherwise specified
3 Months Ended
Mar. 31, 2017
Accounting Standards Update 2016-09
 
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
 
Discrete income tax benefit
$ 2.6 
Segment Information (Details.) (USD $)
In Millions, unless otherwise specified
3 Months Ended
Mar. 31, 2017
Mar. 31, 2016
Net Sales, EBIT, Assets continuing operations by reportable segment
 
 
Net sales
$ 857.3 
$ 794.0 
EBIT
96.7 
110.6 
Corporate
 
 
Net Sales, EBIT, Assets continuing operations by reportable segment
 
 
EBIT
(18.2)
(16.0)
Carlisle Construction Materials
 
 
Net Sales, EBIT, Assets continuing operations by reportable segment
 
 
Net sales
446.1 
403.7 
EBIT
80.7 
72.3 
Carlisle Interconnect Technologies
 
 
Net Sales, EBIT, Assets continuing operations by reportable segment
 
 
Net sales
194.2 
196.7 
EBIT
22.3 
36.6 
Carlisle Food Service Products
 
 
Net Sales, EBIT, Assets continuing operations by reportable segment
 
 
Net sales
83.3 
60.4 
EBIT
5.8 
7.1 
Carlisle Fluid Technologies
 
 
Net Sales, EBIT, Assets continuing operations by reportable segment
 
 
Net sales
60.5 
61.2 
EBIT
4.9 
6.9 
Carlisle Brake & Friction
 
 
Net Sales, EBIT, Assets continuing operations by reportable segment
 
 
Net sales
73.2 
72.0 
EBIT
$ 1.2 
$ 3.7 
Acquisitions (Details)
In Millions, unless otherwise specified
3 Months Ended 0 Months Ended 0 Months Ended 0 Months Ended 0 Months Ended 0 Months Ended 3 Months Ended 3 Months Ended 0 Months Ended 0 Months Ended 10 Months Ended 10 Months Ended 0 Months Ended 10 Months Ended 0 Months Ended 0 Months Ended 0 Months Ended
Mar. 31, 2017
USD ($)
Mar. 31, 2016
USD ($)
Dec. 31, 2016
USD ($)
Jan. 31, 2017
Arbo
USD ($)
Jan. 31, 2017
Arbo
GBP (£)
Jan. 31, 2017
Arbo
USD ($)
Jan. 31, 2017
Arbo
GBP (£)
Jan. 31, 2017
Arbo
Customer relationships
Jan. 9, 2017
San Jamar
USD ($)
Mar. 31, 2017
San Jamar
USD ($)
Jan. 9, 2017
San Jamar
USD ($)
Jan. 9, 2017
San Jamar
Customer relationships
Jan. 9, 2017
San Jamar
Customer relationships
USD ($)
Jan. 9, 2017
San Jamar
Acquired Technology
USD ($)
Jan. 9, 2017
San Jamar
Acquired Technology
Minimum
Jan. 9, 2017
San Jamar
Acquired Technology
Maximum
Jan. 9, 2017
San Jamar
Non-compete agreement
Jan. 9, 2017
San Jamar
Non-compete agreement
USD ($)
Oct. 3, 2016
Star Aviation
USD ($)
Mar. 31, 2017
Star Aviation
USD ($)
Oct. 3, 2016
Star Aviation
Mar. 31, 2017
Star Aviation
Customer relationships
USD ($)
Mar. 31, 2017
Star Aviation
Customer relationships
Minimum
Mar. 31, 2017
Star Aviation
Customer relationships
Maximum
Mar. 31, 2017
Star Aviation
Acquired Technology
USD ($)
Mar. 31, 2017
Star Aviation
Non-compete agreement
USD ($)
Oct. 3, 2016
Star Aviation
Preliminary Allocation
USD ($)
Oct. 3, 2016
Star Aviation
Preliminary Allocation
USD ($)
Mar. 31, 2017
Star Aviation
Adjustment
USD ($)
Jun. 10, 2016
Micro-Coax
USD ($)
Mar. 31, 2017
Micro-Coax
USD ($)
Jun. 10, 2016
Micro-Coax
Mar. 31, 2017
Micro-Coax
Trade names
USD ($)
Mar. 31, 2017
Micro-Coax
Customer relationships
USD ($)
Mar. 31, 2017
Micro-Coax
Acquired Technology
USD ($)
Jun. 10, 2016
Micro-Coax
Preliminary Allocation
USD ($)
Jun. 10, 2016
Micro-Coax
Preliminary Allocation
USD ($)
Mar. 31, 2017
Micro-Coax
Preliminary Allocation
Trade names
Mar. 31, 2017
Micro-Coax
Preliminary Allocation
Non-compete agreement
USD ($)
Mar. 31, 2017
Micro-Coax
Adjustment
USD ($)
Feb. 19, 2016
MS
USD ($)
Feb. 19, 2016
MS
CHF
Feb. 19, 2016
MS
USD ($)
Feb. 19, 2016
MS
CHF
Feb. 19, 2016
MS
Customer relationships
Feb. 19, 2016
MS
Customer relationships
USD ($)
Feb. 19, 2016
MS
Acquired Technology
Feb. 19, 2016
MS
Acquired Technology
USD ($)
Mar. 31, 2017
LHi Technology
USD ($)
Oct. 31, 2014
LHi Technology
USD ($)
Sep. 30, 2016
LHi Technology
Adjustment
USD ($)
Acquisitions
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Percentage of ownership interest acquired
 
 
 
 
 
100.00% 
100.00% 
 
 
 
100.00% 
 
 
 
 
 
 
 
 
 
100.00% 
 
 
 
 
 
 
 
 
 
 
100.00% 
 
 
 
 
 
 
 
 
 
 
100.00% 
100.00% 
 
 
 
 
 
 
 
Aggregate cash purchase price, net of cash acquired
$ 225.8 
$ 8.1 
 
$ 10.2 
£ 8.1 
 
 
 
$ 213.7 
 
 
 
 
 
 
 
 
 
$ 82.4 
 
 
 
 
 
 
 
 
 
 
$ 95.1 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total consideration transferred
 
 
 
 
 
 
 
 
217.2 
 
 
 
 
 
 
 
 
 
 
82.7 
 
 
 
 
 
 
82.7 
 
 
 
96.6 
 
 
 
 
97.3 
 
 
 
(0.7)
12.4 
12.3 
 
 
 
 
 
 
 
 
 
Contingent consideration
 
 
 
 
 
2.5 
2.0 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
4.3 
4.3 
 
 
 
 
 
 
2.6 
Useful life of finite lived intangible assets
 
 
 
 
 
 
 
15 years 
 
 
 
13 years 
 
 
7 years 
10 years 
2 years 
 
 
 
 
 
5 years 
10 years 
6 years 
5 years 
 
 
 
 
 
 
 
12 years 
7 years 
 
 
10 years 
3 years 
 
 
 
 
 
10 years 
 
7 years 
 
 
 
 
Goodwill deductible for tax purposes
 
 
 
 
 
1.3 
 
 
 
 
5.0 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Uncertain tax positions
 
 
 
 
 
 
 
 
 
 
4.1 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Indemnification asset
 
 
 
 
 
 
 
 
 
 
3.2 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
6.1 
8.7 
(2.6)
Recognized amounts of identifiable assets acquired and liabilities assumed:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
 
 
 
 
 
1.2 
1.0 
 
 
3.5 
3.5 
 
 
 
 
 
 
 
 
0.3 
 
 
 
 
 
 
 
0.3 
 
 
1.5 
 
 
 
 
 
1.5 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Receivables
 
 
 
 
 
1.5 
 
 
 
 
9.1 
 
 
 
 
 
 
 
 
5.8 
 
 
 
 
 
 
 
5.9 
(0.1)
 
6.3 
 
 
 
 
 
6.3 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Inventories
 
 
 
 
 
2.1 
 
 
 
 
13.1 
 
 
 
 
 
 
 
 
2.9 
 
 
 
 
 
 
 
3.1 
(0.2)
 
8.6 
 
 
 
 
 
8.6 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Prepaid expenses and other current assets
 
 
 
 
 
 
 
 
 
 
2.3 
 
 
 
 
 
 
 
 
0.1 
 
 
 
 
 
 
 
0.1 
 
 
0.3 
 
 
 
 
 
0.4 
 
 
(0.1)
 
 
 
 
 
 
 
 
 
 
 
Property, plant and equipment
 
 
 
 
 
 
 
 
 
 
4.2 
 
 
 
 
 
 
 
 
3.3 
 
 
 
 
 
 
 
3.3 
 
 
16.0 
 
 
 
 
 
30.0 
 
 
(14.0)
 
 
 
 
 
 
 
 
 
 
 
Definite-lived intangible assets
 
 
 
 
 
2.2 
 
 
 
 
135.1 
 
98.0 
36.4 
 
 
 
0.7 
 
29.0 
 
23.9 
 
 
4.7 
0.4 
 
29.0 
 
 
26.5 
 
 
14.5 
10.6 
 
31.5 
 
0.5 
(5.0)
 
 
9.7 
 
 
1.4 
 
8.3 
 
 
 
Indefinite-lived intangible assets
 
 
 
 
 
1.6 
 
 
 
 
23.6 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
0.9 
 
 
 
2.0 
 
 
(2.0)
 
 
4.1 
 
 
 
 
 
 
 
 
Other long-term assets
 
 
 
 
 
 
 
 
 
 
3.2 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1.0 
 
 
 
 
 
1.0 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Accounts payable
 
 
 
 
 
(1.5)
 
 
 
 
(7.0)
 
 
 
 
 
 
 
 
(1.1)
 
 
 
 
 
 
 
(1.3)
0.2 
 
(1.7)
 
 
 
 
 
(1.7)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Income tax payable
 
 
 
 
 
 
 
 
 
 
(0.5)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Accrued expenses
 
 
 
 
 
 
 
 
 
 
(4.3)
 
 
 
 
 
 
 
 
(0.7)
 
 
 
 
 
 
 
(0.8)
0.1 
 
(2.5)
 
 
 
 
 
(2.4)
 
 
(0.1)
 
 
 
 
 
 
 
 
 
 
 
Other long-term liabilities
 
 
 
 
 
 
 
 
 
 
(4.8)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Deferred income tax liabilities
 
 
 
 
 
(1.4)
 
 
 
 
(47.2)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(2.2)
 
 
 
 
 
 
 
 
Total identifiable net assets
 
 
 
 
 
 
 
 
 
 
130.3 
 
 
 
 
 
 
 
 
39.6 
 
 
 
 
 
 
 
39.6 
 
56.0 
 
 
 
 
 
77.2 
 
 
(21.2)
 
 
 
 
 
 
 
 
 
 
 
Goodwill
$ 1,176.9 
 
$ 1,081.2 
 
 
$ 5.5 
 
 
 
 
$ 86.9 
 
 
 
 
 
 
 
 
$ 43.1 
 
 
 
 
 
 
 
$ 43.1 
$ 0 
 
$ 40.6 
 
 
 
 
 
$ 20.1 
 
 
$ 20.5 
 
 
$ 2.9 
 
 
 
 
 
 
 
 
Stock-Based Compensation - Stock Award Information and Fair Value Assumptions (Details) (USD $)
In Millions, except Share data, unless otherwise specified
3 Months Ended
Mar. 31, 2017
Mar. 31, 2016
Stock-based compensation
 
 
Aggregate grant-date fair value of stock options, restricted stock awards, performance share awards and restricted stock units
$ 23.8 
 
Stock-based compensation expense
 
 
Total pre-tax stock-based compensation
6.0 
3.5 
Weighted-average assumptions used to estimate grant date fair value of stock options
 
 
Expected dividend yield (as a percent)
1.30% 
1.40% 
Expected life in years
5 years 6 months 29 days 
5 years 7 months 10 days 
Expected volatility (as a percent)
25.60% 
27.50% 
Risk-free interest rate (as a percent)
1.90% 
1.40% 
Weighted average fair value per share (in dollars per share)
$ 24.57 
$ 19.30 
Executive Incentive Program
 
 
Stock-based compensation
 
 
Shares available for grant under the plan
3,446,278 
 
Shares available for issuance under the plan
1,290,602 
 
Stock options
 
 
Stock-based compensation
 
 
Options granted (in shares)
363,455 
 
Portion of stock options vesting on the first anniversary
0.3333 
 
Portion of stock options vesting on the second anniversary
0.3333 
 
Portion of stock options vesting on the third anniversary
0.3333 
 
Maximum term life
10 years 
 
Stock-based compensation expense
 
 
Total pre-tax stock-based compensation
$ 1.9 
$ 1.6 
Restricted stock awards
 
 
Stock-based compensation
 
 
Awards granted (in shares)
65,347 
 
Performance share awards
 
 
Stock-based compensation
 
 
Awards granted (in shares)
46,995 
 
Restricted Stock Units
 
 
Stock-based compensation
 
 
Awards granted (in shares)
12,952 
 
Stock-Based Compensation - Vesting and Deferred Compensation Plan (Details)
3 Months Ended
Mar. 31, 2017
Restricted stock awards
Mar. 31, 2017
Performance share awards
Mar. 31, 2017
Deferred Compensation Equity
Dec. 31, 2016
Deferred Compensation Equity
Stock-based compensation
 
 
 
 
Vesting period of shares awarded under the Program
3 years 
3 years 
 
 
Performance share awards
 
 
 
 
Number of common shares deferred (in shares)
 
 
296,282 
294,574 
Income Taxes (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended
Mar. 31, 2017
Mar. 31, 2016
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
 
 
Effective income tax rate on continuing operations (as a percent)
31.70% 
33.00% 
Anticipated effective tax rate for beginning of year to date (as a percent)
33.40% 
 
Discrete tax expense (benefit) related to state valuation allowance release
$ 1.5 
$ 0.2 
Accounting Standards Update 2016-09
 
 
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
 
 
Discrete tax expense (benefit) related to state valuation allowance release
$ (2.6)
 
Earnings Per Share (Details) (USD $)
In Millions, except Share data in Thousands, unless otherwise specified
3 Months Ended
Mar. 31, 2017
Mar. 31, 2016
Numerator:
 
 
Income from continuing operations
$ 61.5 
$ 68.5 
Less: dividends declared - common stock outstanding, restricted shares and restricted share units
(22.7)
(19.5)
Undistributed earnings
38.8 
49.0 
Percent allocated to common shareholders
99.30% 
99.30% 
Undistributed earnings allocated to common shareholders
38.5 
48.6 
Add: dividends declared - common stock
22.5 
19.2 
Income from continuing operations attributable to common shares
61.0 
67.8 
Denominator (in thousands):
 
 
Denominator for basic EPS: weighted-average common shares outstanding
64,353 
64,018 
Effect of dilutive securities:
 
 
Performance awards (in shares)
107 
325 
Stock options (in shares)
388 
533 
Denominator for diluted EPS: adjusted weighted-average common shares outstanding and assumed conversion
64,848 
64,876 
Per share income from continuing operations attributable to common shares:
 
 
Basic (in dollars per share)
$ 0.95 
$ 1.06 
Diluted (in dollars per share)
$ 0.94 
$ 1.05 
Basic weighted-average common shares outstanding
64,353 
64,018 
Basic weighted-average common shares outstanding, unvested restricted shares expected to vest and restricted share units
64,822 
64,491 
Percent allocated to common shareholders
99.30% 
99.30% 
Income (loss) from discontinued operations and net income
 
 
Income (loss) from discontinued operations attributable to common shareholders for basic and diluted earnings per share
0.3 
Net income attributable to common shareholders for basic and diluted earnings per share
$ 61.3 
$ 67.8 
Antidilutive stock options excluded from EPS calculation (in shares)
210 
544 
Inventories (Details) (USD $)
In Millions, unless otherwise specified
Mar. 31, 2017
Dec. 31, 2016
Inventory Disclosure [Abstract]
 
 
Finished goods
$ 255.2 
$ 218.6 
Work-in-process
56.6 
51.3 
Raw materials
152.0 
143.4 
Reserves
(35.8)
(36.3)
Inventories
$ 428.0 
$ 377.0 
Property, Plant, and Equipment, net (Details) (USD $)
In Millions, unless otherwise specified
Mar. 31, 2017
Dec. 31, 2016
Property, Plant, and Equipment
 
 
Property, plant and equipment, gross
$ 1,292.9 
$ 1,244.9 
Accumulated depreciation
(632.0)
(612.7)
Property, plant, and equipment, net
660.9 
632.2 
Land and land improvements
 
 
Property, Plant, and Equipment
 
 
Property, plant and equipment, gross
96.9 
94.7 
Buildings and leasehold improvements
 
 
Property, Plant, and Equipment
 
 
Property, plant and equipment, gross
314.5 
308.0 
Machinery and equipment
 
 
Property, Plant, and Equipment
 
 
Property, plant and equipment, gross
735.0 
717.9 
Furniture, fixtures and other
 
 
Property, Plant, and Equipment
 
 
Property, plant and equipment, gross
73.3 
66.8 
Projects in progress
 
 
Property, Plant, and Equipment
 
 
Property, plant and equipment, gross
$ 73.2 
$ 57.5 
Goodwill and Other Intangible Assets, net - Changes in the Carrying Amount of Goodwill (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended
Mar. 31, 2017
Changes in the carrying amount of goodwill
 
Goodwill, Balance at the beginning of the period
$ 1,081.2 
Goodwill acquired during the year
92.4 
Currency translation
3.3 
Goodwill, Balance at the end of the period
1,176.9 
Carlisle Construction Materials
 
Changes in the carrying amount of goodwill
 
Goodwill, Balance at the beginning of the period
117.5 
Goodwill acquired during the year
5.5 
Currency translation
1.5 
Goodwill, Balance at the end of the period
124.5 
Carlisle Interconnect Technologies
 
Changes in the carrying amount of goodwill
 
Goodwill, Balance at the beginning of the period
639.1 
Goodwill acquired during the year
Currency translation
0.9 
Goodwill, Balance at the end of the period
640.0 
Carlisle Food Service Products
 
Changes in the carrying amount of goodwill
 
Goodwill, Balance at the beginning of the period
60.3 
Goodwill acquired during the year
86.9 
Currency translation
Goodwill, Balance at the end of the period
147.2 
Carlisle Fluid Technologies
 
Changes in the carrying amount of goodwill
 
Goodwill, Balance at the beginning of the period
167.9 
Goodwill acquired during the year
Currency translation
0.9 
Goodwill, Balance at the end of the period
168.8 
Carlisle Brake & Friction
 
Changes in the carrying amount of goodwill
 
Goodwill, Balance at the beginning of the period
96.4 
Goodwill acquired during the year
Currency translation
Goodwill, Balance at the end of the period
$ 96.4 
Goodwill and Other Intangible Assets, net - Other Intangibles and Amortization (Details) (USD $)
In Millions, unless otherwise specified
Mar. 31, 2017
Dec. 31, 2016
Other intangible assets, net
 
 
Other intangible assets, Acquired Cost
$ 1,324.4 
$ 1,157.9 
Other intangible assets, Accumulated Amortization
(305.5)
(285.7)
Other intangible assets, net
1,018.9 
872.2 
Trade names
 
 
Assets not subject to amortization:
 
 
Acquired Cost
263.0 
237.5 
Customer relationships
 
 
Other intangible assets
 
 
Acquired Cost
807.0 
704.3 
Accumulated Amortization
(215.1)
(201.6)
Net Book Value
591.9 
502.7 
Intellectual property
 
 
Other intangible assets
 
 
Acquired Cost
238.0 
200.7 
Accumulated Amortization
(78.5)
(72.4)
Net Book Value
159.5 
128.3 
Other
 
 
Other intangible assets
 
 
Acquired Cost
16.4 
15.4 
Accumulated Amortization
(11.9)
(11.7)
Net Book Value
$ 4.5 
$ 3.7 
Goodwill and Other Intangible Assets, net - Net Carrying Value of Other Intangibles (Details) (USD $)
In Millions, unless otherwise specified
Mar. 31, 2017
Dec. 31, 2016
Net book value of other intangible assets by the reportable segment
 
 
Other intangible assets, net
$ 1,018.9 
$ 872.2 
Carlisle Construction Materials
 
 
Net book value of other intangible assets by the reportable segment
 
 
Other intangible assets, net
59.1 
55.2 
Carlisle Interconnect Technologies
 
 
Net book value of other intangible assets by the reportable segment
 
 
Other intangible assets, net
370.6 
379.1 
Carlisle Food Service Products
 
 
Net book value of other intangible assets by the reportable segment
 
 
Other intangible assets, net
180.3 
24.9 
Carlisle Fluid Technologies
 
 
Net book value of other intangible assets by the reportable segment
 
 
Other intangible assets, net
311.2 
313.7 
Carlisle Brake & Friction
 
 
Net book value of other intangible assets by the reportable segment
 
 
Other intangible assets, net
$ 97.7 
$ 99.3 
Commitments and Contingencies - Leases (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended
Mar. 31, 2017
lease
Mar. 31, 2016
Commitments and Contingencies Disclosure [Abstract]
 
 
Number of leases that require rent to be paid based on contingent events
 
Rent expense
$ 7.3 
$ 6.7 
Commitments and Contingencies - Workers' Compensation (Details) (USD $)
In Millions, unless otherwise specified
Mar. 31, 2017
Dec. 31, 2016
Workers' Compensation Claims and Related Losses
 
 
Compensation and benefits - accrued expenses
$ 5.7 
$ 5.8 
Other long-term liabilities
12.2 
12.3 
Total workers' compensation liability
17.9 
18.1 
Limits in excess of occurrence for reimbursement of workers' compensation
0.5 
 
Claim recovery receivables
$ 0 
$ 0 
Commitments and Contingencies - Letters of Credit and Guarantees (Details) (USD $)
Mar. 31, 2017
Financial Guarantee
Dec. 31, 2016
Financial Guarantee
Apr. 28, 2017
Subsequent event
Uncommitted Letter of Credit and Reimbursement Agreement
Letter of Credit
Loss contingencies
 
 
 
Maximum borrowing capacity
 
 
$ 30,000,000.0 
Other commitments
 
 
 
Letters of credit outstanding
$ 29,000,000 
$ 28,700,000 
 
Long-term Debt (Details) (USD $)
3 Months Ended 3 Months Ended
Mar. 31, 2017
Mar. 31, 2016
Dec. 31, 2016
Mar. 31, 2017
3.75% senior notes due 2022
Dec. 31, 2016
3.75% senior notes due 2022
Mar. 31, 2017
3.75% senior notes due 2022
Significant Observable Inputs (Level 2)
Dec. 31, 2016
3.75% senior notes due 2022
Significant Observable Inputs (Level 2)
Mar. 31, 2017
5.125% senior notes due 2020
Dec. 31, 2016
5.125% senior notes due 2020
Mar. 31, 2017
5.125% senior notes due 2020
Significant Observable Inputs (Level 2)
Dec. 31, 2016
5.125% senior notes due 2020
Significant Observable Inputs (Level 2)
Mar. 31, 2017
Revolving Credit Facility
Credit Agreement
Feb. 21, 2017
Revolving Credit Facility
Credit Agreement
Feb. 20, 2017
Revolving Credit Facility
Credit Agreement
Dec. 31, 2016
Revolving Credit Facility
Credit Agreement
Feb. 20, 2017
Letter of Credit
Credit Agreement
Borrowings
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest rate (as a percent)
 
 
 
3.75% 
3.75% 
 
 
5.125% 
5.125% 
 
 
 
 
 
 
 
Long-term debt, carrying amount
 
 
 
$ 350,000,000 
$ 350,000,000 
 
 
$ 250,000,000 
$ 250,000,000 
 
 
 
 
 
 
 
Unamortized discount and debt issuance costs
(3,500,000)
 
(3,600,000)
 
 
 
 
 
 
 
 
 
 
 
 
 
Total long term-debt
596,500,000 
 
596,400,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
Fair value of notes
 
 
 
 
 
353,100,000 
347,200,000 
 
 
267,400,000 
263,100,000 
 
 
 
 
 
Maximum borrowing capacity
 
 
 
 
 
 
 
 
 
 
 
 
1,000,000,000.0 
600,000,000.0 
 
50,000,000.0 
Lender fees
 
 
 
 
 
 
 
 
 
 
 
1,400,000 
 
 
 
 
Additional borrowing capacity
 
 
 
 
 
 
 
 
 
 
 
 
 
500,000,000.0 
 
 
Proceeds from revolving credit facility
50,000,000 
 
 
 
 
 
 
 
 
 
50,000,000 
 
 
 
 
Effective weighted average interest rate (percent)
 
 
 
 
 
 
 
 
 
 
 
3.92% 
 
 
 
 
Borrowings outstanding
 
 
 
 
 
 
 
 
 
 
 
$ 0 
 
 
$ 0 
 
Retirement Plans - Defined Benefit Plans (Details) (Defined Benefit Plans, USD $)
In Millions, unless otherwise specified
3 Months Ended
Mar. 31, 2017
Mar. 31, 2016
Defined Benefit Plans
 
 
Components of net periodic benefit cost
 
 
Service cost
$ 0.7 
$ 0.8 
Interest cost
1.3 
1.3 
Expected return on plan assets
(2.5)
(2.5)
Amortization of unrecognized loss
0.6 
0.6 
Net periodic benefit cost
$ 0.1 
$ 0.2 
Retirement Plans - Defined Contribution Plans (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended
Mar. 31, 2017
Mar. 31, 2016
Dec. 31, 2016
Compensation and Retirement Disclosure [Abstract]
 
 
 
Maximum percentage of employee compensation match by employer to employee stock ownership plan
4.00% 
 
 
Employer contributions
$ 4.7 
$ 4.1 
 
Maximum percentage of employer match in the form of common stock
50.00% 
 
 
Shares held by the ESOP plan (shares)
1.2 
 
1.2 
Deferred Revenue (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended
Mar. 31, 2017
Mar. 31, 2016
Dec. 31, 2016
Deferred Revenue Disclosure [Abstract]
 
 
 
Extended product warranty contracts amortization
$ 4.9 
$ 4.7 
 
Deferred revenue
 
 
 
Extended product warranty contracts - current
18.9 
 
18.8 
Customer prepayments - current
9.7 
 
4.4 
Extended product warranty contracts - long-term
174.5 
 
172.0 
Deferred revenue
$ 203.1 
 
$ 195.2 
Accrued Expenses (Details) (USD $)
In Millions, unless otherwise specified
Mar. 31, 2017
Dec. 31, 2016
Mar. 31, 2016
Dec. 31, 2015
Payables and Accruals [Abstract]
 
 
 
 
Compensation and benefits
$ 70.4 
$ 97.9 
 
 
Standard product warranties
30.3 
29.5 
30.6 
28.9 
Customer incentives
28.2 
58.1 
 
 
Income and other accrued taxes
19.6 
14.2 
 
 
Other accrued expenses
39.9 
47.0 
 
 
Accrued expenses
$ 188.4 
$ 246.7 
 
 
- Product Warranty (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended
Mar. 31, 2017
Mar. 31, 2016
Change in aggregate product warranty liabilities
 
 
Beginning reserve
$ 29.5 
$ 28.9 
Current year provision
4.4 
6.1 
Acquired warranty obligation
0.1 
Current year claims
(3.8)
(4.4)
Currency translation
0.1 
Ending reserve
$ 30.3 
$ 30.6 
Other Long-Term Liabilities (Details) (USD $)
In Millions, unless otherwise specified
Mar. 31, 2017
Dec. 31, 2016
Liabilities, Other than Long-term Debt, Noncurrent [Abstract]
 
 
Deferred taxes and other tax liabilities
$ 196.2 
$ 144.1 
Pension and other post-retirement obligations
27.2 
27.1 
Deferred compensation
23.2 
21.2 
Long-term workers' compensation
12.2 
12.3 
Other
14.4 
12.3 
Other long-term liabilities
$ 273.2 
$ 217.0 
Other Long-Term Liabilities - Deferred Compensation (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended
Mar. 31, 2017
Mar. 31, 2017
Cash and Cash Equivalents
Dec. 31, 2016
Cash and Cash Equivalents
Mar. 31, 2017
Short-term Investments
Dec. 31, 2016
Short-term Investments
Deferred Compensation Arrangement with Individual, Postretirement Benefits [Line Items]
 
 
 
 
 
Deferred compensation plan, employer matching contribution (percent)
4.00% 
 
 
 
 
Deferred compensation plan, compensation deferral period
10 years 
 
 
 
 
Deferred compensation arrangement, compensation distribution period
10 years 
 
 
 
 
Deferred compensation, Rabbi Trust
 
$ 13.1 
$ 11.7 
$ 3.4 
$ 2.6 
Accumulated Other Comprehensive Loss (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended
Mar. 31, 2017
Mar. 31, 2016
Accumulated balances for each classification of comprehensive income (loss)
 
 
Balance at the beginning of the period
$ 2,466.9 
$ 2,347.4 
Other comprehensive income
11.7 
10.4 
Balance at the end of the period
2,518.2 
2,387.5 
Accrued post-retirement benefit liability
 
 
Accumulated balances for each classification of comprehensive income (loss)
 
 
Balance at the beginning of the period
(26.4)
(27.4)
Other comprehensive income before reclassifications
Amounts reclassified from accumulated other comprehensive loss
0.6 
0.6 
Income tax (expense) benefit
(0.2)
(0.2)
Other comprehensive income
0.4 
0.4 
Balance at the end of the period
(26.0)
(27.0)
Foreign currency translation
 
 
Accumulated balances for each classification of comprehensive income (loss)
 
 
Balance at the beginning of the period
(96.7)
(60.0)
Other comprehensive income before reclassifications
11.4 
10.2 
Amounts reclassified from accumulated other comprehensive loss
Income tax (expense) benefit
Other comprehensive income
11.4 
10.2 
Balance at the end of the period
(85.3)
(49.8)
Other
 
 
Accumulated balances for each classification of comprehensive income (loss)
 
 
Balance at the beginning of the period
0.9 
0.3 
Other comprehensive income before reclassifications
0.1 
Amounts reclassified from accumulated other comprehensive loss
(0.2)
(0.3)
Income tax (expense) benefit
0.1 
Other comprehensive income
(0.1)
(0.2)
Balance at the end of the period
0.8 
0.1 
Accumulated Other Comprehensive Income (loss).
 
 
Accumulated balances for each classification of comprehensive income (loss)
 
 
Balance at the beginning of the period
(122.2)
(87.1)
Other comprehensive income before reclassifications
11.5 
10.2 
Amounts reclassified from accumulated other comprehensive loss
0.4 
0.3 
Income tax (expense) benefit
(0.2)
(0.1)
Other comprehensive income
11.7 
10.4 
Balance at the end of the period
$ (110.5)
$ (76.7)
Foreign Currency Forward Contracts (Details) (Foreign Exchange Contract, USD $)
In Millions, unless otherwise specified
Mar. 31, 2017
Dec. 31, 2016
Designated as Hedging Instrument
 
 
Derivative Financial Instruments
 
 
Notional amount
$ 13.0 
$ 17.6 
Not Designated as Hedging Instrument
 
 
Derivative Financial Instruments
 
 
Notional amount
$ 38.9 
$ 39.3 
Exit and Disposal Activities (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 0 Months Ended 3 Months Ended
Mar. 31, 2017
Mar. 31, 2016
Mar. 31, 2017
Carlisle Interconnect Technologies
Mar. 31, 2016
Carlisle Interconnect Technologies
Mar. 31, 2017
Carlisle Fluid Technologies
Mar. 31, 2016
Carlisle Fluid Technologies
Mar. 31, 2017
Carlisle Brake & Friction
Mar. 31, 2016
Carlisle Brake & Friction
Mar. 31, 2017
Corporate
Mar. 31, 2016
Corporate
Mar. 31, 2017
Aerospace Manufacturing Operations
Carlisle Interconnect Technologies
Employee Severance and Benefit Arrangement
Mar. 31, 2017
Medical Business
Carlisle Interconnect Technologies
Employee Termination Benefits
Mar. 31, 2017
Administrative Functions and Facilities
Carlisle Fluid Technologies
Employee Relocation
Feb. 9, 2017
Manufacturing Operations
Carlisle Brake & Friction
Mar. 31, 2017
Manufacturing Operations
Carlisle Brake & Friction
Employee Retention and Termination Benefits
Mar. 31, 2017
Manufacturing Operations
Carlisle Brake & Friction
Other Miscellaneous Costs
Mar. 31, 2017
Minimum
Manufacturing Operations
Carlisle Brake & Friction
Mar. 31, 2017
Minimum
Manufacturing Operations
Carlisle Brake & Friction
Non-cash Accelerated Depreciation
Mar. 31, 2017
Minimum
Manufacturing Operations
Carlisle Brake & Friction
Relocate and Reinstall Equipment
Mar. 31, 2017
Maximum
Manufacturing Operations
Carlisle Brake & Friction
Mar. 31, 2017
Maximum
Manufacturing Operations
Carlisle Brake & Friction
Non-cash Accelerated Depreciation
Mar. 31, 2017
Maximum
Manufacturing Operations
Carlisle Brake & Friction
Relocate and Reinstall Equipment
Restructuring Cost and Reserve [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Exit and disposal costs
$ 3.2 
$ 1.4 
$ 2.3 
$ 0 
$ 0.5 
$ 1.1 
$ 0.3 
$ 0 
$ 0.1 
$ 0.3 
$ 0.9 
$ 0.6 
$ 0.5 
 
 
$ 0.3 
 
 
 
 
 
 
Exit and disposal costs, aggregate expense recognized
 
 
 
 
 
 
 
 
 
 
 
8.2 
4.6 
 
 
 
 
 
 
 
 
 
Exit and disposal costs, expected to be incurred
 
 
 
 
 
 
 
 
 
 
$ 1.4 
$ 13.0 
$ 5.0 
 
$ 2.5 
$ 3.0 
$ 16.5 
$ 4.5 
$ 5.5 
$ 18.5 
$ 6.0 
$ 7.0 
Restructuring plan period
 
 
 
 
 
 
 
 
 
 
 
 
 
18 months 
 
 
 
 
 
 
 
 
Exit and Disposal Activities - Components of Exit and Disposal Activities (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended
Mar. 31, 2017
Mar. 31, 2016
Restructuring Cost and Reserve [Line Items]
 
 
Employee severance and benefit arrangements
$ 2.4 
$ 1.4 
Relocation costs
0.3 
Other restructuring costs
0.5 
Total exit and disposal costs
3.2 
1.4 
Cost of goods sold
 
 
Restructuring Cost and Reserve [Line Items]
 
 
Total exit and disposal costs
1.5 
Selling and and Administrative Expenses
 
 
Restructuring Cost and Reserve [Line Items]
 
 
Total exit and disposal costs
1.3 
1.4 
Research and development expenses
 
 
Restructuring Cost and Reserve [Line Items]
 
 
Total exit and disposal costs
0.1 
Other Expense
 
 
Restructuring Cost and Reserve [Line Items]
 
 
Total exit and disposal costs
0.3 
Carlisle Interconnect Technologies
 
 
Restructuring Cost and Reserve [Line Items]
 
 
Total exit and disposal costs
2.3 
Carlisle Fluid Technologies
 
 
Restructuring Cost and Reserve [Line Items]
 
 
Total exit and disposal costs
0.5 
1.1 
Carlisle Brake & Friction
 
 
Restructuring Cost and Reserve [Line Items]
 
 
Total exit and disposal costs
0.3 
Corporate
 
 
Restructuring Cost and Reserve [Line Items]
 
 
Total exit and disposal costs
$ 0.1 
$ 0.3 
Exit and Disposal Activities - Exit and Disposal Activity Liability (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended
Mar. 31, 2017
Mar. 31, 2016
Restructuring Reserve [Roll Forward]
 
 
Balance, beginning
$ 9.0 
 
Charges against the liability
3.2 
1.4 
Cash payments
(2.1)
 
Balance, ending
10.1 
 
Carlisle Interconnect Technologies
 
 
Restructuring Reserve [Roll Forward]
 
 
Balance, beginning
7.6 
 
Charges against the liability
2.3 
Cash payments
(0.8)
 
Balance, ending
9.1 
 
Carlisle Fluid Technologies
 
 
Restructuring Reserve [Roll Forward]
 
 
Balance, beginning
0.7 
 
Charges against the liability
0.5 
1.1 
Cash payments
(0.7)
 
Balance, ending
0.5 
 
Carlisle Brake & Friction
 
 
Restructuring Reserve [Roll Forward]
 
 
Balance, beginning
 
Charges against the liability
0.3 
Cash payments
(0.3)
 
Balance, ending
 
Corporate
 
 
Restructuring Reserve [Roll Forward]
 
 
Balance, beginning
0.7 
 
Charges against the liability
0.1 
0.3 
Cash payments
(0.3)
 
Balance, ending
$ 0.5